-----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, On1w7PfTTD0GCrxG1dcem16pR2VCfyjKLunlrtwF7CCRJS7SMq5YXwT4I9LTZwpl brq0TgDRqSEyfpadALh3Fw== /in/edgar/work/20000830/0000950123-00-008174/0000950123-00-008174.txt : 20000922 0000950123-00-008174.hdr.sgml : 20000922 ACCESSION NUMBER: 0000950123-00-008174 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20000830 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES /NY/ CENTRAL INDEX KEY: 0000727920 STANDARD INDUSTRIAL CLASSIFICATION: [6411 ] IRS NUMBER: 135570651 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 812-12118 FILM NUMBER: 713999 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 787 SEVENTH AVE CITY: NEW YORK STATE: NY ZIP: 10019 8-K 1 y38570k2e8-k.txt THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE U.S. 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 --------------------------------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: August 30, 20000 Date of earliest event reported: August 30, 2000 THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES ---------------------------------------------------------- (Exact name of registrant as specified in its charter)
Delaware 0-25280 13-5570651 - ------------------- ----------------------- ----------------------- (State or other (Commission File Number) (IRS Employer jurisdiction of Identification No.) incorporation)
1290 Avenue of the Americas New York, New York 10104 ------------------------------- ---------- (Address of principal executive (Zip Code) offices)
(212) 554-1234 - ------------------------------------------------------------------------------- (Registrant's telephone number, including area code) None - ------------------------------------------------------------------------------- (Former name or address, if changed since last report) 2 ITEM 5. OTHER EVENTS On August 30, 2000, AXA Financial, Inc., the parent of The Equitable Life Assurance Society of the United States, issued a press release announcing that it had reached agreement to sell its majority owned subsidiary Donaldson, Lufkin & Jenrette, Inc. On August 30, 2000, AXA Financial, Inc. issued a press release confirming that it had received a proposal from AXA Group to acquire all of the outstanding common shares of AXA Financial, Inc. not owned by AXA Group. ITEM 7. FiNANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits 99.1 Press Release relating to sale of Donaldson, Lufkin & Jenrette, Inc. 99.2 Press Release relating to offer of AXA Group to acquire common shares of AXA Financial, Inc. 2 3 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 under signed hereunto duly authorized. THE EQUITABLE LIFE ASSURANCE SOCIETY OF THE UNITED STATES (Registrant) By /s/ RONALD R. QUIST -------------------------------- Name: Ronald R. Quist Title: Vice President and Assistant Treasurer DATE: August 30, 2000 7 EX-99.1 2 y38570k2ex99-1.txt PRESS RELEASE 1 News Release AXA FINANCIAL, INC. August 30, 2000 Media Contact: Sheryl Thompson, AXA Financial 212-314-3730 Barbara Wilkoc, AXA Financial 212-314-3740 Christophe Dufraux, AXA 011.331.40.75.46.74 Investor Contact: Greg Wilcox, AXA Financial 212-314-4040 Bob Sullivan, AXA Financial 212-314-5462 Jad Ariss, AXA 011.331.40.75.47.45 AXA Financial Announces Sale of DLJ to Credit Suisse Group New York, NY -- AXA Financial (NYSE: AXF) today announced it had reached agreement to sell majority owned Donaldson, Lufkin & Jenrette, Inc. (NYSE: DLJ), its investment banking subsidiary, to Credit Suisse First Boston (CSFB), a subsidiary of Credit Suisse Group. On a fully diluted basis, the transaction is valued at $13.4 billion or $90.00 per share and at 18.2x full year 2000 consensus earnings estimates. AXA Financial owns 70% or about 88.6 million shares of the primary outstanding shares of DLJ and will realize pre-tax proceeds of about $8 billion for a pre-tax gain approximating $6.2 billion. Under the terms of the transaction, public shareholders will receive $90 in cash for their shares. AXA Financial will receive approximately $2.4 billion in cash and $5.6 billion in Credit Suisse Group stock equivalent to $90 per share, based on an exchange rate and stock price as of the close of business on August 28. The stock consideration equates to approximately an 8% ownership position in Credit Suisse Group on a fully diluted basis. Credit Suisse will repurchase $1.2 billion of stock 2 from AXF at closing. Additionally, AXA Financial believes that its investment in one of the world's leading financial companies will have multiple sources of liquidity. For example, Credit Suisse annually repurchases substantial amounts of stock for its employment programs. The transaction has been approved by the Boards of Directors of Credit Suisse Group, DLJ and AXA Financial and is expected to close in the fourth quarter subject to normal regulatory approvals. "We have enjoyed a long and successful relationship with DLJ over the last 15 years," said Mr. Miller, President and CEO of AXA Financial, but we realize that DLJ needs a broader platform to continue to optimize its potential. This transaction creates a global powerhouse, capable of competing and winning against the top global investment banks. This transaction monetizes the significant return we have built up in DLJ while allowing DLJ to evolve to the next level. "Finally, we believe this transaction provides us with additional capability to invest in our core businesses of distribution, asset gathering and asset management, a strategy which has produced significant success in recent years." About AXA Financial (after the DLJ sale) AXA Financial, Inc., with $496 billion in assets under management (giving effect to the pending acquisition of S.C. Bernstein), is one of the world 's premier financial services organizations through its strong brands: The Equitable Life Assurance Society, AXA Advisors, Equitable Distributors, Alliance Capital Management and the pending acquisition of Sanford C. Bernstein. AXA Financial is a member of the global AXA Group, which has operations in approximately 60 countries and has more than $900 billion in assets under management. For more information on AXA Financial, visit our Website at http://www.axa-financial.com. EX-99.2 3 y38570k2ex99-2.txt PRESS RELEASE 1 NEWS RELEASE AXA FINANCIAL, INC. AUGUST 30, 2000 Media Contact: Sheryl Thompson, AXA Financial 212-314-3730 Barbara Wilkoc, AXA Financial 212-314-3740 Christophe Dufraux, AXA 011.331.40.75.46.74 Investor Contact: Greg Wilcox, AXA Financial 212-314-4040 Bob Sullivan, AXA Financial 212-314-5462 Jad Ariss, AXA 011.331.40.75.47.45 AXA FINANCIAL, INC. CONFIRMS RECEIPT OF AXA OFFER TO PURCHASE SHARES OF MINORITY INTERESTS New York, NY - AXA Financial, Inc. (NYSE: AXF) announced today that it has received a proposal from AXA Group for the acquisition of all of the outstanding common shares of AXA Financial not owned by AXA Group for $53.50 per share, based on the most recent closing price for AXA ADRs, payable 60% in cash and 40% in stock. AXA Group currently owns approximately 60.0% of the outstanding shares of common stock of AXA Financial. The Board of Directors of AXA Financial has formed a Special Committee of independent members to evaluate the proposal received from AXA Group. The Special Committee has retained Wasserstein Perella & Co. as its financial advisor and Simpson Thacher & Bartlett as its legal advisor. 2 The AXA Group proposal is subject to a number of conditions, including the approval of the Special Committee of the Board of Directors, the completion of AXA Financial's sale of Donaldson, Lufkin & Jenrette, Inc. and other conditions customary to this type of transaction, and no assurance can be given that any transaction will be consummated. ABOUT AXA FINANCIAL (AFTER THE DLJ SALE) AXA Financial, Inc., with $496 billion in assets under management (giving effect to the pending acquisition of Sanford C. Bernstein), is one of the world 's premier financial services organizations through its strong brands: The Equitable Life Assurance Society, AXA Advisors, Equitable Distributors, Alliance Capital Management and the pending acquisition of Sanford C. Bernstein. AXA Financial is a member of the global AXA Group, which has operations in approximately 60 countries and has more than $900 billion in assets under management. For more information on AXA Financial, visit our Website at http://www.axa-financial.com. -----END PRIVACY-ENHANCED MESSAGE-----