UNITED STATES 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
November 22, 1995
EQUITABLE CAPITAL PARTNERS, L.P.
(Exact name of registrant as specified in its governing instruments)
Delaware 13-3486615
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1345 Avenue of the Americas
New York, New York 10105
(Address of principal executive office and zip code)
Registrant's telephone number, including area code: (212) 969-1000
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Item 5. Sale of Shares of Common Stock of Lexmark
International Group, Inc.
On November 21, 1995, Lexmark International Group, Inc. ("Lexmark")
(formerly Lexmark Holding, Inc.) completed the initial public offering of shares
of common stock held by certain existing shareholders of Lexmark. After a
fifteen to one stock split, Equitable Capital Partners, L.P. (the "Fund") held
1,859,803 shares of Lexmark common stock. The Fund sold 532,327 shares in the
offering representing 28.6% of the shares held by the Fund for total net
proceeds of $10,034,363.95. The initial cost of the shares sold by the Fund was
$3,548,846.67.
The public offering price was $20.00 per share; the underwriters'
discount was 5.75%. The shares of Lexmark common stock are listed on the
New York Stock Exchange under the symbol LXK.
The Fund holds 1,327,476 shares of Lexmark common stock, which is
approximately 71.4% of its investment after the stock split. These shares are
subject to a 180-day lock-up agreement with the underwriters, during which
period the Fund cannot publicly sell any of its remaining shares. For that
reason, during the lock-up period, these shares will be valued on the books of
the Fund at 90% of the closing price of Lexmark common stock on the last
business day of each quarter.
In addition to the Fund, Equitable Capital Partners (Retirement Fund),
L.P., the Equitable Deal Flow Fund, L.P., Equitable Capital Private Income and
Equity Partnership II, L.P. and The Equitable Life Assurance Society of the
United States each sold 28.6% of their shares of Lexmark common stock in the
initial public offering.
Donaldson, Lufkin & Jenretts Securities Inc. ("DLJ") was a co-managing
underwriter of the initial public offering of Lexmark common stock. DLJ is a
"related person" of the Fund and Equitable Capital Partners (Retirement Fund),
L.P., within the meaning of such term under the Investment company Act of
1940. DLJ, the Fund and Equitable Capital Partners (Retirement Fund), L.P.
obtained an exemptive order from the Securities and Exchange Commission to
permit DLJ to participate as an underwriter in the offering. Investment Company
Act Release No. 211486 (November 9, 1995).
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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 on this 22th day of November, 1995.
EQUITABLE CAPITAL PARTNERS, L.P.
By: Alliance Corporate Finance Group
Incorporated
As Managing General Partner
Date: November 22, 1995 By:
Frank Savage
Chairman of the Board
Date: November 22, 1995 By:
Laura Mah
Vice President and
Chief Accounting Officer
