GUARANTEE from PRINCIPAL FINANCIAL SERVICES, INC., as Guarantor to THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of May 7, 2015Guarantee • May 7th, 2015 • Principal Financial Group Inc • Accident & health insurance • New York
This Guarantee (this “Guarantee”) is made and entered into as of May 7, 2015 from PRINCIPAL FINANCIAL SERVICES, INC., a corporation duly organized and existing under the laws of the State of Iowa, as guarantor (herein called the “Guarantor,” which term includes any successor hereunder), to THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association incorporated and existing under the laws of the United States of America, as trustee (the “Trustee,” as further defined in the Indenture hereinafter referred to). Defined terms used herein without definition shall have the meanings given to them in the Senior Indenture, dated as of May 21, 2009, among Principal Financial Group, Inc., a Delaware corporation (the “Company,” as further defined in the Indenture hereinafter referred to), the Guarantor and the Trustee, as supplemented by the Eighth Supplemental Indenture, dated as of May 7, 2015, among the Company, the Guarantor and the Trustee with respect to the Senior Notes
PRINCIPAL FINANCIAL GROUP, INC. and PRINCIPAL FINANCIAL SERVICES, INC., as guarantor and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee JUNIOR SUBORDINATED INDENTURE Dated as of May 7, 2015Principal Financial • May 7th, 2015 • Principal Financial Group Inc • Accident & health insurance • New York
JUNIOR SUBORDINATED INDENTURE, dated as of May 7, 2015, among PRINCIPAL FINANCIAL GROUP, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called the “Company,” as such term is further defined herein), PRINCIPAL FINANCIAL SERVICES, INC., a corporation duly organized and existing under the laws of the State of Iowa, as guarantor (herein called the “Subsidiary Guarantor,” as such term is further defined herein), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association incorporated and existing under the laws of the United States of America, as Trustee (herein called the “Trustee,” as such term is further defined herein).
3.400% Senior Notes due 2025 PRINCIPAL FINANCIAL GROUP, INC., as Issuer, and PRINCIPAL FINANCIAL SERVICES, INC., as Guarantor and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee EIGHTH SUPPLEMENTAL INDENTURE Dated as of May 7, 2015Guarantee • May 7th, 2015 • Principal Financial Group Inc • Accident & health insurance • New York
EIGHTH SUPPLEMENTAL INDENTURE, dated as of May 7, 2015, among PRINCIPAL FINANCIAL GROUP, INC., a corporation duly organized and existing under the laws of the State of Delaware (the “Company,” as further defined in the Original Indenture hereinafter referred to), PRINCIPAL FINANCIAL SERVICES, INC., a corporation duly organized and existing under the laws of the State of Iowa, as guarantor (the “Guarantor,” as further defined in the Original Indenture hereinafter referred to), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association incorporated and existing under the laws of the United States of America, as trustee (the “Trustee,” as further defined in the Original Indenture hereinafter referred to).
Principal Financial Group, Inc. $400,000,000 3.400% Senior Notes due 2025Underwriting Agreement • May 7th, 2015 • Principal Financial Group Inc • Accident & health insurance • New York
Principal Financial Group, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), and for whom each of you are acting as representatives (the “Representatives”), an aggregate of $400,000,000 principal amount of the Company’s 3.400% Senior Notes due 2025 (the “Securities”) to be issued pursuant to the Indenture (as defined below).
GUARANTEE from PRINCIPAL FINANCIAL SERVICES, INC., as Guarantor to THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of May 7, 2015Guarantee • May 7th, 2015 • Principal Financial Group Inc • Accident & health insurance • New York
This Guarantee (this “Guarantee”) is made and entered into as of May 7, 2015 from PRINCIPAL FINANCIAL SERVICES, INC., a corporation duly organized and existing under the laws of the State of Iowa, as guarantor (herein called the “Guarantor,” which term includes any successor hereunder), to THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association incorporated and existing under the laws of the United States of America, as trustee (the “Trustee,” as further defined in the Indenture hereinafter referred to). Defined terms used herein without definition shall have the meanings given to them in the Junior Subordinated Indenture, dated as of May 7, 2015 (the “Original Indenture”), among Principal Financial Group, Inc., a Delaware corporation (the “Company,” as further defined in the Indenture hereinafter referred to), the Guarantor and the Trustee, as supplemented by the First Supplemental Indenture, dated as of May 7, 2015, among the Company, the Guarantor and the Tru
4.700% Fixed-to-Floating Rate Junior Subordinated Notes due 2055 PRINCIPAL FINANCIAL GROUP, INC., as Issuer, and PRINCIPAL FINANCIAL SERVICES, INC., as Guarantor and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FIRST SUPPLEMENTAL...Guarantee • May 7th, 2015 • Principal Financial Group Inc • Accident & health insurance • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of May 7, 2015, among PRINCIPAL FINANCIAL GROUP, INC., a corporation duly organized and existing under the laws of the State of Delaware (the “Company,” as further defined in the Original Indenture hereinafter referred to), PRINCIPAL FINANCIAL SERVICES, INC., a corporation duly organized and existing under the laws of the State of Iowa, as guarantor (the “Guarantor,” as further defined in the Original Indenture hereinafter referred to), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association incorporated and existing under the laws of the United States of America, as trustee (the “Trustee,” as further defined in the Original Indenture hereinafter referred to).
