COLUMBUS, Ga., Sept. 14, 2011 /PRNewswire/ -- Aflac Incorporated
(NYSE: AFL) (the Company) announced today the termination of its
previously announced private offer (the Exchange Offer) to exchange
its outstanding $850 million
aggregate principal amount of 8.5% senior notes due 2019 (CUSIP No.
001055AC6) (Old Notes) for new senior notes due 2022 (the New
Notes), in accordance with the Company's offering memorandum dated
August 31, 2011 (the Offering
Memorandum) and the related letter of transmittal.
The Exchange Offer was subject to a minimum condition (the
Minimum Tender Condition) that no less than $250 million aggregate principal amount of New
Notes must be issuable for Old Notes validly tendered and not
validly withdrawn prior to 5:00 p.m.
New York City time on September 14, 2011 (the Early Participation
Date). The Minimum Tender Condition has not been met as of
the Early Participation Date; therefore, the Company has elected to
terminate the Exchange Offer pursuant to the terms and conditions
of the Exchange Offer, as specified in the Offering Memorandum.
None of the Old Notes were accepted for exchange in the
Exchange Offer. All Old Notes heretofore tendered and not
validly withdrawn pursuant to the terminated Exchange Offer and not
accepted for exchange will be returned promptly to the tendering
holder thereof in accordance with applicable law at the Company's
expense.
This press release is not an offer to sell or a solicitation
of an offer to buy any security. The Exchange Offer is being made
solely by the Offering Memorandum and related letter of transmittal
and only to such persons and in such jurisdictions as is permitted
under applicable law.
FORWARD-LOOKING INFORMATION
This document contains cautionary statements identifying
important factors that could cause actual results to differ
materially from those projected herein, and in any other statements
made by company officials in communications with the financial
community and contained in documents filed with the Securities and
Exchange Commission. Forward-looking statements are not based on
historical information and relate to future operations, strategies,
financial results or other developments. Furthermore,
forward-looking information is subject to numerous assumptions,
risks and uncertainties. In particular, statements containing words
such as "expect," "anticipate," "believe," "goal," "objective,"
"may," "should," "estimate," "intends," "projects," "will,"
"assumes," "potential," "target" or similar words as well as
specific projections of future results, generally qualify as
forward-looking. Aflac undertakes no obligation to update such
forward-looking statements. We caution readers that the following
factors, in addition to other factors mentioned from time to time,
could cause actual results to differ materially from those
contemplated by the forward-looking statements: difficult
conditions in global capital markets and the economy generally;
governmental actions for the purpose of stabilizing the financial
markets; defaults and downgrades in certain securities in our
investment portfolio; impairment of financial institutions; credit
and other risks associated with Aflac's investment in perpetual
securities; differing judgments applied to investment valuations;
subjective determinations of amount of impairments taken on our
investments; realization of unrealized losses; limited availability
of acceptable yen-denominated investments; concentration of our
investments in any particular sector or issuer; concentration of
business in Japan; ongoing changes
in our industry; exposure to significant financial and capital
markets risk; fluctuations in foreign currency exchange rates;
significant changes in investment yield rates; deviations in actual
experience from pricing and reserving assumptions; subsidiaries'
ability to pay dividends to the Parent Company; changes in law or
regulation by governmental authorities; ability to attract and
retain qualified sales associates and employees; ability to
continue to develop and implement improvements in information
technology systems; changes in U.S. and/or Japanese accounting
standards; decreases in our financial strength or debt ratings;
level and outcome of litigation; ability to effectively manage key
executive succession; catastrophic events including, but not
necessarily limited to, tornadoes, hurricanes, earthquakes,
tsunamis, and radiological disasters; and failure of internal
controls or corporate governance policies and procedures.
(Logo:
http://photos.prnewswire.com/prnh/20100423/CL92305LOGO )
Analyst and investor contact – Robin Y.
Wilkey, 706.596.3264 or 800.235.2667 FAX:
706.324.6330, or rwilkey@aflac.com
Media contact – Laura Kane,
706.596.3493, FAX: 706.320.2288, or lkane@aflac.com
SOURCE Aflac Incorporated