PRICING SUPPLEMENT
Filed pursuant to Rule 424(b)(5)
Registration Statement Nos. 333-143541 and 333-143541-01
Pricing Supplement No. 5 Dated April 24, 2008
(To Prospectus dated June 28, 2007 and
Prospectus Supplement dated June 28, 2007)
CUSIP: 02003MBQ6
Allstate Life Global Funding
Secured Medium Term Notes
Issued Through
Allstate Life Global Funding Trust 2008-4
The description in this pricing supplement of the particular terms of the Secured Medium Term Notes offered hereby (the “Notes”), the Funding Agreement(s) (specified below) issued by Allstate Life Insurance Company (“Allstate Life”) and deposited into Allstate Life Global Funding Trust 2008-4 (the “Trust”) by Allstate Life Global Funding (“Global Funding”) and the Funding Note (specified below) issued by Global Funding to the Trust supplements the description of the general terms and provisions of the notes, the funding agreements and the funding notes set forth in the accompanying prospectus and prospectus supplement, to which reference is hereby made.
The Notes will represent the obligations of the issuing entity only and will not represent the obligations of, or interest in, any other person or entity, including Global Funding, Allstate Life or any of their respective affiliates. The Notes will constitute asset-backed securities within the meaning of Regulation AB under the Securities Act of 1933, as amended.
|
THE NOTES | |
|
Principal Amount: $1,750,000,000 |
Agent(s) Discount: 0.350000% |
|
Issue Price: 99.90% |
Original Issue Date: April 30, 2008 |
|
Net Proceeds to the Trust: $1,742,125,000 |
Stated Maturity Date: April 30, 2013 |
|
Specified Currency: U.S. Dollars |
Depositary: The Depository Trust Company |
|
Interest Payment Dates: |
April 30 and October 30 in each year, subject to the Following Business Day Convention. |
|
Initial Interest Payment Date: |
October 30, 2008, subject to the Following Business Day Convention. |
|
Regular Record Date: |
15 calendar days prior to the Interest Payment Date |
|
Following Business Day Convention: |
If any Interest Payment Date or the Stated Maturity Date would otherwise be a day that is not a Business Day, any payment of principal, premium, if any, and/or interest or other amounts, will be made on the immediately succeeding Business Day and no additional interest will accrue in respect of the payment made on that next succeeding Business Day. The final Interest Payment Date for the Notes will be the maturity date thereof and interest for the final Interest Period will accrue from and including the Interest Payment Date immediately preceding the maturity date thereof to but excluding the maturity date thereof. |
|
Business Day: |
Any day, other than a Saturday or Sunday, that is neither a legal holiday nor a day on which commercial banks are authorized or required by law, regulation or executive order to close in New York, New York. |
|
Fiscal Year of Trust (not applicable unless different than as specified in the prospectus and prospectus supplement): | |
|
Type of Interest Rate: |
x Fixed Rate o Floating Rate |
|
Fixed Rate Notes: |
x Yes o No. If, Yes, |
|
Interest Rate: |
5.375% |
|
Floating Rate Notes: |
[] Yes x No. If, Yes, |
|
Regular Floating Rate Notes: |
[] Yes x No. If, Yes, Interest Rate Basis Plus Spread See Below |
|
Inverse Floating Rate Notes: |
o Yes x No. If, Yes,
|
|
Floating Rate/Fixed Rate Notes: |
o Yes [X ] No. If, Yes,
|
|
Initial Interest Rate, if any: |
Not applicable |
|
Interest Rate Basis(es). Check all that apply: |
|
|
o CD Rate |
o Federal Funds Rate |
|
If LIBOR: |
|
|
LIBOR Reuters Page: |
Not Applicable |
|
LIBOR Currency: |
Not Applicable |
|
If CMT Rate: |
|
|
Designated CMT Reuters Page: |
Not applicable |
|
If CMT Reuters Page FEDCMT: |
o Weekly Average |
|
Designated CMT Maturity Index: |
Not Applicable |
|
Index Maturity: |
Not Applicable |
|
Spread (+/-): |
Not Applicable |
|
Spread Multiplier: |
Not Applicable |
|
Interest Reset Date(s): |
Not Applicable |
|
Interest Determination Date(s): |
Not Applicable |
|
Maximum Interest Rate, if any: |
Not Applicable |
|
Minimum Interest Rate, if any: |
Not Applicable |
|
Calculation Agent, if any: |
The Bank of New York Trust Company, N.A. |
|
Exchange Rate Agent, if any: |
Not applicable |
|
Computation of Interest (not applicable unless different than as specified in the prospectus and prospectus supplement): | |
|
Day Count Convention (not applicable unless different than as specified in the prospectus and prospectus supplement): | |
|
Amortizing Notes: |
o Yes x No. If, Yes,
| |
|
Discount Notes: |
o Yes x No. If, Yes,
| |
|
Redemption Provisions: Reduction (if any): |
o Yes x No. If, Yes, | |
|
Redemption: |
o In whole only and not in part | |
|
Additional/Other Terms: |
| |
|
Repayment: |
o Yes x No. If, Yes,
| |
|
Additional/Other Terms: |
| |
|
Sinking Fund (not applicable unless specified): |
| |
|
Additional Amounts to be Paid for Withholding Tax (not applicable unless specified): | ||
|
Securities Exchange Listing: |
o Yes x No. If Yes, Name of Exchange: | |
|
Authorized Denominations: |
$1,000 and integral multiples of $1000 in excess thereof | |
|
Ratings: |
| |
|
The Notes issued under the Program are rated “AA” by Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. (“S&P”). It is anticipated that Moody’s Investors Service, Inc. (“Moody’s”) will rate the Notes “Aa2” on the Original Issue Date. | ||
|
Agent(s) Purchasing Notes as Principal: |
x Yes o No. If Yes, | |
|
Agent(s) |
Principal Amount | |
|
Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. Incorporated Lehman Brothers Inc. Goldman, Sachs & Co. J.P. Morgan Securities Inc. Banc of America Securities LLC UBS Securities LLC Wachovia Capital Markets, LLC Total: |
$691,250,000 $691,250,000 $87,500,000 $87,500,000 $87,500,000 $35,000,000 $35,000,000 $35,000,000 $1,750,000,000 |
|
Agent(s) Acting as Agent: |
o Yes x No. If Yes, |
|
Agent(s) |
Principal Amount |
|
Total: |
|
|
Additional/Other Terms: |
None |
|
Special Tax Considerations: |
None |
|
THE FUNDING AGREEMENT(S) | |
|
Funding Agreement Issuer: |
Allstate Life Insurance Company |
|
Funding Agreement No.: |
FA - 41107 |
|
Deposit Amount: |
$1,750,000,000 |
|
Issue Price: |
99.90% |
|
Net Deposit Amount: |
$1,742,125,000 |
|
Effective Date: |
April 30, 2008 |
|
Specified Currency: |
U.S. Dollars |
|
Interest Payment Dates: |
April 30 and October 30 in each year, subject to the Funding Agreement Following Business Day Convention. |
|
Initial Interest Payment Date: |
October 30, 2008, subject to the Funding Agreement Following Business Day Convention. |
|
Funding Agreement Following Business Day Convention: |
If any Interest Payment Date or the Stated Maturity Date would otherwise be a day that is not a Funding Agreement Business Day, any payment of principal, premium, if any, and/or interest or other amounts, will be made on the immediately succeeding Funding Agreement Business Day and no additional interest will accrue in respect of the payment made on that next succeeding Funding Agreement Business Day. The final Interest Payment Date for the Funding Agreement will be the maturity date thereof and interest for the final Interest Period will accrue from and including the Interest Payment Date immediately preceding the maturity date thereof to but excluding the maturity date thereof. |
|
Funding Agreement Business Day: |
Any day, other than a Saturday or Sunday, that is neither a legal holiday nor a day on which commercial banks are authorized or required by law, regulation or executive order to close in New York, New York. |
|
Type of Interest Rate: |
[ X] Fixed Rate o Floating Rate |
|
Fixed Rate Funding Agreement: |
x Yes o No. If Yes, |
|
Interest Rate: |
5.375% |
|
Floating Rate Funding Agreement: |
o Yes x No. If Yes, |
|
Interest Rate: |
Interest Rate Basis plus Spread See Below |
|
Inverse Floating Rate Funding Agreement: |
o Yes x No. If Yes, |
|
Fixed Interest Rate: |
|
|
Floating Rate/Fixed Rate Funding Agreement: |
o Yes x No. If Yes, |
|
Floating Interest Rate: |
|
|
Initial Interest Rate, if any: |
Not Applicable |
|
Interest Rate Basis(es). Check all that apply: |
|
|
o CD Rate |
o Federal Funds Rate |
|
If LIBOR: |
|
|
LIBOR Reuters Page: |
Not Applicable |
|
LIBOR Currency: |
Not Applicable |
|
If CMT Rate: |
|
|
Designated CMT Reuters Page: |
Not applicable |
|
If CMT Reuters Page FEDCMT: |
[ ] Weekly Average |
|
Designated CMT Maturity Index: |
Not applicable |
|
Index Maturity: |
Not Applicable |
|
Spread (+/-): |
Not Applicable |
|
Spread Multiplier: |
Not applicable |
|
Interest Reset Date(s): |
Not Applicable |
|
Interest Determination Date(s): |
Not Applicable |
|
Maximum Interest Rate, if any: |
Not applicable |
|
Minimum Interest Rate, if any: |
Not applicable |
|
Calculation of Interest: |
The Bank of New York Trust Company, N.A. |
|
Day Count Convention: |
30/360 |
|
Amortizing Funding Agreement: Amortizing Schedule: Additional/Other Terms: |
[ ] Yes [X ] No. If Yes,
|
|
Discount Funding Agreement: |
[ ] Yes [X ] No. If Yes, |
|
Total Amount of Discount: |
|
|
Additional/Other Terms: |
|
|
Redemption Provisions: |
[ ] Yes [X ] No. If Yes, |
|
Initial Redemption Date: |
|
|
Initial Redemption Percentage: |
|
|
Annual Redemption Percentage Reduction (if any): |
|
|
Redemption: |
[ ] In whole only and not in part [ ] May be in whole or in part |
|
Additional/Other Terms: |
|
|
Repayment: |
[ ] Yes [X ] No. If Yes, |
|
Repayment Date(s): Repayment Price: |
|
|
Repayment: |
[ ] In whole only and not in part [ ] May be in whole or in part |
|
Additional/Other Terms: |
|
|
Sinking Fund (not applicable unless specified): |
|
|
Additional Amounts to be Paid For Withholding Tax (not applicable unless specified): |
|
|
Ratings: |
|
|
The Funding Agreements issued under the Program are rated AA by S&P. It is anticipated that the Funding Agreement(s) will be rated Aa2 by Moody’s on the Original Issue Date. | |
|
Additional/Other Terms, if any: |
None |
|
Special Tax Considerations:
|
None |
|
THE FUNDING NOTE | |
|
Funding Note Issuer: |
Allstate Life Global Funding |
|
Funding Note No.: |
FA - 41107 |
|
Principal Amount: |
$1,750,000,000 |
|
The Funding Note will otherwise have payment and other terms substantially similar to the Funding Agreement(s) and the Notes, except that the terms of the Funding Note will provide that it will be cancelled immediately upon the sale of, and deposit into, the Trust by Global Funding of the Funding Agreement(s).
RECENT DEVELOPMENTS See Annex A | |
ANNEX A
ALLSTATE LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
|
Three Months Ended March 31, | ||
|
(in millions) |
|
Est. 2008 |
|
2007 |
|
|
|
(Unaudited) | ||
|
Revenues |
|
|
|
|
|
Premiums |
$ |
111 |
$ |
155 |
|
Contract charges |
|
241 |
|
228 |
|
Net investment income |
|
992 |
|
1,030 |
|
Realized capital gains and losses |
|
(428) |
|
22 |
|
|
|
916 |
|
1,435 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs and expenses |
|
|
|
|
|
Contract benefits |
|
341 |
|
374 |
|
Interest credited to contractholder funds |
|
610 |
|
635 |
|
Amortization of deferred policy acquisition costs |
|
50 |
|
115 |
|
Operating costs and expenses |
|
90 |
|
87 |
|
|
|
1,091 |
|
1,211 |
|
|
|
|
|
|
|
(Loss) gain on disposition of operations |
|
(9) |
|
1 |
|
|
|
|
|
|
|
(Loss) income from operations before income tax expense |
|
(184) |
|
225 |
|
Income tax (benefit) expense |
|
(69) |
|
76 |
|
|
|
|
|
|
|
Net (loss) income |
$ |
(115) |
$ |
149 |
ALLSTATE LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
|
|
|
(Est.) |
|
|
|
March 31, |
|
(in millions, except share and par value data) |
|
2008 |
|
|
|
(Unaudited) |
|
Assets |
|
|
|
Investments |
|
|
|
Fixed income securities, at fair value (amortized cost $55,116 and $58,020) |
$ |
54,282 |
|
Mortgage loans |
|
10,186 |
|
Equity securities, at fair value (cost $150 and $102) |
|
143 |
|
Limited partnership interests |
|
1,059 |
|
Short-term |
|
3,264 |
|
Policy loans |
|
772 |
|
Other |
|
1,512 |
|
|
|
|
|
Total investments |
|
71,218 |
|
|
|
|
|
Cash |
|
150 |
|
Deferred policy acquisition costs |
|
4,495 |
|
Reinsurance recoverables, net |
|
3,434 |
|
Accrued investment income |
|
663 |
|
Other assets |
|
748 |
|
Deferred income taxes |
|
185 |
|
Separate Accounts |
|
13,132 |
|
|
|
|
|
Total assets |
$ |
94,025 |
|
|
|
|
|
Liabilities |
|
|
|
Contractholder funds |
$ |
60,191 |
|
Reserve for life-contingent contract benefits |
|
12,604 |
|
Unearned premiums |
|
32 |
|
Payable to affiliates, net |
|
118 |
|
Other liabilities and accrued expenses |
|
3,483 |
|
Deferred income taxes |
|
- |
|
Long-term debt |
|
200 |
|
Separate Accounts |
|
13,132 |
|
|
|
|
|
Total liabilities |
|
89,760 |
|
|
|
|
|
Shareholder’s Equity |
|
|
|
Redeemable preferred stock – series A, $100 par value, 1,500,000 shares |
|
|
|
authorized, none issued |
|
- |
|
Redeemable preferred stock – series B, $100 par value, 1,500,000 shares |
|
|
|
authorized, none issued |
|
- |
|
Common stock, $227 par value, 23,800 shares authorized and outstanding |
|
5 |
|
Additional capital paid-in |
|
1,126 |
|
Retained income |
|
3,619 |
|
Accumulated other comprehensive income: |
|
|
|
Unrealized net capital gains and losses |
|
(485) |
|
|
|
|
|
Total accumulated other comprehensive income |
|
(485) |
|
|
|
|
|
Total shareholder’s equity |
|
4,265 |
|
|
|
|
|
Total liabilities and shareholder’s equity |
$ |
94,025 |