Exhibit 99.2
9SEP200509274032
Dear American Express Company Shareholder: I am pleased to inform you that on August 24, 2005, the Board of Directors of American Express Company approved the spin-off of Ameriprise Financial, Inc., a leading financial planning and financial services company. The spin-off, which will create two distinct businesses with separate ownership and management, will better enable both companies to capitalize on significant opportunities for growth. American Express Company will focus on its high-growth, high-return card payments and network processing businesses. We are confident that the new American Express Company will be well-positioned to achieve its long-term growth targets, and we are raising our long-term return on equity target from 18-to-20 percent to 28-to-30 percent post-spin, on average and over time. As an independent, publicly-owned company, Ameriprise Financial, Inc. will be able to pursue its growth strategies and prioritize investment spending as it sees fit, without having to compete for capital or management resources with other American Express Company businesses. This transaction will provide our shareholders with ownership interests in two companies that are leaders in their industries, each with management teams focused on the unique needs and opportunities of their respective businesses. The spin-off will be in the form of a pro-rata dividend to holders of American Express Company common stock. The dividend will represent 100 percent of the common stock of Ameriprise Financial, Inc. at the time of the transaction. You need not take any action to receive the shares of Ameriprise Financial, Inc. to which you are entitled as a shareholder of American Express Company. You do not need to pay any consideration or surrender or exchange your shares of American Express Company stock. We intend for the spin-off to be tax free for shareholders. To that end, we have obtained a favorable ruling regarding the spin-off from the Internal Revenue Service, and intend to complete the spin-off only if we receive a favorable opinion of counsel confirming the spin-off’s tax free status. The spin-off is also subject to other conditions, including necessary regulatory approvals. I encourage you to read the enclosed information statement, which is being provided to all American Express Company shareholders. It describes the spin-off in detail and contains important business and financial information about Ameriprise Financial, Inc. I believe the spin-off is a positive event for the owners of our stock, and I look forward to your continued support as a shareholder of American Express Company. We remain committed to working on your behalf to build long-term shareholder value.
Sincerely,
12SEP200516124007 Kenneth I. Chenault Chairman and Chief Executive Officer September 12, 2005 25MAY200517204630
September 12, 2005
Dear Ameriprise Financial Shareholder, On behalf of the entire team at Ameriprise Financial, Inc., or Ameriprise Financial, I want to welcome you as a future shareholder. Our company, which will become independent on or about September 30, 2005, brings with it a rich, 111-year history of helping individuals and institutions achieve their financial objectives. We are a leading financial planning and financial services firm, with a network of more than 12,000 financial advisors and registered representatives, over 2.7 million clients and over $410 billion in assets owned, managed and administered as of June 30, 2005. Our goal is to provide clients with comprehensive solutions to meet their asset accumulation, income management and protection needs, through a tailored approach built on a long-term personal financial planning relationship and an interest in our clients’ evolving needs. The solutions we provide include our own asset management, annuity, banking, brokerage and protection products and services, developed to meet our clients’ needs, as well as other companies’ products. We believe our focus on comprehensive and ongoing financial planning puts us in a strong position to meet the demands of the underserved and growing mass affluent market, particularly as increasing numbers of them prepare for retirement. Over the past several years, we have undertaken a strategic transformation of our business aimed at improving our competitive position, enabling the firm to take advantage of the growth opportunities in the industry. Steps we have taken include: • Acquiring new clients in the mass affluent segment and deepening our relationships with existing clients; • Growing our advisor force and improving the efficiency of our distribution network; • Significantly enhancing investment management talent and infrastructure, while broadening our asset management business internationally through the acquisition of Threadneedle Asset Management Holdings Ltd., a leading U.K. asset manager; • Launching new mutual fund, insurance, annuity, brokerage and financial planning products and services; and • Strengthening our balance sheet and lowering our risk profile by implementing enhanced asset and liability risk assessment tools, policies and procedures. These efforts have resulted in improved revenues, earnings and return on equity, as well as a stronger balance sheet. As an independent company we are excited to build on our business model to create even greater value for our clients and our shareholders, with the objective of becoming the most sought-after financial planning and financial services firm. Upon completion of the distribution, we will be an independent company with $8.0 billion in pro forma equity, and $410.2 billion in assets owned, managed and administered, each as of June 30, 2005, and pro forma income before tax and accounting change of $966 million for our most recently completed fiscal year. I encourage you to learn more about Ameriprise Financial and the strategies we are pursuing by reading the attached information statement. Sincerely,
7SEP200518435083 James M. Cracchiolo Chairman and Chief Executive Officer Information Statement
25MAY200517204630 COMMON STOCK Par Value $.01 Per Share
American Express Company is furnishing this information statement to its shareholders in connection with the distribution by American Express Company to its shareholders of all of its shares of common stock of our company, Ameriprise Financial, Inc. As of the date of this information statement, American Express Company owns all of our outstanding common stock. In this distribution, American Express Company will distribute all of its shares of our common stock on a pro rata basis to the holders of American Express Company common stock. Each of you, as a holder of American Express Company common stock, will receive one share of our common stock for each five shares of American Express Company common stock that you held at the close of business on September 19, 2005, the record date for the distribution. As discussed more fully in ‘‘The Distribution’’ section of this information statement, if you sell shares of American Express Company common stock in the ‘‘regular way’’ market between the record date and September 30, 2005, the distribution date, you will be selling your right to receive those shares of our common stock in the distribution. Immediately after the distribution is completed, we will be an independent public company. No general vote of American Express Company shareholders is required for the distribution to occur. No shareholder action is necessary for you to receive the shares of our common stock to which you are entitled in the distribution. This means that: • you do not need to pay any consideration to American Express Company or to Ameriprise Financial, Inc. for the shares of our common stock distributed to you, and • you do not need to surrender or exchange any shares of American Express Company common stock to receive your shares of our common stock. Before September 15, 2005, there was no trading market for our common stock. On that date, trading of shares of our common stock is expected to begin on a ‘‘when issued’’ basis. Our common stock has been authorized for listing on The New York Stock Exchange, Inc. under the ticker symbol ‘‘AMP.’’ As you review this information statement, you should carefully consider the matters described in the ‘‘Risk Factors’’ included elsewhere in this information statement.
We are not asking you for a proxy and you are requested not to send us a proxy.
The Securities and Exchange Commission and state securities regulators have not approved or disapproved any of these securities, or determined if this information statement is truthful or complete. Any representation to the contrary is a criminal offense.
This information statement does not constitute an offer to sell or the solicitation of an offer to buy any securities.
The date of this information statement is September 12, 2005. TABLE OF CONTENTS
Summary ...... 1 Risk Factors ...... 14 Special Note about Forward-Looking Statements ...... 34 The Distribution ...... 35 Capitalization ...... 40 Dividend Policy ...... 41 Selected Consolidated Financial Data ...... 42 Unaudited Pro Forma Financial Information ...... 44 Management’s Discussion and Analysis of Financial Condition and Results of Operations ...... 52 Our Business ...... 94 Management ...... 132 Our Relationship with American Express Company ...... 157 Principal Shareholders ...... 165 Description of Capital Stock ...... 167 Indemnification of Directors and Officers ...... 170 Change in Accountants ...... 171 Where You Can Find More Information ...... 172 Index to Financial Statements ...... F-1
i SUMMARY This summary highlights selected information from this information statement relating to our company and our separation from American Express Company and the distribution of our common stock by American Express Company. We refer to these transactions in this information statement as the separation and distribution (and, at times, as the separation or as the distribution). For a more complete understanding of our business and the distribution, you should carefully read the entire information statement, including the risk factors and our consolidated historical and pro forma financial statements and notes to those statements, appearing elsewhere in this information statement. The information included in this information statement, including our consolidated financial statements, assumes the completion of all the transactions referred to in this information statement as the separation and distribution. Use in this information statement of the terms: • ‘‘Ameriprise Financial,’’ ‘‘we,’’ ‘‘us,’’ ‘‘our’’ and ‘‘our company’’ refer to Ameriprise Financial, Inc. (formerly American Express Financial Corporation) and its consolidated subsidiaries. • ‘‘American Express Company’’ and ‘‘American Express’’ refer to American Express Company, a New York corporation, and its consolidated subsidiaries.
Our Company We are a financial planning and financial services company that offers solutions for our clients’ asset accumulation, income management and protection needs. As of June 30, 2005, we had over 2.7 million individual, business and institutional clients and a network of over 12,000 financial advisors and registered representatives, including registered representatives of our Securities America Financial Corporation subsidiary, who provide personalized financial planning, advisory and brokerage services. We strive to deliver financial solutions to our clients through a tailored approach focused on building a long-term personal relationship through financial planning that is responsive to our clients’ evolving needs. The financial solutions we offer include both our own products and services and products of other companies. We believe that our focus on personal relationships with our clients, together with our strengths in financial planning and product development, puts us in a strong position to capitalize on significant demographic and market trends. We believe these trends will continue to drive increased demand for financial planning and the other financial services we provide, particularly among our target mass affluent market. Our nationwide network of financial advisors and registered representatives is the means by which we develop personal relationships with our clients. Our branded advisor network—the financial advisors who operate under our brand name (numbering more than 10,500 at June 30, 2005)—is also the primary distribution channel through which we offer our asset accumulation and income management products and services, as well as our range of protection products. We believe that the integration of our advisors and the financial solutions we offer through our financial planning model enables us to better meet our clients’ needs, which results in more satisfied clients with deeper, longer lasting relationships with our company and increased retention of experienced advisors. This also allows us to reinvest in enhanced services for our clients and support for our advisors. We have two main operating segments aligned with the financial solutions we offer to address our clients’ identified needs: • Asset Accumulation and Income, and • Protection. Our asset accumulation and income business offers our own and other companies’ mutual funds, as well as our own annuities and other asset accumulation and income management products and services
1 to retail clients through our advisor network. We also offer our annuity products through outside channels, such as banks and broker-dealer networks. This operating segment also serves institutional clients in the separately managed account, sub-advisory and 401(k) markets, among others. We earn revenues in our asset accumulation and income segment primarily through fees we receive on assets we manage, the net investment income we earn on assets on our balance sheet related to this segment and distribution fees we earn on sales of mutual funds and other products. In our protection segment, we offer various life insurance, disability income and long-term care insurance products through our advisor network. We also offer personal auto and home insurance products on a direct basis to retail clients principally through our strategic marketing alliances. We earn revenue in this operating segment primarily through premiums and fees we receive to assume insurance-related risk and net investment income we earn on assets on our balance sheet related to this segment. We also have a corporate and other segment, which consists of income derived from corporate level assets and unallocated corporate expenses, as well as the results of our subsidiary, Securities America Financial Corporation, which operates its own independent, separately branded distribution platform. Its over 1,500 registered representatives (at June 30, 2005) are part of our nationwide network of over 12,000 financial advisors and registered representatives. We also include costs associated with the separation and distribution in our corporate and other segment. In 2004, we generated $7,245 million in total revenues, $1,173 million in income before income tax provision and accounting change and $794 million in net income. As of June 30, 2005, we had $410.2 billion in owned, managed and administered assets worldwide compared to $375.6 billion as of June 30, 2004 as set forth below:
As of June 30, Asset Category 2005 2004 (in billions) Owned ...... $ 89.9 $ 81.6 Managed ...... 248.2 228.0 Administered ...... 72.1 66.0 Total ...... $410.2 $375.6 Owned assets includes certain assets on our balance sheet, principally investments in the general and separate accounts of our life insurance subsidiaries, as well as cash and cash equivalents, restricted and segregated cash and receivables. Managed assets includes client assets for which we provide investment management and other services, such as the assets of the AXP family of mutual funds, assets of institutional clients and assets held in our wrap accounts (retail accounts for which we receive a fee based on assets held in the account). Managed assets also includes assets managed by sub- advisors selected by us. Administered assets includes assets for which we provide administrative services, such as assets of our clients invested in other companies’ products that we offer outside of our wrap accounts. Our investment management teams manage over 65% of our owned, managed and administered assets (which includes the portion of our owned assets and managed assets that are not sub-advised). For additional details regarding our owned, managed and administered assets, see ‘‘Management’s Discussion and Analysis of Financial Condition and Results of Operations.’’ In connection with the separation and distribution, we have launched two new brand names for our businesses. We believe this dual brand strategy will provide greater flexibility in achieving our growth-related goals, in particular, our strategy to increase our presence in alternative distribution channels for our own products. We are using Ameriprise Financial as our holding company brand, as well as the name of our branded distribution network and our brand for certain retail products and services. Our branded financial advisors began doing business as The Personal Advisors of Ameriprise
2 Financial in early August 2005 and expect to associate our Ameriprise Financial brand with products that we market directly to clients, such as our personal auto and home protection products, 401(k), deposit and credit products and services, wrap accounts and retail brokerage services, as well as face-amount certificates (a form of investment certificate). We began marketing our mutual funds, annuities and protection products (other than personal auto and home) and our institutional separately managed account products under the RiverSource brand in early August 2005. Changes to the names of certain subsidiary legal entities and particular products and services will occur at a later time due to various legal and regulatory requirements.
Our Strengths We believe our strengths position our company to be the provider of choice to a growing base of mass affluent consumers, particularly as many of them reach their retirement phase of life. These strengths include our: • Strong heritage with established position in the financial services industry. Over our 111-year history, we have established ourselves as a leading provider of financial solutions to help clients plan for and achieve their financial objectives, built on a foundation of personal relationships and a tailored approach. We further reinforced these traits during our 21-year tenure as a subsidiary of American Express Company. We intend to invest in and build on our heritage in re-establishing ourselves as an independent company with a new brand strategy. • Longstanding and deep client relationships. We believe that our financial planning approach fosters deep and long-term client relationships. We estimate that, of our clients with a financial plan, 75% have been with us for more than three years, with an attrition rate of less than 2% per year. Our clients with more than $100,000 in assets with our company have been with us, on average, more than 12 years. More than 60% of these clients have a financial plan and hold an average of at least four products. • Personal planning and advisory relationships targeted to fast-growing mass affluent segment. We offer our clients personalized financial planning and advisory services through our financial advisor network. Our branded advisor network included the largest number of Certified Financial Planner