-----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, KXiyBPr/guaJaXMblR4d3O07hrMkknl0y1u22Ab79r+/Tzb/tmwQLfPuwn6Mz8yH VoNWtnrpfCezsl8Cy9NT8w== /in/edgar/work/20000830/0000950123-00-008172/0000950123-00-008172.txt : 20000922 0000950123-00-008172.hdr.sgml : 20000922 ACCESSION NUMBER: 0000950123-00-008172 CONFORMED SUBMISSION TYPE: SC14D9C PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000830 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: AXA FINANCIAL INC CENTRAL INDEX KEY: 0000888002 STANDARD INDUSTRIAL CLASSIFICATION: [6311 ] IRS NUMBER: 133623351 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC14D9C SEC ACT: SEC FILE NUMBER: 005-42550 FILM NUMBER: 713988 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER COMPANY: FORMER CONFORMED NAME: EQUITABLE COMPANIES INC DATE OF NAME CHANGE: 19950721 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AXA FINANCIAL INC CENTRAL INDEX KEY: 0000888002 STANDARD INDUSTRIAL CLASSIFICATION: [6311 ] IRS NUMBER: 133623351 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC14D9C BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 2125541234 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10104 FORMER COMPANY: FORMER CONFORMED NAME: EQUITABLE COMPANIES INC DATE OF NAME CHANGE: 19950721 SC14D9C 1 y40031sc14d9-c.txt PRELIMINARY COMMUNICATIONS RE: TENDER OFFER 1 1015430722SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ---------- SCHEDULE 14D-9 Solicitation/Recommendation Statement under Section 14(d)(4) of the Securities Exchange Act of 1934 ---------- AXA Financial, Inc. ------------------------- (Name of Subject Company) AXA Financial, Inc. ------------------------------ (Name of Person Filing Statement) (Common Stock, $0.01 Par Value) ------------------------------- (Title of Class of Securities) 002451102 ------------------------- (CUSIP Number of Class of Securities) ---------- ROBERT E. GARBER Executive Vice President and General Counsel AXA Financial, Inc. 1290 Avenue of the Americas New York, New York 10104 (212) 554-1234 --------------------- (Name, address and telephone number of person authorized to receive notices and communications on behalf of the person filing statement) [x] Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. 2 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. 3 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. 4 IMPORTANT LEGAL INFORMATION - --------------------------- This press release contains forward-looking statements. While these forward-looking statements represent our judgments and future expectations, a number of risks, uncertainties and other important factors could cause actual developments and results to differ materially from our expectations. These factors include certain key factors that could adversely affect our businesses and financial performance contained in our past and future filings and reports with the Securities and Exchange Commission (the "SEC"). AXA Financial is not under any obligation to (and expressly disclaims any such obligations to) update or alter its forward-looking statements whether as a result of new information, future events or otherwise. WE URGE INVESTORS TO READ ANY FUTURE SOLICITATION/RECOMMENDATION STATEMENT WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. Investors will be able to obtain any solicitation/recommendation statement and any other documents filed with the SEC free of charge at the SEC's website, www.sec.gov. In addition, documents filed with the SEC by AXA Financial will be available free of charge from Financial Communications, AXA Financial, Inc., 1290 Avenue of the Americas, New York, NY 10036, Telephone No.: (212) 554-1234. -----END PRIVACY-ENHANCED MESSAGE-----