American International Group

American International Group, Inc.
Public
Traded as NYSE: AIG
S&P 100 Component
S&P 500 Component
Industry Insurance
Financial services
Founded 1919 (1919)
Shanghai, China[1]
Founder Cornelius Vander Starr
Headquarters New York City, New York, United States
Area served
 Worldwide
Key people

Douglas Steenland (Non-executive Chairman)[2]

Brian Duperreault
(President & CEO)[3]
Products Insurance, Property Casualty: Commercial & Consumer, Life & Retirement, Mortgage Insurance
Revenue Decrease US$ 52.4 billion (2016)[4]
Decrease US$ 74 million (2016)[4]
Decrease US$ 349 million (2016)[4]
Total assets Increase US$ 498.3 billion (2016)[4]
Total equity Decrease US$ 76.9 billion (2016)[4]
Number of employees
 Decrease Approximately 56,400 (2016)[4]
Website www.aig.com

American International Group, Inc., also known as AIG, is an American multinational insurance corporation with more than 88 million customers in 130 countries. As of 2015 AIG companies employed around 65,000 people.[5] The company operates through three businesses: AIG Property Casualty, AIG Life and Retirement, and United Guaranty Corporation (UGC). AIG Property Casualty provides insurance products for commercial, institutional, and individual customers. AIG Life and Retirement provides life insurance and retirement services in the United States. UGC focuses on mortgage guaranty insurance and mortgage insurance. AIG also provides financial services in global capital markets operations, including direct investment and retained interests.

AIG was a central player in the financial crisis of 2008. It was bailed out by the federal government for $180 billion, and the government took control. The Financial Crisis Inquiry Commission (FCIC) of the US government concluded AIG failed primarily because it sold massive amounts of insurance without hedging its investment. Its enormous sales of credit default swaps were made without putting up initial collateral, setting aside capital reserves, or hedging its exposure — a profound failure in corporate governance, particularly its risk-management practices."[6]

AIG's corporate headquarters are in New York City, its Europe, Middle East, and Africa (EMEA) headquarters are in London, and its Asian headquarters are in Hong Kong. The company serves 98% of the Fortune 500 companies, 96% of Fortune 1000, and 90% of Fortune Global 500, and insures 40% of Forbes 400 Richest Americans. AIG was ranked 40th largest company in the 2014 Fortune 500 list.[7] According to the 2014 Forbes Global 2000 list, AIG is the 42nd-largest public company in the world.[8] On March 31, 2015, AIG had a market capitalization of $75.04 billion.[9]

History

North China Daily News Building on the Bund, Shanghai (elevation): the original home of what became AIG; now the AIA building.
70 Pine Street was known as the American International Building.

The early years: 1919 to 1945

AIG traces its roots back to 1919, when American Cornelius Vander Starr (1892-1968) established a general insurance agency, American Asiatic Underwriters (AAU), in Shanghai, China.[10] Business grew rapidly, and two years later, Starr formed a life insurance operation.[11] By the late 1920s, AAU had branches throughout China and Southeast Asia, including the Philippines, Indonesia, and Malaysia.[12] In 1926, Mr. Starr opened his first office in the United States, American International Underwriters Corporation (AIU).[13] He also focused on opportunities in Latin America and, in the late 1930s, AIU entered Havana, Cuba.[14] The steady growth of the Latin American agencies proved significant as it would offset the decline in business from Asia due to the impending World War II.[10] In 1939, Mr. Starr moved his headquarters from Shanghai, China, to New York City.[15][16]

International and domestic expansion: 1946 to 1959

After World War II, American International Underwriters (AIU) entered Japan[10] and Germany,[17] to provide insurance for American military personnel. Throughout the late 1940s and early 1950s, AIU continued to expand in Europe, with offices opening in France, Italy,[12] and the United Kingdom.[18] In 1952, Mr. Starr began to focus on the American market by acquiring Globe & Rutgers Fire Insurance Company and its subsidiary, American Home Fire Assurance Company.[19] By the end of the decade, C.V. Starr's general and life insurance organization included an extensive network of agents and offices in over 75 countries.[19]

Reorganization and specialization: 1960 to 1979

In 1960, C.V. Starr hired Maurice R. Greenberg to develop an international accident and health business.[20] Two years later, Mr. Greenberg reorganized one of C.V. Starr’s U.S. holdings into a successful multiple line carrier.[19] Greenberg focused on selling insurance through independent brokers rather than agents to eliminate agent salaries. Using brokers, AIU could price insurance according to its potential return even if it suffered decreased sales of certain products for great lengths of time with very little extra expense. In 1967, American International Group, Inc. (AIG) was incorporated as a unifying umbrella organization for most of C.V. Starr’s general and life insurance businesses.[21] In 1968, Starr named Greenberg his successor. The company went public in 1969.[22]

AIG Headquarters in New York

The 1970s presented many challenges for AIG as operations in the Middle East and Southeast Asia were curtailed or ceased altogether due to the changing political landscape. However, AIG continued to expand its markets by introducing specialized energy, transportation, and shipping products to serve the needs of niche industries.[23] By 1979, with a growing workforce and a worldwide network of offices, AIG offered clients superior technical and risk management skills in an increasingly competitive marketplace.[23]

New opportunities and directions: 1980 to 1999

During the 1980s, AIG continued expanding its market distribution and worldwide network by offering a wide range of specialized products, including pollution liability[23] and political risk.[23] In 1984, AIG listed its shares on the New York Stock Exchange (NYSE).[24] Throughout the 1990s, AIG developed new sources of income through diverse investments, including the acquisition of International Lease Finance Corporation (ILFC), a provider of leased aircraft to the airline industry.[10] In 1992, AIG received the first foreign insurance license granted in over 40 years by the Chinese government. Within the U.S., AIG acquired SunAmerica Inc. a retirement savings company, in 1999.[25]

Further expansion and decline: 2000 to 2012

The AIG Headquarter Building of Woodland Hills, Los Angeles.

Growth

The early 2000s saw a marked period of growth as AIG acquired American General Corporation, a leading domestic life insurance and annuities provider,[26] and AIG entered new markets including India.[27] In February 2000, AIG created a strategic advisory venture team with the Blackstone Group and Kissinger Associates "to provide financial advisory services to corporations seeking high level independent strategic advice."[28] AIG was an investor in Blackstone from 1998 to March 2012, when it sold all of its shares in the company. Blackstone acted as an adviser for AIG during the 2007-2008 financial crisis.[29]

In November 2004, AIG reached a US$126 million settlement with the U.S. Securities and Exchange Commission and the Justice Department partly resolving a number of regulatory matters, but the company must still cooperate with investigators continuing to probe the sale of a non-traditional insurance product.[30]

Accounting scandal

In 2005, AIG became embroiled in a series of fraud investigations conducted by the Securities and Exchange Commission, U.S. Justice Department, and New York State Attorney General's Office. Greenberg was ousted amid an accounting scandal in February 2005.[31][32][33] The New York Attorney General's investigation led to a $1.6 billion fine for AIG and criminal charges for some of its executives.[34]

On May 1, 2005, investigations conducted by outside counsel at the request of AIG's Audit Committee and the consultation with AIG's independent auditors, PricewaterhouseCoopers LLP resulted in AIG's decision to restate its financial statements for the years ended December 31, 2003, 2002, 2001 and 2000, the quarters ended March 31, June 30 and September 30, 2004 and 2003 and the quarter ended December 31, 2003.[35] On November 9, 2005, the company was said to have delayed its third-quarter earnings report because it had to restate earlier financial results, to correct accounting errors.[36]

Expansion to the credit default insurance market

Martin J. Sullivan became CEO of the company in 2005. He began his career at AIG as a clerk in its London office in 1970.[37] AIG then took on tens of billions of dollars of risk associated with mortgages. It insured tens of billions of dollars of derivatives against default, but did not purchase reinsurance to hedge that risk. Secondly, it used collateral on deposit to buy mortgage-backed securities. When losses hit the mortgage market in 2007-2008, AIG had to pay out insurance claims and also replace the losses in its collateral accounts.[38]

AIG purchased the remaining 39% that it did not own of online auto insurance specialist 21st Century Insurance in 2007 for $749 million.[39] With the failure of the parent company and the continuing recession in late 2008, AIG rebranded its insurance unit to 21st Century Insurance.[40][41]

On June 11, 2008, three stockholders, collectively owning 4% of the outstanding stock of AIG, delivered a letter to the Board of Directors of AIG seeking to oust CEO Martin Sullivan and make certain other management and Board of Directors changes. This letter was the latest volley in what The Wall Street Journal called a "public spat" between the company's board and management, on the one hand, and its key stockholders, and former CEO Maurice Greenberg on the other hand.[42]

On June 15, 2008, after disclosure of financial losses and subsequent to a falling stock price, Sullivan resigned and was replaced by Robert B. Willumstad, Chairman of the AIG Board of Directors since 2006. Willumstad was forced by the US government to step down and was replaced by Ed Liddy on September 17, 2008.[43] AIG's board of directors named Bob Benmosche CEO on August 3, 2009, to replace Mr. Liddy, who earlier in the year announced his retirement.[44]

Liquidity crisis and government bailout

AIG faced the most difficult financial crisis in its history when a series of events unfolded in late 2008. AIG was bailed out by the federal government for $180 billion, and the government took control. The Financial Crisis Inquiry Commission (FCIC) made the major government study of the crisis. It concluded in January 2011:

The Commission concludes AIG failed and was rescued by the government primarily because its enormous sales of credit default swaps were made without putting up the initial collateral, setting aside capital reserves, or hedging its exposure – a profound failure in corporate governance, particularly its risk management practices. AIG's failure was possible because of the sweeping deregulation of over-the-counter (OTC) derivatives, including credit default swaps, which effectively eliminated federal and state regulation of these products, including capital and margin requirements that would have lessened the likelihood of AIG's failure.[6][45][46]

AIG had sold credit protection through its London unit in the form of credit default swaps (CDSs) on collateralized debt obligations (CDOs) but they had declined in value.[47][48] The AIG Financial Products division, headed by Joseph Cassano, in London, had entered into credit default swaps to insure $441 billion worth of securities originally rated AAA. Of those securities, $57.8 billion were structured debt securities backed by subprime loans.[47][49] As a result, AIG’s credit rating was downgraded and it was required to post additional collateral with its trading counter-parties, leading to a liquidity crisis that began on September 16, 2008, and essentially bankrupted all of AIG. The United States Federal Reserve Bank stepped in, announcing the creation of a secured credit facility of up to US$85 billion to prevent the company's collapse, enabling AIG to deliver additional collateral to its credit default swap trading partners. The credit facility was secured by the stock in AIG-owned subsidiaries in the form of warrants for a 79.9% equity stake in the company and the right to suspend dividends to previously issued common and preferred stock.[50][51][52] The AIG board accepted the terms of the Federal Reserve rescue package that same day, making it the largest government bailout of a private company in U.S. history.[53][54]

On March 17, 2009, AIG announced that they were paying $165 million in executive bonuses, prompting the AIG bonus payments controversy. Total bonuses for the financial unit could reach $450 million and bonuses for the entire company could reach $1.2 billion. President Barack Obama, who voted for TARP as a Senator[55] responded to the planned payments by saying "[I]t's hard to understand how derivative traders at AIG warranted any bonuses, much less $165 million in extra pay. How do they justify this outrage to the taxpayers who are keeping the company afloat?"[56] Politicians on both sides of the Congressional aisle reacted with outrage to the planned bonuses. Political commentators and journalists expressed an equally bipartisan outrage.

Due to the Q3 2011 net loss widening, on November 3, 2011, AIG shares plunged 49 percent year to date. The insurer's board approved a share buyback of as much as $1 billion.[57]

AIG since September 2008 marketed its assets to pay off its government loans. A global decline in the valuation of insurance businesses, and the weakening financial condition of potential bidders, challenged its efforts.[58] AIG closed on the sale of its Hartford Steam Boiler unit on March 31, 2009, to Munich Re for $742 million, which was announced December 22, 2008.[59][60] On April 16, 2009, AIG announced plans to sell 21st Century Insurance subsidiary to Farmers Insurance Group for $1.9 billion.[61] June 10, 2009. AIG sold down its majority ownership of reinsurer Transatlantic Re.[62] The Wall Street Journal reported on September 7, 2009, that Pacific Century Group had agreed to pay $500 million for a part of American International Group's asset management business, and that they also expected to pay an additional $200 million to AIG in carried interest and other payments linked to future performance of the business.[63]

AIG agreed in March 2010 to sell its American Life Insurance Co. (ALICO) to MetLife Inc. for $15.5 billion in cash and MetLife stock.[64] Bloomberg L.P. reported on March 29 that after almost three months of delays, AIG had completed the $500 million sale of a portion of its asset management business, branded PineBridge Investments, to the Asia-based Pacific Century Group.[65] Fortress Investment Group purchased 80% of the interest in financing company American General Finance in August 2010.[66] AIG in September sold AIG Starr and AIG Edison, two of its Japan-based companies, to Prudential Financial for $4.2 billion in cash and $600 million in assumption of third party AIG debt by Prudential.[67][67] On November 1, AIG announced it has raised $36.71 billion from both the sale of ALICO and its IPO of AIA. Proceeds go specifically to pay off FRB of New York loan.[68]

In October 2010 the WSJ reported that a family sued AIG for alleged complicity in a 'stranger-originated life insurance' scheme, whereby AIG managers allegedly welcomed people without an insurable interest to take out life insurance policies against others. The case involved JB Carlson and Germaine Tomlinson, and was one of many similar lawsuits in the US at the time.[69]

It was reported in January 2011, that AIG sold its Taiwanese life insurance company, Nan Shan Life, to a consortium of buyers for $2.16 billion.[70]

Modern era: 2012 to present

On May 7, 2012, the United States Department of the Treasury announced an offering of 188.5 million shares of AIG for a total of $5.8 billion. The sale reduced Treasury’s stake in AIG to 61 percent, from 70 percent before the transaction.[71]

On September 6, 2012, AIG sold $2 billion of its investment in AIA to repay government loans. The board also approved a $5 billion stock repurchase of government-owned shares in AIA.[72]

On September 14, 2012, the Department of Treasury completed its fifth sale of AIG common stock, with proceeds of approximately $20.7 billion, reducing the Treasury’s ownership stake in AIG to approximately 15.9 percent from 53 percent. Government commitments were fully recovered, and Treasury and the FRBNY to date had received a combined positive return of approximately $15.1 billion.[73]

On October 12, 2012, AIG announced a five and a half year agreement to sponsor six New Zealand-based rugby teams, including world champion All Blacks. The AIG logo and the Adidas logo, the league’s primary sponsor, will be displayed on the league’s team jerseys.[74]

The U.S. Department of the Treasury in December 2012 published an itemized list of the loans, stock purchases, special purpose vehicles (SPVs) and other investments engaged in with AIG, the amount AIG paid back and the positive return on the loans and investments to the government.[75] Treasury said that it and the Federal Reserve Bank of New York provided a total $182.3 billion to AIG, which paid back a total $205 billion, for a total positive return, or profit, to the government of $22.7 billion. In addition, AIG sold off a number of its own assets to raise money to pay back the government.

On December 14, 2012, the Treasury Department sold the last of its AIG stock in its sixth stock stale for a total of approximately $7.6 billion. In total, the Treasury Department realized a gain of more than $22 billion from the sale of AIG common stock and $0.9 billion from the sale of AIG preferred stock.[76][77]

AIG began an advertising campaign on January 1, 2013, called "Thank You America," in which several company employees, including AIG President and CEO Robert Benmosche, talked directly to the camera and offered their thanks for the government assistance.[78]

In June 2015, Taiwan’s Nan Shan Life Insurance acquired a stake in AIG’s subsidiary in Taiwan for a fee of $158 million.[79]

In a January 2016 news release, AIG announced plans for an initial public offering of 19.9 percent of United Guaranty Corp., a Greensboro, North Carolina-based provider of mortgage insurance for lenders.[80]

In 2016, AIG announced a joint venture with Hamilton Insurance Group and Two Sigma Investments to serve as insurance needs for small- to medium-sized enterprises. Industry veteran Brian Duperreault will be the chairman of the new entity, and Richard Friesenhahn, the executive vice president of U.S. casualty lines at AIG, will be CEO.[81]

In August 2016, AIG announced the sale of United Guaranty, its mortgage-guarantee unit, to Arch Capital Group, a Bermuda-based insurer, for $3.4 billion.[82]

Bailout litigation

In January 2013, AIG's board discussed joining a lawsuit against the United States government because the bailout they received was unfair to their investors.[83] The idea was rejected.[84] AIG was criticized, however, when news stories soon appeared that it was considering joining a lawsuit brought by AIG shareholders and former CEO Maurice R. Greenberg against the New York Federal Reserve Bank for what the plaintiffs considered unfair terms imposed on AIG by the New York Fed. The AIG board announced on January 9, 2013, that the company would not join the lawsuit, and on January 9, 2013, Bob Benmosche told CNBC’s Maria Bartiromo that it would not be “socially acceptable” for AIG to sue the government, continuing that while people may be angry, "a deal’s a deal."[85][86]

The specific issue was whether the New York Federal Reserve transferred $18 billion in litigation claims on troubled mortgage debt through the Maiden Lane Transactions, entities created by the Fed in 2008, and thus prevented AIG from recouping losses from insured banks. On May 7, 2013, Los Angeles U.S. District Judge, Mariana Pfaelzer, ruled that $7.3 billion of the disputed claims had, in fact, not been assigned. AIG withdrew the case "with prejudice" on May 28, 2013. Praelzer was overseeing a suit between AIG and Bank of America (BAC-US) concerning possible misrepresentations by Merrill Lynch and Countrywide as to the quality of the mortgage portfolio. In signing the order closing the case, U.S. District Judge Lewis Kaplan who also adjudicated the Maiden Lane case, American International Group Inc. et al. v. Maiden Lane II LLC, U.S. District Court, Southern District of New York, No. 13-00951 admonished the Fed saying, "On the face of it" some of its actions "perhaps are unattractive and, indeed, wrongful.”[87]

After the case was thrown out by the District Court, the United States Court of Appeals for the Second Circuit affirmed, holding that federal common law preempted any Delaware fiduciary duties owed to shareholders.[88]

Money damages

Hank Greenberg next had David Boies sue the U.S. Government separately for money damages in the United States Court of Federal Claims, prompting strong criticism.[89] After hearing thirty-seven days of testimony and requiring appearances by Ben Bernanke, Timothy Geithner and Hank Paulson,[90] Judge Thomas C. Wheeler ruled that the Federal Reserve responses to the subprime crisis had been illegal.[91] The court reasoned the AIG bailout had been an illegal exaction because the Federal Reserve Act did not authorize the New York Fed to nationalize a corporation by owning its stock.[92]

However, Judge Wheeler did not award monetary compensation to the plaintiffs ruling that they did not suffer economic damage because "if the government had done nothing, the shareholders would have been left with 100 percent of nothing."[93] Both parties appealed to the United States Court of Appeals for the Federal Circuit. The New York Fed volunteered an amicus brief arguing that “Apart from an erroneous interpretation of a federal statute, the trial court’s opinion is riddled with material, clearly erroneous findings of fact.”[94]

Corporate governance

Board of directors

As of May 15, 2017[95]

Business

NZ All Blacks Mens XV's Shirt

In the United States, AIG is the largest underwriter of commercial and industrial insurance.[96]

AIG offers property casualty insurance, life insurance, retirement products, mortgage insurance and other financial services.[97] In the third quarter of 2012, the global property-and-casualty insurance business, Chartis, was renamed AIG Property Casualty. SunAmerica, life-insurance and retirement-services division, was renamed AIG Life and Retirement, other existing brands continue to be used in certain geographies and market segments.[97][98]

Subsidiaries

See also

References

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  84. ↑ "AIG will not join lawsuit against US". BBC News. January 9, 2013.
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