American International Group, Inc. (AIG) announced that it commenced cash tender offers (the “Tender Offers”) and solicitations of consents (the “Consent Solicitations”) for certain outstanding notes. The Tender Offers and Consent Solicitations are being made pursuant to AIG’s Offer to Purchase and Consent Solicitation Statement for the SunAmerica Notes, dated May 11, 2021, and AIG’s Offer to Purchase and Consent Solicitation Statement for the AIG Life Holdings Notes, dated May 11, 2021 (each, an “Offer to Purchase and Consent Solicitation Statement”) and the related letters of transmittal, which set forth a more comprehensive description of the terms of each Tender Offer and Consent Solicitation. Additionally, the Consent Solicitations consist of solicitation of consents to certain proposed amendments to (i) the indenture under which the four series of notes (referred to as the “SunAmerica Notes”) were originally issued by SunAmerica Inc. and (ii) the indenture under which each of the 7.57% Junior Subordinated Deferrable Interest Debentures, Series A (referred to as the “Series A Notes”) and the 8 1/8% Junior Subordinated Deferrable Interest Debentures, Series B (referred to as the “Series B Notes”), each as set forth in the table above, were issued. On May 25, 2021, AIG announced: the successful completion of the Consent Solicitation for the Series B Notes; the results of the Tender Offers and Consents Solicitations as of the Early Tender Time; the extension of the payment of the Total Consideration to all notes tendered and not withdrawn on or prior to the 11:59 p.m., New York City time, on June 8, 2021 (the “Original Expiration Time”); and the extension of the period for holders of Series A Notes and SunAmerica Notes to deliver consents until the Original Expiration Time. On June 9, 2021, AIG announced: it successfully completed the Consent Solicitation for the Series A Notes; it was extending the period for holders of the SunAmerica Notes to deliver consents until 11:59 p.m., New York City time, on June 15, 2021; and it was extending the Original Expiration Time of the Tender Offers and extending the payment of the Total Consideration to any tenders of notes received on or before 11:59 p.m., New York City time, on June 15, 2021 (the “Original Extended Expiration Time”). AIG announced that: it is further extending the period for holders of the SunAmerica Notes to deliver consents until 11:59 p.m., New York City time, on June 22, 2021; and it is further extending the Original Extended Expiration Time of the Tender Offers and extending the payment of the Total Consideration to any tenders of notes received on or before 11:59 p.m., New York City time, on June 22, 2021 (the “New Extended Expiration Time”). Extension of the Total Consideration for all Notes Tendered Prior to the New Extended Expiration Time. AIG is extending the Original Extended Expiration Time and extending the payment of the Total Consideration to all notes that are validly tendered on or before 11:59 p.m., New York City time, on June 22, 2021. Prior to further extending the payment of the Total Consideration to the New Extended Expiration Time, holders would have had to tender by the Original Extended Expiration Time to be eligible to receive the Total Consideration, which includes an Early Tender Payment. Holders must validly tender their notes on or before the New Extended Expiration Time in order to be eligible to receive the Total Consideration. Extension of Consent Solicitation for SunAmerica Notes AIG is also extending the period for holders of the SunAmerica Notes to deliver consents, until 11:59 p.m., New York City time, on June 22, 2021 (the “Extended SunAmerica Consent Expiration Time”). Holders of SunAmerica Notes may: tender their SunAmerica Notes and thereby deliver the related consents pursuant to the respective Offer to Purchase and Consent Solicitation Statement on or before the New Extended Expiration Time and Extended SunAmerica Consent Expiration Time; or deliver consents without tendering their SunAmerica Notes, pursuant to the respective Offer to Purchase and Consent Solicitation Statement, on or before the Extended SunAmerica Consent Expiration Time. Holders of SunAmerica Notes that deliver consents without tendering the related notes at or prior to the Extended SunAmerica Consent Expiration Time will be eligible to receive a “Consent Payment” of $5 per each $1,000 principal amount of consenting notes accepted by AIG if the proposed amendments are entered into for such series of notes. Holders of SunAmerica Notes that have previously delivered consents without tendering the related notes at or prior to the Original Extended Expiration Time will be eligible to receive the Consent Payment if the proposed amendments are entered into for such series of notes. AIG will also continue to pay a soliciting broker fee of $5.00 per $1,000 principal amount of the SunAmerica Notes that are validly tendered and accepted for purchase pursuant to the Tender Offers or for which Consents have been delivered pursuant to the Consent Solicitations to retail brokers that are appropriately designated by their tendering holder clients to receive this fee; provided that such fee will only be paid with respect to tenders by holders whose aggregate principal amount of SunAmerica Notes and/or Consents is $500,000 or less. The Tender Offers and Consent Solicitations are subject to the satisfaction of certain conditions. With respect to the Consent Solicitation and Tender Offer for the Series A Notes and Series B Notes and with respect to the Tender Offers for all of the SunAmerica Notes, AIG previously waived the Series A-B Notes Documentation Condition and the Documentation Condition, as applicable (as described in the Offer to Purchase and Consent Solicitation Statements). AIG may terminate or alter any or all of the Tender Offers or SunAmerica Consent Solicitations and is not obligated to accept for payment, purchase or pay for, and may delay the acceptance for payment of, any tendered notes or delivered consents, in each event subject to applicable laws. The Tender Offers are not conditioned on the tender of a minimum principal amount of notes.