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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 13)*
AXA FINANCIAL, INC.
(formerly known as The Equitable Companies Incorporated)
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(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
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(Title of Class of Securities)
29444G 10 7
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(CUSIP Number)
CHRISTIANNE BUTTE, HEAD OF CENTRAL LEGAL DEPARTMENT
AXA, 21 AVENUE MATIGNON
75008 PARIS, FRANCE
(011 33 1) 40 75 56 38
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
WITH A COPY TO:
PETER S. WILSON, ESQ.
CRAVATH, SWAINE & MOORE
WORLDWIDE PLAZA
825 EIGHTH AVENUE
NEW YORK, NY 10019
(212) 474-1000
DECEMBER 29, 2000
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(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g),
check the following box / /.
NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 240.13d-7 for
other parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
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This Amendment No. 13 amends and supplements the Statement on Schedule 13D
("Schedule 13D") initially filed on August 3, 1992 with the Securities and
Exchange Commission (the "SEC"), as amended and restated in its entirety by
Amendment No. 8 to the Schedule 13D ("Amendment No. 8") filed on October 24,
2000 with the SEC by AXA, Finaxa, AXA Assurances I.A.R.D. Mutuelle, AXA
Assurances Vie Mutuelle, AXA Courtage Assurance Mutuelle, AXA Conseil Vie
Assurance Mutuelle, Claude Bebear, Patrice Garnier and Henri de
Clermont-Tonnerre, as Trustees under the Voting Trust Agreement, and Lor
Finance, S.A. (collectively, the "Reporting Persons") as further amended by
Amendment No. 9 to the Schedule 13D filed on December 8, 2000, Amendment No. 10
to the Schedule 13D filed on December 14, 2000, Amendment No. 11 to the
Schedule 13D filed on December 21, 2000 and Amendment No. 12 to the
Schedule 13D filed on December 28, 2000, which Schedule 13D relates to the
Common Stock, par value $.01 per share (the "Common Stock"), of AXA Financial,
Inc., a Delaware corporation formerly known as The Equitable Companies
Incorporated (the "Company").
Capitalized terms used, and not otherwise defined, herein have the meanings
assigned thereto in Amendment No. 8.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Item 5 is hereby amended and supplemented by adding the following:
"The subsequent offering period for the joint exchange offer of AXA and AXA
Merger Corp. for all outstanding shares of the Company's Common Stock, other
than shares held by AXA and its subsidiaries and shares held in treasury by the
Company, expired, as scheduled, at 12:00 midnight, New York City time, on
Friday, December 29, 2000. A total of approximately 4,313,356 shares of Common
Stock were validly tendered and accepted for payment during the subsequent
offering period. After giving effect to the acquisition of the shares of Common
Stock tendered in the exchange offer, including shares tendered in the
subsequent offering period, and prior to the merger of AXA Merger Corp. with and
into the Company, AXA and its subsidiaries owned approximately 92.4% of the
issued and outstanding shares of the Company Common Stock.
Following the expiration of the subsequent offering period, AXA Merger Corp.
was merged with and into the Company, resulting in the Company becoming a wholly
owned direct and indirect subsidiary of AXA. As a result of the merger, which
became effective at 5:00 p.m., New York City time, on Tuesday, January 2, 2001,
each publicly held share of the Company's Common Stock was converted into the
right to receive 0.295 of an AXA ADS and $35.75 in cash without interest,
subject to the exercise of appraisal rights under Delaware law. The Company
Common Stock ceased to be traded on the New York Stock Exchange as of the close
of business on Tuesday, January 2, 2001."
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: January 3, 2001
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AXA*
By: /s/ GERARD DE LA MARTINIERE
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Name: Gerard de La Martiniere
Title: Chief Financial Officer
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* Pursuant to the Filing Agreements with respect to the
Schedule 13D among the Reporting Persons, filed as Exhibit 8
to the Schedule 13D, this statement on Schedule 13D is being
filed by AXA on behalf of each of AXA, Finaxa, AXA
Assurances I.A.R.D. Mutuelle, AXA Assurances Vie Mutuelle,
AXA Courtage Assurance Mutuelle (formerly known as Uni
Europe Assurance Mutuelle) and AXA Conseil Vie Assurance
Mutuelle (formerly known as Alpha Assurances Vie Mutuelle
and into which Alpha Assurances I.A.R.D. Mutuelle was
merged), Claude Bebear, Patrice Garnier and Henri de
Clermont-Tonnerre, as Trustees under the Voting Trust
Agreement, and Lor Finance, S.A.
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