Item 8.01 Other Events.
On November 1, 2021, American Express Company (the "Company") announced that it
is commencing an exchange offer (the "Exchange Offer") pursuant to which it is
offering to issue its new senior notes (the "AXP Notes") in exchange for any and
all of the $2 billion aggregate principal amount of the outstanding 3.300%
Senior Notes due May 3, 2027 (the "Credco Notes") issued by American Express
Credit Corporation ("Credco"), a wholly-owned subsidiary of the Company.
Concurrently with the Exchange Offer, Credco is soliciting consents (the
"Consent Solicitation") to adopt certain proposed amendments to the indenture
under which the Credco Notes were issued (the "Credco Indenture") that would,
among other things, eliminate certain of the covenants and events of default in
the Credco Indenture (including the reporting covenant). Documents relating to
the Exchange Offer and Consent Solicitation will only be distributed to eligible
holders of the Credco Notes who complete and return an eligibility form
confirming that they are either a "qualified institutional buyer" under Rule
144A under the Securities Act of 1933, as amended (the "Securities Act"), or
outside the United States, not a "U.S. person" within the meaning of Regulation
S under the Securities Act and a Non-U.S. qualified offeree (as defined in the
offering memorandum and consent solicitation statement dated November 1, 2021
relating to the Exchange Offer and Consent Solicitation), and, in either case,
not located in or a resident of Canada. A copy of the press release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K includes forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, which are
subject to risks and uncertainties. The forward-looking statements, which
address the Exchange Offer and Consent Solicitation contain words such as
"expect," "anticipate," "intend," "plan," "aim," "will," "may," "should,"
"could," "would," "likely" and similar expressions. Actual results may differ
from those set forth in the forward-looking statements due to a variety of
factors, including market conditions, the satisfaction of the conditions
described in the offering memorandum and consent solicitation statement dated
November 1, 2021 and those contained in the Company's Annual Report on Form 10-K
for the year ended December 31, 2020, the Company's Quarterly Report on Form
10-Q for the quarter ended September 30, 2021 and the Company's other filings
with the Securities and Exchange Commission. Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak only as of the
date on which they are made. The Company undertakes no obligation to update or
revise any forward-looking statements.
Important Information for Investors and Stockholders
This communication does not constitute an offer to sell or the solicitation of
an offer to buy any securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful.
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Item 9.01  Financial Statements and Exhibits.
(d) Exhibits
Exhibit             Description
99.1                  Press Release dated November     1    , 2021
104                 The cover page of this Current Report on Form 8-K, formatted as inline XBRL


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