-----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, DLvIvoA08mFUKv/gCmsE5uqwB5zoJDbbS2Ozz3/zR8dIV1iE6C2KEVB2WcVXWWoo OgafncDHNIpQf9fPgHwong== /in/edgar/work/20000622/0000950157-00-000296/0000950157-00-000296.txt : 20000920 0000950157-00-000296.hdr.sgml : 20000920 ACCESSION NUMBER: 0000950157-00-000296 CONFORMED SUBMISSION TYPE: SC TO-T/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20000622 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HARTFORD LIFE INC CENTRAL INDEX KEY: 0001032204 STANDARD INDUSTRIAL CLASSIFICATION: [6311 ] IRS NUMBER: 061470915 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-T/A SEC ACT: SEC FILE NUMBER: 005-53229 FILM NUMBER: 659059 BUSINESS ADDRESS: STREET 1: HARTFORD LIFE INC STREET 2: 200 HOPMEADOW STREET CITY: SIMSBURY STATE: CT ZIP: 06089 BUSINESS PHONE: 8608437716 MAIL ADDRESS: STREET 1: HARTFORD LIFE INC STREET 2: 200 HOPMEADOW STREET CITY: SIMSBURY STATE: CT ZIP: 06089 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HARTFORD FINANCIAL SERVICES GROUP INC/DE CENTRAL INDEX KEY: 0000874766 STANDARD INDUSTRIAL CLASSIFICATION: [6411 ] IRS NUMBER: 133317783 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC TO-T/A BUSINESS ADDRESS: STREET 1: HARTFORD PLZ CITY: HARTFORD STATE: CT ZIP: 06115 BUSINESS PHONE: 8605475000 MAIL ADDRESS: STREET 1: HARTFORD PLAZA T-15 CITY: HARTFORD STATE: CT ZIP: 06115 FORMER COMPANY: FORMER CONFORMED NAME: ITT HARTFORD GROUP INC /DE DATE OF NAME CHANGE: 19930328 SC TO-T/A 1 0001.txt TENDER OFFER STATEMENT ============================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------ SCHEDULE TO (RULE 14D-100) (Amendment No. 4) TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR SECTION 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 ------------------ HARTFORD LIFE, INC. (Name of Subject Company (Issuer)) HARTFORD FIRE INSURANCE COMPANY THE HARTFORD FINANCIAL SERVICES GROUP, INC. HARTFORD LIFE, INC. (Names of Filing Persons (Offerors)) ------------------ CLASS A COMMON STOCK, PAR VALUE $.01 PER SHARE (Title of Class of Securities) ------------------ 4165924 (CUSIP Number of Class of Securities) ------------------ Michael S. Wilder, Esq. The Hartford Financial Services Group, Inc. Hartford Plaza Hartford, Connecticut 06115-1900 Telephone: (860) 547-5000 (Name,address and telephone number of person authorized to receive notices and communications on behalf of filing persons) Copy to: George W. Bilicic, Jr., Esq. Cravath, Swaine & Moore 825 Eighth Avenue New York, New York 10019 Telephone: (212) 474-1000 [.] Check the box if the filing relates solely to preliminary communications made before the commencement of the tender offer. Check the appropriate boxes below to designate any transactions to which the statement relates: [X] third-party tender offer subject to Rule 14d-1. [ ] issuer tender offer subject to Rule 13e-4. [X] going-private transaction subject to Rule 13e-3. [ ] amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: [ ] ============================================================================== 2 This Amendment No. 4 amends the Tender Offer Statement on Schedule TO initially filed on May 24, 2000 by The Hartford Financial Services Group, Inc., a Delaware corporation ("Parent"), Hartford Fire Insurance Company, a Connecticut corporation ("Purchaser") and a wholly owned subsidiary of Parent, and Hartford Life, Inc., a Delaware corporation (the "Company"), relating to the third-party tender offer by Purchaser to purchase all of the issued and outstanding shares of Class A Common Stock, par value $.01 per share, of the Company, at a purchase price of $50.50 per share, net to the seller in cash, without interest thereon, upon the terms and subject to the conditions set forth in the Offer to Purchase dated May 24, 2000 (the "Offer to Purchase"), as amended. ITEM 12. EXHIBITS Item 12 is hereby amended by the following: (a)(1)(O) Text of press release issued by The Hartford Financial Services Group, Inc., dated June 22, 2000. 3 SIGNATURE After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. SCHEDULE TO AND SCHEDULE 13E-3 THE HARTFORD FINANCIAL SERVICES GROUP, INC. By: /s/ Michael O'Halloran -------------------------------- Name: Michael O'Halloran Title: Senior Vice President and Director of Corporate Law HARTFORD FIRE INSURANCE COMPANY By: /s/ Michael O'Halloran -------------------------------- Name: Michael O'Halloran Title: Authorized Officer SCHEDULE 13E-3 HARTFORD LIFE, INC. By: /s/ Michael O'Halloran -------------------------------- Name: Michael O'Halloran Title: Authorized Officer Date: June 22, 2000 EX-99.(A)(1)(O) 2 0002.txt PRESS RELEASE Exhibit (a)(1)(O) HARTFORD FINANCIAL SERVICES GROUP INC. [LOGO] THE HARTFORD SUCCESSFULLY COMPLETES TENDER OFFER FOR SHARES OF HARTFORD LIFE HARTFORD, Conn. -- The Hartford Financial Services Group Inc. (NYSE: HIG) today announced the completion of its cash tender offer for all of the publicly held shares of Hartford Life, Inc. Class A Common Stock for $50.50 per share. A total of 21,654,794 shares of Hartford Life Class A Common Stock were tendered pursuant to the tender offer (including shares tendered by guaranteed delivery) as of 6 p.m. (EST) Wednesday, June 21, 2000, and all such shares have been accepted for payment. As a result of the shares tendered, combined with 114 million shares of Hartford Life Class B Common Stock convertible into an equal number of shares of Class A Common Stock, The Hartford will beneficially own approximately 96.87 percent of the outstanding shares of Hartford Life Class A Common Stock. Tendering stockholders will receive the $50.50 per share cash price as soon as practicable. The Hartford intends to promptly complete the merger of Hartford Life, as a result of which Hartford Life will become a wholly owned subsidiary of The Hartford. All Hartford Life stockholders who did not tender their shares (other than The Hartford and its subsidiaries) will have the right to receive the same $50.50 per share in cash paid in the tender offer. The Hartford is one of the nation's largest insurance and financial services companies, with 1999 revenues of $13.5 billion. As of March 31, 2000, The Hartford had assets of $172.4 billion and shareholders' equity of $5.7 billion. The company is a leading provider of investment products, life insurance and employee benefits; automobile and homeowners products; commercial property and casualty insurance; and reinsurance. The Hartford's Internet address is www.thehartford.com. -----END PRIVACY-ENHANCED MESSAGE-----