FWP: Filing under Securities Act Rules 163/433 of free writing prospectuses
Published on May 20, 2021
Filed pursuant to Rule 433
Pricing Term Sheet, dated May 20, 2021 relating to
Preliminary Prospectus Supplement, dated May 20, 2021
to Prospectus, dated May 19, 2021
Registration No. 333-256274
Athene Holding Ltd.
Pricing Term Sheet
May 20, 2021
3.950% Senior Notes Due 2051 (the Notes)
This pricing term sheet supplements the preliminary prospectus supplement filed by Athene Holding Ltd. on May 20, 2021 (the Preliminary Prospectus Supplement) relating to its prospectus dated May 19, 2021.
| Issuer: |
Athene Holding Ltd. (Issuer) |
|
| Legal Format: | SEC Registered | |
| Aggregate Principal Amount: | $500,000,000 | |
| Coupon: | 3.950% | |
| Ranking: | Senior Unsecured | |
| Maturity Date: | May 25, 2051 | |
| Price to the Public: | 99.356% of principal amount plus accrued interest, if any, from May 25, 2021 | |
| Net Proceeds to Issuer Before Expenses: | $492,405,000 | |
| Interest Payment Dates: | Semi-annually on May 25 and November 25 of each year, commencing on November 25, 2021 | |
| Day Count Convention: | 30/360 | |
| Benchmark Treasury: | UST 1.875% Due February 15, 2051 | |
| Spread to Benchmark Treasury: | T+162.5 bps | |
| Benchmark Treasury Price/Yield: | 8920+ / 2.362% | |
| Re-Offer Yield: | 3.987% | |
| Trade Date: | May 20, 2021 | |
| Settlement Date*: | May 25, 2021 (T+3) | |
| Denominations: | $2,000 and integral multiples of $1,000 in excess thereof | |
| Expected Security Ratings (S&P / Fitch)**: | A- (Positive) / BBB (Stable) | |
| Optional Redemption: | At any time and from time to time prior to November 25, 2050, the notes will be redeemable at the Issuers option, in whole or in part, for cash, at a redemption price equal to the greater of 100% of the principal amount of the notes to be redeemed plus accrued and unpaid interest thereon to, but excluding, the redemption date and the Make-Whole Redemption Amount calculated as described in the Preliminary Prospectus Supplement at the rate of T+25 bps, plus accrued and unpaid interest thereon to, but excluding, the redemption date.
At any time and from time to time on or after November 25, 2050, the notes will be redeemable at the Issuers option, in whole or in part, for cash, at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest thereon to, but excluding, the redemption date. |
|
| CUSIP / ISIN: | 04686JAD3 / US04686JAD37 | |
| Joint Book-Running Managers: | BofA Securities, Inc. Goldman Sachs & Co. LLC RBC Capital Markets, LLC Wells Fargo Securities, LLC |
|
| Co-Managers: | Academy Securities, Inc. Barclays Capital Inc. HSBC Securities (USA) Inc. Morgan Stanley & Co. LLC SG Americas Securities, LLC Samuel A. Ramirez & Company, Inc. |
|
| * | The issuer expects that delivery of the notes will be made to investors on or about May 25, 2021 which will be the third business day following the date of this pricing term sheet (such settlement being referred to as T+3). Under Rule 15c6-1 under the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes prior to the delivery of the notes hereunder will be required, by virtue of the fact that the notes initially will settle T+3, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the notes who wish to trade the notes prior to their date of delivery should consult their own advisor. |
| ** | A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. Each of the securities ratings should be evaluated independently of any other security rating. |
The Issuer has filed a shelf registration statement (including a prospectus) with the Securities and Exchange Commission (the SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus in that shelf registration statement and other documents the Issuer has filed with the SEC for more complete information about the Issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, a copy of the prospectus can be obtained by contacting BofA Securities, Inc. toll-free at (800) 294-1322, Goldman Sachs & Co. LLC toll-free at (866) 471-2526, RBC Capital Markets LLC toll-free at (866) 375-6829, Wells Fargo Securities, LLC toll-free at (800) 645-3751.
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