Terms

Series

7.750% Fixed-Rate Reset Perpetual Non-Cumulative Preference Shares, Series E

Liquidation Preference

$25.00

Coupon Rate

7.75%

Rate Type

Fixed To Floating

Annual Dividend

$1.94

Payment Frequency

Quarterly

Cumulative

No

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

December 30, 2027

First Call Price

$25.00

Redemption Notice Period

15 days

Capital Stack Ranking

Junior To: All Indebtedness And Other Liabilities Of Ahl, All Obligations Of Ahl Subsidiaries (Structurally Subordinated), Senior Shares (None Currently Outstanding); Pari Passu With: Series A Preference Shares (6.35% Fixed-To-Floating), Series B Preference Shares (5.625% Fixed Rate), Series C Preference Shares (6.375% Fixed-Rate Reset), Series D Preference Shares (4.875% Fixed-Rate); Senior To: Common Shares, Junior Securities

Regulatory (Basel III) Call

Yes

Tax Classification

Qualified Dividend

Qualifies for QDI

Yes

Qualifies for DRD

No

Depositary Share Fraction

0.001

Shares Offered

20,000,000

Prospectus Summary

Athene Holding Ltd. (a Bermuda-based retirement services holding company, wholly owned by Apollo Global Management) is offering 20,000,000 depositary shares, each representing a 1/1,000th interest in a Series E Preference Share, listed on the NYSE as 'ATHPrE.' The shares carry a fixed annual dividend of 7.750% ($1.9375 per depositary share) through December 30, 2027, after which the rate resets every five years to the then-current Five-year U.S. Treasury Rate plus 396.2 bps. The liquidation preference is $25.00 per depositary share. The first optional call date coincides with the first reset date, December 30, 2027, at par. These are non-cumulative, meaning any dividend not declared is permanently lost — the Board has full discretion to skip a payment with no obligation to make it up. The Series E Preference Shares rank senior to Athene's common shares and junior to all existing and future debt and other creditor claims. Because AHL is a holding company with no significant assets beyond the stock of its insurance subsidiaries, these shares are structurally subordinated to the roughly $235 billion of liabilities held at the subsidiary level — including policyholder obligations — which have first claim on subsidiary assets before any funds can be upstreamed to the holding company. At the holding company level, AHL has approximately $3.3 billion of consolidated debt ranking ahead of these shares. The Series E Preference Shares rank pari passu with the existing Series A, B, C, and D Preference Shares. A capital disqualification call provision allows AHL to redeem all shares at par within 90 days if a change in law causes them to lose Tier 1 regulatory capital status, and any redemption while Tier 1-qualified requires prior approval from the capital regulator. At the $25.00 offering price, the initial yield is 7.75% per annum ($0.484375 per depositary share quarterly), paid on March 30, June 30, September 30, and December 30, commencing March 30, 2023. Dividends qualify as 'qualified dividend income' for U.S. individual investors, eligible for the preferential 15%/20% QDI tax rate, but do not qualify for the corporate dividends-received deduction (DRD). The dividend stopper provision prevents Athene from paying dividends on common shares or repurchasing junior/parity securities if the most recent Series E dividend has not been paid in full — however, since dividends are non-cumulative and purely discretionary, the Board can skip a period entirely without triggering any default or accumulated obligation to future holders.

Summarized from the SEC prospectus filing.

Distribution History

Floating Rate Terms

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If Athene has not paid or set aside in full the most recent quarterly dividend on the Series E Preference Shares and all parity shares, it cannot pay dividends on its common shares or other junior securities, nor repurchase common shares or junior/parity securities.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 61 (Strong)