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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
Date of Report (Date of earliest event reported): October 29, 1999
ReliaStar Financial Corp.
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(Exact name of registrant as specified in its charter)
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<S> <C> <C>
Delaware 0-10640 41-1620373
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(State of Incorporation) (Commission file number) (I.R.S. Employer Identification No.)
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20 Washington Avenue South
Minneapolis, Minnesota 55401
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(Address of principal executive offices) (Zip Code)
(612) 372-5432
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(Registrant's telephone number)
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Item 5. Other Events
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On October 29, 1999, shareholders of Pilgrim Capital Corporation ("PCC")
approved the merger of PCC with and into Northstar Holding, Inc., a wholly-owned
subsidiary of ReliaStar Financial Corp. A copy of the press release which
discusses this matter is filed as an exhibit to, and incorporated by reference
in, this report.
Item 7. Financial Statements and Exhibits.
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Exhibit
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99 (a) Press Release, dated October 29, 1999.
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.
RELIASTAR FINANCIAL CORP.
Date: November 3, 1999 By: /s/ Richard R. Crowl
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Richard R. Crowl, Senior Vice President,
General Counsel, and Secretary
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EXHIBIT 99(A)
ReliaStar Media Contact: For immediate release:
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Arlene Wheaton, (612) 372-5784 October 29, 1999
ReliaStar Investor Relations Contact:
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Karin Glasgow, (612) 342-3979
Pilgrim Contact:
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James Hennessy, (602) 417-8115
RELIASTAR CLOSES ACQUISITION OF PILGRIM CAPITAL
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MINNEAPOLIS - ReliaStar Financial Corp. (NYSE: RLR) and Pilgrim Capital Corp.
(NYSE: PFX) announced today that the acquisition of Pilgrim Capital by ReliaStar
has been completed.
Pilgrim and ReliaStar's Northstar mutual fund operations will be combined
into one business operation, which will be based in Phoenix. The new
organization will have a family of 32 mutual funds, assets under management of
approximately $12 billion and combined annualized sales of $3 billion.
The Pilgrim shareholder meeting was convened on Oct. 26, and the polls
remained open until today. Pilgrim shareholders voted to approve the
transaction, which was announced July 22, 1999. Pilgrim shareholders will
receive .50 shares of ReliaStar common stock plus $12.50 in cash for each
Pilgrim share.
"We're very pleased to welcome Pilgrim shareholders and associates into the
ReliaStar family of companies," said ReliaStar chairman and CEO John Turner.
"This acquisition gives ReliaStar a larger scale mutual fund operation that will
lower unit costs and increase our sales and profitability. The combination of
Pilgrim's and Northstar's strong performing funds will help us more effectively
compete in this important asset-gathering market."
-more-
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PILGRIM SHAREHOLDERS APPROVE RELIASTAR ACQUISITION, pg 2 of 2
"Becoming part of a larger, more diverse financial service company brings
tremendous advantages, including a wider array of funds combined with
complementary distribution and asset management talent," said Bob Stallings,
Pilgrim chairman and CEO. "Over the last few months, we've laid the groundwork
for the integration of Northstar and Pilgrim operations, and we will be
operating as one mutual fund family called Pilgrim Funds, with full portability
between funds, on Monday, Nov. 1. Having completely combined the two
organizations, next week we'll begin marketing this wider family of funds, which
will cover a broad range of investors' asset allocation needs, with strong
performing funds in the fixed-income, growth, value and international investment
categories."
ReliaStar Financial Corp. is a Minneapolis-based holding company whose
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 Corp. is the eighth largest publicly held life
insurance holding company in the United States and, as of Sept. 30, 1999, has
$24.1 billion in assets under management and life insurance in force of $317.2
billion.
Pilgrim manages, markets and distributes open- and closed-end mutual funds
and structured finance products representing $7.9 billion in assets under
management. Pilgrim began investment operations in April 1995. Pilgrim Capital
Corp. was organized as a publicly traded company to provide comprehensive
financial services through two subsidiaries--Pilgrim Investments, Inc., adviser
to its mutual funds and structured finance products, and Pilgrim Securities,
Inc., its registered broker-dealer and distributor of the company's mutual
funds. Pilgrim ranks ninth among the 100 fastest growing American companies
based on three-year growth in revenues and earnings per share and total stock
market return over the past three years, according to Fortune magazine.
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