0000950172-01-500867.txt : 20011009
0000950172-01-500867.hdr.sgml : 20011009
ACCESSION NUMBER: 0000950172-01-500867
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20010927
ITEM INFORMATION: Other events
ITEM INFORMATION: Financial statements and exhibits
FILED AS OF DATE: 20011001
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: TREMONT ADVISERS INC
CENTRAL INDEX KEY: 0000880320
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742]
IRS NUMBER: 061210532
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27077
FILM NUMBER: 1749095
BUSINESS ADDRESS:
STREET 1: 555 THEODORE FREMD AVE
CITY: RYE
STATE: NY
ZIP: 10580
BUSINESS PHONE: 9149213400
MAIL ADDRESS:
STREET 1: 555 THEODORE FREMD AVE
CITY: RYE
STATE: NY
ZIP: 10580
8-K
1
ssept8k.txt
8-K
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported): September 27, 2001
TREMONT ADVISERS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-27077 06-1210532
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(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
555 Theodore Fremd Avenue, Rye, New York 10580
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (914) 925-1140
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ITEM 5. OTHER EVENTS
On September 25, 2001 at a special meeting, the stockholders of
Tremont Advisers, Inc. ("Tremont") adopted the Agreement and Plan of
Merger, dated July 10, 2001 (the "Merger Agreement"), by and among Tremont,
Oppenheimer Acquisition Corp. and Joshua Acquisition Corp. Pursuant to the
terms of the Merger Agreement, it is planned that on or about October 1,
2001 Tremont will become a wholly-owned subsidiary of Oppenheimer
Acquisition Corp. On September 26, 2001 Tremont issued a press release
announcing the stockholders' adoption of the Merger Agreement. A copy of
such press release is attached as Exhibit 99.1 hereto.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit 99.1 Press release dated September 26, 2001
SIGNATURES
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.
TREMONT ADVISERS, INC.
Date: September 27, 2001 By: /s/ Stephen T. Clayton
-------------------------------------
Stephen T. Clayton
Chief Financial Officer and
Administrative Officer
(Duly authorized Officer and Principal
Financial and Accounting Officer)
Exhibit 99.1
EX-99.1
3
sprelea.txt
PRESS RELEASE
FOR IMMEDIATE RELEASE
Press Release 01-6
Contact: Robert Schulman, President and Co-CEO,
Tremont Advisers, Inc. 914-925-1140
TREMONT ADVISERS STOCKHOLDERS APPROVE PURCHASE
BY OPPENHEIMER ACQUISITION CORP.;
Transaction Scheduled To Close October 1
Rye, NY, September 26, 2001 - Tremont Advisers, Inc. (Nasdaq Small Cap:
TMAV) today announced that the proposed terms for the acquisition of
Tremont by Oppenheimer Acquisition Corp. (OAC) were adopted by Tremont's
stockholders at a special meeting held on September 25, 2001. According to
Tremont, with the approval of the acquisition by its stockholders, all
conditions to the transaction have been satisfied and the closing has been
scheduled for October 1, 2001.
OAC and Tremont announced in July that OAC would acquire all of the
outstanding shares of Tremont at $19 per share, merging one of the leaders
in the hedge fund industry with the strong distribution capabilities of
OppenheimerFunds, one of the nation's most respected mutual fund managers.
Under the terms of the acquisition, Tremont, one of the world's top hedge
fund advisory and information firms, will be operated as an independent,
wholly owned subsidiary of OAC.
Oppenheimer Acquisition Corp., the parent of OppenheimerFunds, Inc., is a
subsidiary of Massachusetts Mutual Life Insurance Company, a global,
diversified financial services company with $213 billion in assets under
management at year-end 2000. Founded in 1959, OppenheimerFunds, Inc. is one
of the nation's most respected mutual fund managers. As of June 30, 2001,
the company and its subsidiaries managed assets of more than $120 billion,
held in more than seven million shareholder accounts. OppenheimerFunds is
not affiliated with either CIBC World Market nor Oppenheimer Capital, the
investment management firm affiliated with PIMCO Advisors, LP.
Tremont Advisers, Inc. is a diversified holding company which, through its
subsidiaries, is primarily engaged in three core businesses: advisory
services, information retrieval and sale, and investment products for the
global alternative investment industry. Through its London-based
information and research subsidiary, Tremont TASS (Europe) Limited, the
firm provides data on the performance of more than 2,500 alternative
investment managers and funds and promotes advisory and other products
throughout Europe. Tremont advises on more than $8 billion in alternative
investments and manages more than $1.5 billion of client assets in its
proprietary funds. It has more than $250 million in life insurance policies
in force, which are invested in alternative investments on behalf of
clients. Tremont's wholly owned subsidiaries, Tremont Partners, Inc. and
Tremont Securities, Inc., are registered as an investment adviser under the
Investment Advisers Act of 1940, and as a broker-dealer under the
Securities Exchange Act of 1934, respectively. Tremont is headquartered in
Rye, New York and has offices in Toronto, Bermuda and London.
###
For more information on Tremont Advisers, Inc., visit
www.tremontadvisers.com Certain statements in this Press Release may
constitute "forward looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward looking statements
involve known and unknown risks, uncertainties and other factors which may
cause the actual results, performance or achievements of the Company to be
materially different from any future results, performance or achievements
expressed or implied by such forward looking statements. The Company
assumes no obligation to update these forward looking statements to reflect
actual results, changes in assumption or changes in other factors affecting
such forward looking statements.