American Express gives early tally, extends early date of 3.3% note exchange

By Rebecca Melvin

Concord, N.H., Nov. 16 – American Express Co. announced the early results of its Nov. 1 exchange offer and consent solicitation for notes issued by wholly owned subsidiary American Express Credit Corp. The company also amended the offer to extend the early participation date, according to a press release.

As of 5 p.m. ET on Nov. 15, the company had received exchange instructions for $1,591,964,000 of the $2 billion outstanding of 3.3% senior notes due May 3, 2027 originally issued by American Express Credit Corp. (Cusip: 0258M0EL9), or 79.6% of the issue. The company is offering to exchange the notes for new notes with the same coupon and maturity to be issued by American Express.

American Express also announced that the previous deadline for holders to tender their notes and be eligible to receive the new senior notes to be issued by American Express in the same principal amount plus a cash amount of $2.50 per $1,000 principal amount of notes has been extended to 11:59 p.m. ET on Nov. 30, which is also the expiration date of the offer.

The deadline to withdraw tenders expired at 5 p.m. ET on Nov. 15, and this deadline won’t be modified.

Noteholders who tender their existing notes will receive an even amount of new notes for the old notes, plus a $2.50 cash consideration.

Previously noteholders who tendered their notes after the early deadline were to receive $970 of new notes for $1,000 of existing notes and the $2.50 cash exchange consideration.

The company received the consents needed to amend the existing notes to eliminate some of the covenants and events of default in the indenture, including the reporting covenant.

As previously reported, American Express is planning to simplify its funding and reporting structure, and American Express Credit Corp. intends to deregister with the Securities and Exchange Commission and to cease reporting as soon as it may do so.

There is no covenant in the indenture to maintain a credit rating. Credit ratings may be withdrawn from the existing notes.

New notes will be issued on or around the second business day after the expiration date.

D.F. King & Co., Inc is the information and exchange agent for the offer (888 356-7814, 212 269-5550, http://www.dfking.com/axp).

The credit card services company is based in New York.

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