-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HRt/q0xEwgfzui6AMZgWFjYbQRb2JcvdRJgjSUiDCAuFvE81M3IZn9tFKpBxxTJR bBaZBWUd66l433/zlXJsbg== 0000914121-99-000357.txt : 19990413 0000914121-99-000357.hdr.sgml : 19990413 ACCESSION NUMBER: 0000914121-99-000357 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990324 FILED AS OF DATE: 19990412 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ASCENT ASSURANCE INC CENTRAL INDEX KEY: 0000703701 STANDARD INDUSTRIAL CLASSIFICATION: ACCIDENT & HEALTH INSURANCE [6321] IRS NUMBER: 731165000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: SEC FILE NUMBER: 000-10873 FILM NUMBER: 99591695 BUSINESS ADDRESS: STREET 1: 110 WEST SEVENTH STREET STREET 2: STE 300 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 8178783306 MAIL ADDRESS: STREET 1: 110 WEST SEVENTH STREET STREET 2: SUITE 300 CITY: FORT WORTH STATE: TX ZIP: 76102 FORMER COMPANY: FORMER CONFORMED NAME: WESTBRIDGE CAPITAL CORP DATE OF NAME CHANGE: 19920703 COMPANY DATA: COMPANY CONFORMED NAME: CREDIT SUISSE FIRST BOSTON INC CENTRAL INDEX KEY: 0000036121 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] OWNER IRS NUMBER: 132853402 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 BUSINESS ADDRESS: STREET 1: 55 E 52ND ST STREET 2: PARK AVE PLZ CITY: NEW YORK STATE: NY ZIP: 10055 BUSINESS PHONE: 2129092000 MAIL ADDRESS: STREET 1: 55 E 52ND ST CITY: NEW YORK STATE: NY ZIP: 10055-0186 FORMER COMPANY: FORMER CONFORMED NAME: CS FIRST BOSTON INC DATE OF NAME CHANGE: 19931118 FORMER COMPANY: FORMER CONFORMED NAME: CS FIRST BOSTON GROUP INC/DE DATE OF NAME CHANGE: 19931029 3 1 FORM 3 - ---------- ------------------------------ FORM 3 OMB Approval - ---------- ------------------------------ OMB Number: 3235-0104 Expires: September 30, 1998 Estimated average burden hours per response.........0.5 ------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 (the "Act"), Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 (Print or Type Responses) - -------------------------------------------------------------------------------- 1. Name and Address of Reporting Person* Credit Suisse First Boston, on behalf of Credit Suisse First Boston business unit ---------------------------------------------------------------- (Last) (First) (Middle) Uetlibergstrasse 231, P.O. Box CH-8045 ---------------------------------------------------------------- (Street) Zurich, Switzerland ---------------------------------------------------------------- (City) (State) (Zip) 2. Date of Event Requiring Statement (Month/Day/Year) March 24, 1999 3. I.R.S. Identification Number of Reporting Person, if an entity (Voluntary) 4. Issuer name AND Ticker or Trading Symbol Ascent Assurance Inc. Neither the ticker nor the trading symbol has been assigned 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) [ ] Director [X] 10% Owner [ ] Officer (give title below) [ ] Other (specify below) 6. If Amendment, Date of Original (Month/Day/Year) 7. Individual or Joint/Group Filing (Check applicable Line) [ ] Form Filed by One Reporting Person [X] Form Filed by More than One Reporting Person - -------------------------------------------------------------------------------- TABLE I NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED - -------------------------------------------------------------------------------- 1. Title of Security 2. Amount of 3. Ownership 4. Nature of Indirect (Instr. 4) Securities Form: Direct Beneficial Beneficially (D) or Indirect Ownership Owned (I) (Instr. 5) (Instr. 5) (Instr. 4) - ------------------------------------------------------------------------------- Common Stock, par value $0.01 per share 3,093,999 shares I See Exhibit 1 - -------------------------------------------------------------------------------- Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. *If the form is filed by more than one reporting person, see Instruction 5(b)(v). POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER. FORM 3 (continued) TABLE II-- DERIVATIVE SECURITIES BENEFICIALLY OWNED (e.g., puts, calls, warrants, options, convertible securities)
- ------------------------------------------------------------------------------------------------------------- 1. Title of 2. Date Exer- 3. Title and Amount of 4. Conver- 5. Owner- 6. Nature of Derivative cisable and Securities Underlying sion or ship Form Indirect Security Expiration Derivative Security Exercise of Deriv- Beneficial (Instr. 4) Date (Instr. 4) Price of ative Ownership (Month/Day/Year) Deri- Security: (Instr. 5) vative Direct (D) or Security Indirect (I) (Instr. 5) - ------------------------------------------------------------------------------------------------------------- Date Expira- Title Amount or Exer- tion Number of cisable Date Shares - ------------------------------------------------------------------------------------------------------------- Series A immediately Perpetual, Common 4,765,165 Initially I See Exhibit 1 Convertible unless Stock at $4.88 Preferred redeemed Stock, par by Ascent value $0.01 Assurance per share Inc. - -------------------------------------------------------------------------------------------------------------
Explanation of Responses: See Exhibit 1. /s/ William W. Chandler 4/05/99 - ---------------------------------------------- ----------------------- ** Signature of Reporting Person Date Name: William W. Chandler Title: Director ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. EX-99.1 2 EXPLANATION OF RESPONSES EXHIBIT 1 TO FORM 3 ------------------- Name and Registered Address of Reporting Person - ----------------------------------------------- Credit Suisse First Boston, on behalf of Credit Suisse First Boston business unit Uetlibergstrasse 231, P.O. Box CH-8045 Zurich, Switzerland Date of Event Requiring Statement - --------------------------------- March 24, 1999 Issuer Name and Ticker or Trading Symbol - ---------------------------------------- Ascent Assurance Inc. Neither the ticker, nor the trading symbol has been assigned. Explanation of Responses - ------------------------ This Form 3 is being filed by Credit Suisse First Boston (the "Bank"), a Swiss bank, on behalf if itself and its consolidated subsidiaries, to the extent that they constitute part of the Credit Suisse First Boston business unit (the "CSFB business unit" or the "Reporting Person"). The CSFB business unit is engaged in the corporate and investment banking, trading (equity, fixed income and foreign exchange), private equity investment and derivatives businesses on a worldwide basis. The Bank and its consolidated subsidiaries engage in other separately managed activities, most of which constitute the independently operated Credit Suisse Asset Management business unit; the Credit Suisse Asset Management business unit provides asset management and investment advisory services to institutional investors worldwide. Credit Suisse First Boston Corporation ("CSFBC"), a Massachusetts corporation, a broker-dealer registered under Section 15 of the Securities Exchange Act of 1934 and an indirect wholly-owned subsidiary of the Bank, indirectly beneficially owns the securities reported herein through its wholly-owned subsidiary, Special Situations Holdings, Inc. -- Westbridge ("SPV"). The principal business offices of CSFBC and SPV are 11 Madison Avenue, New York, New York, 10010. The ultimate parent company of the Bank is Credit Suisse Group ("CSG"), a corporation formed under the laws of Switzerland. The principal business of CSG is acting as a holding company for a global financial services group with five distinct specialized business units that are independently operated. In addition to the two business units referred to above, CSG and its consolidated subsidiaries (other than the Bank and its subsidiaries) are comprised of (a) the Credit Suisse Private Bank business unit that engages in global private banking business; (b) the Credit Suisse business unit that engages in the Swiss domestic banking business and (c) the Winterthur business unit that engages in the global insurance business. CSG's business address is Nuschelerstrasse 1, CH-8070, Zurich, Switzerland. CSG, for purposes of federal securities laws, may be deemed ultimately to control the Bank and the CSFB business unit. CSG, its executive officers and directors, and its direct and indirect subsidiaries (including all of the business units except the CSFB business unit), may beneficially own shares of Common Stock, and such shares are not reported in this statement. Due to the separate management and independent operation of its business units, CSG disclaims beneficial ownership of shares of Common Stock beneficially owned by its direct and indirect subsidiaries, including the Reporting Person. The Reporting Person disclaims beneficial ownership of shares of Common Stock beneficially owned by CSG and any of CSG's and the Bank's other business units. -----END PRIVACY-ENHANCED MESSAGE-----