8-K

UNITED STATES

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 (Date of earliest event reported): July 1, 2022

ALLIANCEBERNSTEIN HOLDING L.P.

(Exact name of registrant as specified in its charter)

Delaware	001-09818	13-3434400
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

501 Commerce Street, Nashville, TN  37023

(Address of principal executive offices)

(Zip Code)

(615) 622-0000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on which Registered
Units rep. assignments of beneficial ownership of limited partnership interests in AB Holding	AB	NYSE

Item 3.02.    Unregistered Sales of Equity Securities.

On July 1, 2022, AllianceBernstein Holding L.P. (“AB Holding”) and AllianceBernstein L.P. (“AB” and together with AB Holding, the “AB Parties”) completed their previously announced acquisition of 100% of the equity interests of CarVal Investors, L.P. (the “Acquisition”) held by West End Management, L.P. (f/k/a CarVal Investors Management L.P.) (“CIM”) and West End Governance, LLC (f/k/a CarVal Investors Governance, LLC) (“CIG”, together with CIM, the “CarVal Group”). In connection with the Acquisition, AB Holding issued a total of 3,194,784 units representing assignments of beneficial ownership of limited partnership interests in AB Holding (“AB Holding Units”) to CIM and CIG. The number of AB Holding Units issued upon completion of the Acquisition was based on a price per unit equal to $43.7348. The issuance of the AB Holding Units in the Acquisition was exempt from the registration requirements of the Securities Act of 1933, as amended, because such issuance did not involve a public offering.

Item 8.01.    Other Events.

A news release (“Carval Release”) relating to the closing of the Acquisition is attached hereto Exhibit 99.01.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits.

99.01    CarVal Release.

104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

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 undersigned thereunto duly authorized.

	ALLIANCEBERNSTEIN HOLDING L.P.
Dated: July 1, 2022	By:	/s/ David M. Lesser
		David M. Lesser Corporate Secretary

EX-99.01

Mark Griffin, Investors 629-213-5672 Mark.Griffin@alliancebernstein.com Carly Symington, Media (US) 615-417-5701 Carly.Symington@alliancebernstein.com

AllianceBernstein Completes Acquisition of Global Private Alternatives Manager CarVal Investors

NASHVILLE, Tenn., July 1, 2022 -- AllianceBernstein Holding L.P. (NYSE: AB) and AllianceBernstein L.P., a leading research and global investment management firm, today announced that it has completed the acquisition of CarVal Investors (“CarVal”). AB announced its intention to acquire CarVal on March 17, 2022.

Headquartered in Minneapolis, Minn., CarVal is a global private alternatives investment manager with approximately $15 billion in assets under management (“AUM”)(1), primarily focused on opportunistic and distressed credit, renewable energy infrastructure, specialty finance and transportation investments.

“We are pleased to complete this acquisition of global manager CarVal Investors, which expands AB’s private markets platform to $50 billion in AUM, underscoring our commitment to accelerating the growth of our Private Alternatives business, with our partner Equitable,” said AB President and CEO Seth Bernstein. “From CarVal’s unwavering commitment to clients to their collaborative culture and dynamic leadership, this acquisition strongly aligns with our firm’s strategic priorities. We look forward to all that we will accomplish together as one team.”

Following the announcement in March, client activity and fundraising momentum has been strong, with over $2.1 billion raised by CarVal across their diverse product line-up.

As of today, CarVal has officially been rebranded as AB CarVal Investors. For more information on the acquisition, please reference the March press release.

(1) AUM of CarVal comprised of approximately $11.7 billion in fee-earning AUM and $3.7 billion in fee-eligible AUM. Pro forma AUM of AB comprised of approximately $37.6 billion in fee-earning AUM and $12.6 billion in fee-eligible AUM. Figures may not sum due to rounding. Numbers as of May 31, 2022.

About AllianceBernstein

AllianceBernstein is a leading global investment management firm that offers high-quality research and diversified investment services to institutional investors, individuals, and private wealth clients in major world markets. As of May 2022, AllianceBernstein had $687 billion in assets under management. Additional information about AB may be found on our website, www.alliancebernstein.com.

Cautions Regarding Forward Looking Statements

Various statements in this news release relating to the acquisition by AB of CarVal are “forward-looking statements” within the meaning of the Private Securities Litigation Act of 1995. These

statements, which are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements, concern expected growth, client growth and stockholder benefits, key assumptions, revenue realization, financial benefits or returns and accretion and integration costs. The most significant transaction-related and other risk factors that may cause actual results to differ materially from future results expressed or implied by our forward-looking statements include, among other risks disclosed in AB’s public filings with the U.S. Securities and Exchange Commission: the completion and integration of the acquisition may adversely impact CarVal’s business operations (including the threatened or actual loss of employees, clients or suppliers); and the anticipated benefits of the transaction, including the realization of revenue, accretion, and financial benefits or returns, may not be fully realized or may take longer to realize than expected, including if AB units to be issued after the date hereof trade at a price below anticipated levels. We caution readers to carefully consider such factors.

Further, these forward-looking statements speak only as of the date on which such statements are made; we undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date of such statements. For further information regarding these forward-looking statements and the factors that could cause actual results to differ, see “Risk Factors” and “Cautions Regarding Forward Looking Statements” in AB’s Form 10-K for the year ended December 31, 2021, and subsequent Forms 10 Q. Any or all of the forward-looking statements made in this news release, Form 10-K, Forms 10 Q, other documents we file with or furnish to the SEC, and any other public statements we issue, may turn out to be wrong. It is important to remember that other factors besides those listed in “Risk Factors” and “Cautions Regarding Forward Looking Statements,” and those listed above, could also adversely affect our revenues, financial condition, results of operations and business prospects.

www.alliancebernstein.com    

XML

Cover Page	Jul. 01, 2022
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jul. 01, 2022
Entity Registrant Name	ALLIANCEBERNSTEIN HOLDING L.P.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-09818
Entity Tax Identification Number	13-3434400
Entity Address, Address Line One	501 Commerce Street
Entity Address, City or Town	Nashville
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37023
City Area Code	615
Local Phone Number	622-0000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Title of 12(b) Security	Units rep. assignments of beneficial ownership of limited partnership interests in AB Holding
Trading Symbol	AB
Security Exchange Name	NYSE
Entity Central Index Key	0000825313
Amendment Flag	false