UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 24, 2021
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices and zip code)
(515 ) 221-0002
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On September 24, 2021, American Equity Investment Life Holding Company, through affiliates (together, the "Company"), entered into agreements for BlackRock Financial Management, Inc. ("BlackRock") and Conning, Inc. to manage the Company's core fixed income and private placement investments, a significant majority of the Company's consolidated investment portfolio.
The Company expects BlackRock to initially manage approximately $50 billion in assets, adjustable based on Company asset allocation decisions. Under the BlackRock agreement, the Company may move assets into or out of BlackRock management on a few days' notice. BlackRock's agreement has an indefinite term, but either party may terminate the agreement with 60 days notice (effective after the Company has a new manager ready). BlackRock's fees will be based on assets under management for the Company. The Company does not expect its resulting overall investment services costs to materially increase.
On January 26, 2021 a BlackRock affiliate publicly disclosed 14.7% aggregate ownership by BlackRock and its affiliates of the Company's outstanding common stock on Form 13G/A. A BlackRock affiliate also manages a portion of the Company's infrastructure investment portfolio and licenses a risk management analytics tool to the Company.
The forward-looking statements in this disclosure, such as expect and will, as well as specific projections of future results, are based on assumptions and expectations that involve risks and uncertainties, including the "Risk Factors" the company describes in its U.S. Securities and Exchange Commission filings. The Company's future results could differ, and it has no obligation to correct or update any of these statements.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY | |||||||||||
| Date: September 29, 2021 | By: | /s/ Phyllis Zanghi | |||||||||
| Phyllis Zanghi | |||||||||||
| Executive Vice President and Chief Legal Officer | |||||||||||