Form 6-K

 

 

Securities and Exchange Commission

Washington, D.C. 20549

 

 

Form 6-K

 

 

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d/16 of

the Securities Exchange Act of 1934

June 2014

 

 

AEGON N.V.

 

 

Aegonplein 50

2591 TV THE HAGUE

The Netherlands

 

 

 

Aegon’s press release, dated June 18, 2014, is included as appendix and incorporated herein by reference.

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, thereunto duly authorized.

 

     

AEGON N.V.

      (Registrant)
Date: June 18, 2014     By  

/s/ E. Lagendijk

      E. Lagendijk
      Executive Vice President and
      General Counsel

LOGO

The Hague, June 17, 2014

Aegon to repurchase shares to neutralize stock dividend

Aegon is today announcing that it will repurchase 14,488,648 common shares to neutralize the dilutive effect of the 2013 final dividend paid in shares.

During the dividend election period, which ran from Friday May 30 to Friday June 13, 2014, shareholders were given the opportunity to choose between receiving the final dividend of EUR 0.11 per common share in cash or common shares. 40% of shareholders elected to receive the stock dividend. The remaining 60% opted for cash dividend. As a result, 14,488,648 new common shares will be issued on June 20, 2014. The number of outstanding common shares will remain unchanged because Aegon will repurchase the same number of shares that were issued.

Shareholders who elected a stock dividend will receive one new Aegon common share for every 59 common shares held. The stock fraction is based on Aegon’s average share price as quoted on the Euronext Amsterdam Stock Exchange, using the high and low of each of the five trading days from June 9 up to and including June 13, 2014. The stock dividend and the cash dividend are approximately equal in value.

Aegon has committed itself to the repurchase of the common shares by engaging a third party to execute the transactions on its behalf. The transactions will commence on June 20, 2014, and are expected to be completed on or before July 18, 2014. The common shares will be repurchased at a maximum of the daily volume-weighted average price. Aegon will provide a weekly update regarding the transactions on its website aegon.com/sharebuyback.

 

Media relations   Investor relations
Robin Boon   Willem van den Berg
+31 (0) 70 344 8956   +31 (0) 70 3448305
gcc@aegon.com   ir@aegon.com

Aegon’s roots go back more than 150 years – to the first half of the nineteenth century. Since then, Aegon has grown into an international company, with businesses in more than 25 countries in the Americas, Europe and Asia. Today, Aegon is one of the world’s leading financial services organizations, providing life insurance, pensions and asset management. Aegon’s purpose is to help people take responsibility for their financial future. More information: aegon.com.

LOGO

DISCLAIMERS

Forward-looking statements

The statements contained in this document that are not historical facts are forward-looking statements as defined in the US Private Securities Litigation Reform Act of 1995. The following are words that identify such forward-looking statements: aim, believe, estimate, target, intend, may, expect, anticipate, predict, project, counting on, plan, continue, want, forecast, goal, should, would, is confident, will, and similar expressions as they relate to Aegon. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Aegon undertakes no obligation to publicly update or revise any forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which merely reflect company expectations at the time of writing. Actual results may differ materially from expectations conveyed in forward-looking statements due to changes caused by various risks and uncertainties. Such risks and uncertainties include but are not limited to the following:

 

  •   Changes in general economic conditions, particularly in the United States, the Netherlands and the United Kingdom;

 

  •   Changes in the performance of financial markets, including emerging markets, such as with regard to:

 

  – The frequency and severity of defaults by issuers in Aegon’s fixed income investment portfolios;

 

  – The effects of corporate bankruptcies and/or accounting restatements on the financial markets and the resulting decline in the value of equity and debt securities Aegon holds; and

 

  – The effects of declining creditworthiness of certain private sector securities and the resulting decline in the value of sovereign exposure that Aegon holds;

 

  •   Changes in the performance of Aegon’s investment portfolio and decline in ratings of Aegon’s counterparties;

 

  •   Consequences of a potential (partial) break-up of the euro or the potential independence of Scotland from the United Kingdom

 

  •   The frequency and severity of insured loss events;

 

  •   Changes affecting longevity, mortality, morbidity, persistence and other factors that may impact the profitability of Aegon’s insurance products;

 

  •   Reinsurers to whom Aegon has ceded significant underwriting risks may fail to meet their obligations;

 

  •   Changes affecting interest rate levels and continuing low or rapidly changing interest rate levels;

 

  •   Changes affecting currency exchange rates, in particular the EUR/USD and EUR/GBP exchange rates;

 

  •   Changes in the availability of, and costs associated with, liquidity sources such as bank and capital markets funding, as well as conditions in the credit markets in general such as changes in borrower and counterparty creditworthiness;

 

  •   Increasing levels of competition in the United States, the Netherlands, the United Kingdom and emerging markets;

 

  •   Changes in laws and regulations, particularly those affecting Aegon’s operations, ability to hire and retain key personnel, the products Aegon sells, and the attractiveness of certain products to its consumers;

 

  •   Regulatory changes relating to the insurance industry in the jurisdictions in which Aegon operates;

 

  •   Changes in customer behavior and public opinion in general related to, among other things, the type of products also Aegon sells, including legal, regulatory or commercial necessity to meet changing customer expectations;

 

  •   Acts of God, acts of terrorism, acts of war and pandemics;

 

  •   Changes in the policies of central banks and/or governments;

 

  •   Lowering of one or more of Aegon’s debt ratings issued by recognized rating organizations and the adverse impact such action may have on Aegon’s ability to raise capital and on its liquidity and financial condition;

 

  •   Lowering of one or more of insurer financial strength ratings of Aegon’s insurance subsidiaries and the adverse impact such action may have on the premium writings, policy retention, profitability and liquidity of its insurance subsidiaries;

 

  •   The effect of the European Union’s Solvency II requirements and other regulations in other jurisdictions affecting the capital Aegon is required to maintain;

 

  •   Litigation or regulatory action that could require Aegon to pay significant damages or change the way Aegon does business;

 

  •   As Aegon’s operations support complex transactions and are highly dependent on the proper functioning of information technology, a computer system failure or security breach may disrupt Aegon’s business, damage its reputation and adversely affect its results of operations, financial condition and cash flows;

 

  •   Customer responsiveness to both new products and distribution channels;

 

  •   Competitive, legal, regulatory, or tax changes that affect profitability, the distribution cost of or demand for Aegon’s products;

 

  •   Changes in accounting regulations and policies or a change by Aegon in applying such regulations and policies, voluntarily or otherwise, may affect Aegon’s reported results and shareholders’ equity;

 

  •   The impact of acquisitions and divestitures, restructurings, product withdrawals and other unusual items, including Aegon’s ability to integrate acquisitions and to obtain the anticipated results and synergies from acquisitions;

 

  •   Catastrophic events, either manmade or by nature, could result in material losses and significantly interrupt Aegon’s business; and

 

  •   Aegon’s failure to achieve anticipated levels of earnings or operational efficiencies as well as other cost saving and excess capital and leverage ratio management initiatives.

Further details of potential risks and uncertainties affecting Aegon are described in its filings with the Netherlands Authority for the Financial Markets and the US Securities and Exchange Commission, including the Annual Report. These forward-looking statements speak only as of the date of this document. Except as required by any applicable law or regulation, Aegon expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Aegon’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

 

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