SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Date of Report: February 29, 2000
LEXINGTON GLOBAL ASSET MANAGERS, INC.
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)
DELAWARE 22-3395036
LEXINGTON GLOBAL ASSET MANAGERS, INC.
PARK 80 WEST PLAZA TWO
SADDLE BROOK, NJ 07663
(201)845-7300
Item 5. Other Events
On February 29, 2000, the registrant announced that the Company has signed a
definitive agreement for ReliaStar Financial Corp. to acquire the Company in a
stock-and-cash transaction valued at $47.5 million.
The definitive agreement provides for the purchase price valued at $47.5
million to be allocated in terms of one-third cash and two-thirds in shares of
ReliaStar common stock. Upon closing of the acquisition, Company shareholders
will be entitled to 0.231 shares of ReliaStar common stock and $3.306 in cash in
exhange for each share of Company common stock they hold.
Completion of the acquisition is subject to normal closing conditions,
including approval by Lexington's shareholders, fund trustees/directors and fund
shareholders, and various regulatory approvals. The transaction is expected to
close in the second quarter of 2000. ReliaStar said it expects the transaction
to be modestly accretive to earnings in the 12 months following the close of the
acquisition.
LEXINGTON GLOBAL ASSET MANAGERS, INC.
By: /s/ Richard M. Hisey
________________________
RICHARD M. HISEY
EXECUTIVE VICE PRESIDENT, CHIEF FINANCIAL OFFICER AND TREASURER
Date: 2/2/00
Exhibit No. 99 Other
ReliaStar to Acquire Lexington Global Asset Managers, Inc.
Deal Strengthens International Money Management Capabilities
MINNEAPOLIS, Feb. 29 /PRNewswire/ -- ReliaStar Financial Corp. (NYSE: RLR) and
Lexington Global Asset Managers, Inc. (Nasdaq: LGAM) announced today that the
two companies have signed a definitive agreement for ReliaStar to acquire the
New Jersey-based asset management and mutual fund company in a stock-and-cash
transaction valued at $47.5 million.
The definitive agreement provides for the purchase price to be allocated in
terms of one-third cash and two-thirds in shares of ReliaStar common stock.
Completion of the acquisition is subject to normal closing conditions, including
approval by Lexington's shareholders, fund trustees/directors and fund
shareholders, and various regulatory approvals. The transaction is expected to
close in the second quarter of 2000. ReliaStar said it expects the transaction
to be modestly accretive to earnings in the 12 months following the close of the
acquisition.
"This acquisition enhances our product line and internal asset management
capabilities, adds assets and provides economies of scale," said John G. Turner,
ReliaStar chairman and chief executive officer. "Adding Lexington to our
existing Pilgram mutual fund operation supports our stepped-up focus on
gathering and managing assets. We're already seeing significant results from the
integration of our Northstar mutual fund operation with Pilgrim's last fall, and
this transaction represents another step to build on that success."
In October 1999, ReliaStar acquired Pilgrim Capital Corp., an asset management
and mutual fund company based in Phoenix, folding its existing Northstar mutual
fund operation into Pilgrim's.
"The Lexington acquisition comes at a time when we're experiencing a dramatic
increase in sales within our mutual fund operation," said Robert Stallings,
Pilgrim chairman and chief executive officer. "Since last September, we've seen
sales growth far exceeding our original sales objectives. We're excited to build
on this momentum by adding a strong, experienced fund management team that
enhances and expands our portfolio management capabilities."
Lexington Global Asset Managers, Inc. is a publicly owned company, and its
common stock trades under the symbol LGAM on the Nasdaq National Market System.
Lexington offers, through its subsidiaries, a variety of asset management and
related services to retail investors, institutions and individuals. The
Lexington family of mutual funds consists of 13 funds, including several
international equity funds. Lexington has approximately $3.6 billion in total
assets under management.
"We are enthusiastic about this business combination," said Robert DeMichele,
Lexington president and chief executive officer. "It is an outstanding deal for
our shareholders, and it provides Lexington with the size to compete
effectively. A combination with Pilgram will allow Lexington to expand its
mutual fund, institutional, private account and wrap fee business. It also gives
Lexington mutual fund shareholder access to a broad range of mutual fund
products with outstanding performance."
Lexington will become part of ReliaStar subsidiary, Pilgrim Capital Corp., which
manages, markets and distributes open- and closed-end mutual funds and
structured finance products. After the two companies are combined, total assets
under management will be approximately $20 billion.
Putnam, Lovell, de Guardiola & Thornton, Inc. acted as the financial advisors to
Lexington in the transaction.
ReliaStar Financial Corp. is a Minneapolis-based holding company through its
subsidiaries offer individuals and institutions life insurance and annuities,
employee benefits products and services, life and health reinsurance, retirement
plans, mutual funds, bank products and personal finance education. Based on
revenues, ReliaStar Financial is the eighth largest publicly held life insurance
holding company in the United States, and its subsidiaries have $35.5 billion in
assets under management and life insurance in force of $327.7 billion.
All statements in the report relative to markets for the Company's products and
trends in the Company's operations or financial results, as well as other
statements including words such as "anticipate" "believe," "expect," and other
similar expressions, constitute forward-looking statements under the Private
Securities Litigation Reform Act of 1995. These forward-looking statements are
subject to known and unknown risks, uncertainties and other factors that may
cause actual results to be materially different from those contemplated by the
forward-looking statement. Such factors include, among other things: general
economic conditions and other factors, including prevailing interest rate levels
and stock market performance, which may affect the Company's ability to sell its
products, the market value of the Company's investments and the lapse rate and
profitability of the Company's policies; the Company's ability to achieve
anticipated levels of operating efficiencies; mortality and morbidity; changes
in federal income tax laws that may affect the relative tax advantages of some
of the Company's product; and regulatory changes or actions, including those
relating to regulation of financial services affecting bank sales and
underwriting of insurance products and regulation of the sale, underwriting and
pricing of insurance products.
