[Draft--5/17/00]
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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
MAY 18, 2000
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Date of Report (Date of earliest event reported)
THE HARTFORD FINANCIAL SERVICES GROUP, INC.
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(Exact name of registrant as specified in charter)
DELAWARE 0-19277 1-3317783
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(State or other (Commission File Number) (IRS Employer Identification
jurisdiction of Number)
incorporation)
HARTFORD PLAZA
HARTFORD, CONNECTICUT 06115
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(Address of principal executive offices) (Zip Code)
(860) 547-5000
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(Registrant's telephone number, including area code)
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The Hartford Financial Services Group, Inc.
Current Report on Form 8-K
Item 5. Other Events.
On May 18, 2000, The Hartford Financial Services Group, Inc. (the
"Company") issued a press release announcing that Hartford Fire Insurance
Company, a wholly owned subsidiary of the Company, intends to make a cash tender
offer for all of the publicly-held shares of Hartford Life, Inc.'s Class A
Common Stock at a price of $50.50 per share. Any shares of Hartford Life's Class
A Common Stock not purchased in the tender offer would be acquired by the
Company in a subsequent merger transaction at the same $50.50 per share cash
price. A copy of the press release is attached hereto as Exhibit 99.01 and
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
Exhibit No. Description
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99.01 Press Release of The Hartford Financial
Services Group, Inc. dated May 18, 2000
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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.
Dated: May 18, 2000
THE HARTFORD FINANCIAL
SERVICES GROUP, INC.
By: /s/ C. Michael O'Halloran
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Name: C. Michael O'Halloran
Title: Senior Vice President
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Exhibit 99.01
HARTFORD FINANCIAL SERVICES GROUP, INC. [LOGO]
THE HARTFORD ANNOUNCES AGREEMENT TO PURCHASE
SHARES OF HARTFORD LIFE
Company Creates Worldwide Life, Property Casualty Operating Units
HARTFORD, Conn.--The Hartford Financial Services Group Inc. (NYSE: HIG) today
announced that it has agreed to make a cash tender offer for all of the publicly
held shares of Hartford Life Class A Common Stock for $50.50 per share. The
transaction is expected to be completed approximately 30 days from the
commencement of the tender offer.
Any shares of Hartford Life Class A Common Stock not purchased in the
tender offer would be acquired by The Hartford in a subsequent merger
transaction at the same $50.50 per share cash price. When the transaction is
completed, Hartford Life will be wholly owned by The Hartford.
The transaction was approved by a special committee of independent
directors of the Hartford Life board based on a number of factors, including the
opinion of Salomon Smith Barney Inc., the financial advisor to the special
committee, that the $50.50 per share consideration is fair from a financial
point of view to Hartford Life's public stockholders.
The tender offer will commence shortly and will be made only by an offer to
purchase and other offering documents, copies of which will be filed with the
Securities and Exchange Commission and mailed to Hartford Life stockholders.
The transaction completes a restructuring of The Hartford into two major
operating entities, worldwide life operations and worldwide property-casualty
operations. Lon Smith will continue as CEO and Thomas Marra will continue as
chief operating officer, respectively, of worldwide life operations. David
Zwiener was recently named president and chief operating officer of worldwide
property-casualty operations.
Goldman Sachs & Co. is acting as The Hartford's financial advisor for the
transaction and will act as dealer manager for the tender offer. Cravath, Swaine
& Moore is The Hartford's legal advisor for the transaction.
The Hartford is one of the nation's largest insurance and financial
services companies, with 1999 revenues of $13.5 billion. As of March 31, 2000,
The Hartford had assets of $172.4 billion and shareholders' equity of $5.7
billion. The company is a leading provider of investment products, life
insurance and employee benefits; automobile and homeowners products; commercial
property and casualty insurance; and reinsurance.
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The Hartford's Internet address is www.thehartford.com.
Investors and stockholders are strongly advised to read both the tender
offer statement and the solicitation/recommendation statement regarding the
tender offer referred to in this press release when they become available,
because they will contain important information. The tender offer statement will
be filed by The Hartford with the Securities and Exchange Commission (SEC), and
the solicitation/recommendation statement will be filed by Hartford Life with
the SEC. Investors and security holders may obtain a free copy of these
statements (when available) and other documents filed by The Hartford and
Hartford Life at the SEC's web site at http://www.sec.gov. The tender offer
statement and related materials may be obtained for free by directing such
requests to The Hartford Investor Relations at 860-547-2403. The
solicitation/recommendation statement and such other documents may be obtained
for free by directing such requests to Hartford Life Investor Relations at
860-843-7418.
Certain statements made in this release should be considered forward
looking information as defined in the Private Securities Litigation Reform Act
of 1995. The Hartford cautions investors that any such forward-looking
statements are not guarantees of future performance, and actual results may
differ materially. Investors are directed to consider the risks and
uncertainties in our business that may affect future performance and that are
discussed in readily available documents, including the company's annual report
and other documents filed by The Hartford with the SEC. These uncertainties
include the possibility of general economic and business conditions that are
less favorable than anticipated, changes in interest rates or the stock markets,
stronger than anticipated competitive activity, and more frequent or severe
natural catastrophes than anticipated.
