On November 1, 2021, American Express Company announced that it is commencing an exchange offer pursuant to which it is offering to issue its new senior 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 issued by American Express Credit Corporation (the ?Company?), a wholly-owned subsidiary of American Express. Concurrently with the Exchange Offer, the Company 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. As part of ongoing plans to simplify American Express? funding and reporting structure, the Company intends to deregister with the Securities Exchange Commission (the ?SEC?) and to cease reporting pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), as soon as it may do so in accordance with the applicable requirements of the Exchange Act and the rules and regulations of the SEC thereunder. This is currently expected to occur in early 2022. Although the proposed amendments to the Credco Indenture discussed above would eliminate the reporting covenant in the Credco Indenture, once the Company ceases reporting pursuant to Section 13 or 15(d) of the Exchange Act, stand-alone information regarding the Company will no longer be publicly available in any case. In addition, the Credco Indenture does not include a covenant to maintain a credit rating. As a result, following completion of the exchange offer, certain credit ratings on the Company or on any unexchanged Credco Notes may be withdrawn.