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 8, 1997
____________________________
EQUITABLE OF IOWA COMPANIES
______________________________________________________________________________
(Exact name of registrant as specified in its charter)
Iowa
______________________________________________________________________________
(State or other jurisdiction or incorporation)
0-8590 42-1083593
__________________________________ _____________________________________
(Commission File Number) (IRS Employer Identification No.)
604 Locust Street, Des Moines, Iowa 50309
______________________________________________________________________________
(Address of principal executive offices) (Zip Code)
(515) 245-6911
______________________________________________________________________________
(Registrant's Telephone Number, Including Area Code)
______________________________________________________________________________
(Former name or former address, if changed since last report.)
ITEM 5. OTHER EVENTS.
See attached Press Release identified as "Exhibit 99" which this reference is
incorported herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
99. Additional Exhibits
Press Release of Equitable of Iowa Companies dated July 8, 1997.
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 hereunto duly authorized.
EQUITABLE OF IOWA COMPANIES
By: /S/ PAUL E. LARSON
___________________________________
Paul E. Larson,
Executive Vice President and
Chief Financial Officer
Date: July 10, 1997
EXHIBIT 99
PRESS RELEASE
EQUITABLE OF IOWA COMPANIES AGREES TO MERGER WITH U.S. ARM
OF
ING GROUP IN $2.2 BILLION DEAL
DES MOINES, IA - July 8, 1997 - Equitable of Iowa Companies, (NYSE:EIC),
announced that its Board of Directors has approved a definitive merger
agreement under which it will become a wholly owned subsidiary of the ING
Groep N.V. (NYSE:ING), a Netherlands headquartered global financial services
holding company for $2.2 billion plus assumption of debt.
The merger is expected to close by the end of 1997, and is subject to
customary conditions, including regulatory and Equitable of Iowa shareholder
approval. Under the terms of the transaction, ING will pay $68.00 per
Equitable share of common stock and will assume approximately $400 million in
debt. Equitable shareholders will have the option, subject to the limits
described below, of accepting cash or American Depository Shares (ADSs) in
respect of ING ordinary shares. Once completed, the merger of Equitable of
Iowa with the existing ING life insurance business in North America will
double ING's life insurance assets under management in the U.S. to more than
$20 billion. Equitable of Iowa will retain its name and corporate autonomy
and will be part of the ING Financial Services International North America
divisions which includes Life of Georgia, Security Life of Denver, The
Southland Group and the Netherlands Insurance Company.
The transaction will be tax free for Equitable shareholders to the extent
they exchange their shares of Equitable of Iowa Companies common stock for
ADSs. Total cash elections by Equitable shareholders will be limited to 50%
of the aggregate consideration, while stock elections will be limited to 60%.
The exchange ratio for ING ADSs will be determined by dividing $68.00 by an
average trading price for ING ADSs prior to closing, and is subject to a
maximum and a minimum of ING ADSs for each Equitable of Iowa Companies common
stock share.
STRATEGIC PARTNERSHIP
According to Fred Hubbell, Equitable of Iowa Chairman, President and CEO,
"Equitable of Iowa brings to this partnership a highly successful, growth
oriented annuity and life insurance company. We will significantly ramp up
ING's U.S. insurance presence. At the same time, ING, a world class
operation, brings us the financial and operational resources of a substantial
global player to support the needs of our policyholders, sales force and
employees."
Hubbell continued, "This is a winning match. Together our organizations can
enhance their competitive positions in the U.S. and provide stronger
platforms for life insurance and annuity operations from which we can serve
more customers. We expect the result to be accelerated growth opportunities
far beyond what either of us can do on our own."
As part of the acquisition, Hubbell will join the ING FSI North American
general management team as President and CEO of the expanded U.S. retail life
and annuity businesses, reporting to Glenn Hilliard, Chairman and CEO of ING
FSI North America. In addition, Equitable of Iowa board members will be
invited to join the ING North America Insurance Corp. board.
COMPLEMENTARY PRODUCT LINES, DISTRIBUTION CHANNELS
Equitable of Iowa's business is complementary to ING's existing U.S.
insurance operations, in terms of product mix and distribution network.
Equitable of Iowa's portfolio of fixed and variable annuities significantly
broadens ING's product offerings especially in a market experiencing dynamic
growth.
"Prior to our discussions with ING, we had no plans to sell the company,"
said Hubbell. "However, as we learned more about ING we realized that this
was a unique opportunity to provide our shareholders with a price
consideration consistent with the long-term superior performance of our
business while strengthening our operations so that we could continue to
deliver strong results." Hubbell further noted that with the combined
resources of Equitable of Iowa and ING, his team recognized the opportunity
for better positioning to continue to produce high rates of profitable
growth.
"As we looked forward with along term perspective on the overall financial
services arena, we saw the larger companies gaining disproportionate
advantages in operating scale and capital costs, the capacity to fund the
tremendous investments necessary for new technology systems, and the ability
to manage the risks associated with potential regulatory changes," Hubbell
continued. "We determined that the opportunity presented here would best
allow shareholders and our other key stakeholders to continue to realize the
attractive returns we've been providing on into the future.
EQUITABLE OF IOWA WILL BE A KEY PLAYER IN ING'S U.S. OPERATIONS
According to ING chairman of the Executive Board Aad Jacobs, "Equitable of
Iowa will play a significant role for us in the U.S. market. This
acquisition will enhance our competitive position, lifting our U.S. total
premium level ranking to 21st, from its current 41st position."
Jacobs also noted the strategic fit within ING's operations. "Equitable of
Iowa is financially strong, has a venerable history of success among American
insurers and has demonstrated an ability to develop new products, enter new
markets and expand distribution channels. In many respects, our corporate
cultures have a great deal in common. We share a tradition of serving the
individual, be that a member of the sales force, a customer, an employee or a
shareholder. Like Equitable of Iowa, we have always prized integrity,
professionalism and entrepreneurship as core business values."
ING, offering a variety of banking, insurance and asset management products
and services on a global basis, is a worldwide leader in integrated financial
services. For the year ended December 31, 1996, ING reported net income of
NLG 3.3 billion (approximately $2.0 billion) on revenues of NLG 47.6 billion
(approximately $28.3 billion). ING has operations in 58 countries and
employs over 65,000 people worldwide. In the United States, ING employs over
8,000 people through subsidiaries such as Life of Georgia, Security Life of
Denver, The Southland Group and The Netherlands Insurance Company.
Equitable of Iowa's strategy is to offer a broad array of retirement savings
products appealing to many consumers while utilizing broad-based distribution
channels of independent and career insurance agents, banks and
broker/dealers. Fixed and variable annuities and fixed and variable life
insurance products are marketed nationwide through Equitable Life Insurance
Company of Iowa, First Golden American Life Insurance Company of New York,
Golden American Life Insurance Company, Locust Street Securities and USG
Annuity & Life Company.
