Tender Offer - ALLIANCEBERNSTEIN L.P.

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Form Type: SCHEDULE 13D/A

Filing Date: 2025-04-03

Corporate Action: Tender-offer

Type: Update

Accession Number: 000095017025050806

Filing Summary: This filing is Amendment No. 25 to the Schedule 13D originally filed on June 30, 2000, detailing the ongoing tender offer initiated by Equitable Holdings, Inc. on February 24, 2025, to purchase up to 46,000,000 AB Holding Units at a price of $38.50 per unit, totaling approximately $1.8 billion. The offer expired on April 1, 2025, with Equitable accepting 19,682,946 units for payment. This acquisition will increase Equitable's interest in AllianceBernstein to approximately 68.6% economically, up from about 61.9% prior to the offer. The transaction represents approximately 17.8% of the outstanding AB Holding Units and modifies sections 3, 4, and 5 of the original Schedule 13D regarding ownership and voting power.

Additional details:

Item 3: The aggregate Purchase Price for the 19,682,946 AB Holding Units is approximately $757.8 million. Equitable plans to fund this Purchase Price with available cash and cash equivalents.


Item 4: AB Holding Units acquired will enhance Equitable's holdings in AllianceBernstein, raising their economic interest to approximately 68.6%.


Item 5 A: Upon acquisition, Equitable will beneficially own 19,682,946 AB Holding Units (17.8% of outstanding) and 61,762,208 AB Units (21.14% outstanding), potentially increasing to 66,551,014 AB Units (22.78%) if all AB Holding Units are exchanged.


Form Type: SCHEDULE 13D/A

Filing Date: 2025-02-24

Corporate Action: Tender-offer

Type: Update

Accession Number: 000095017025025231

Filing Summary: On February 24, 2025, Equitable Holdings, Inc. initiated a tender offer to purchase up to 46,000,000 units of limited partnership interests in AllianceBernstein Holding L.P. at a price of $38.50 per unit, totaling approximately $1.8 billion. The board of directors of Equitable approved this Offer on February 21, 2025. The funding of the Offer will be supported by Equitable's cash reserves and a $500 million delayed-draw term loan. The primary aim is to increase Equitable's interest in AllianceBernstein and provide liquidity to unitholders of AB Holding. The tender offer offers an attractive return on investment and aims to facilitate the selling process for unitholders while allowing Equitable to invest further in AB Holding Units. Equitable's stake in AllianceBernstein is projected to rise to approximately 77.5% economic interest post-offer execution. Terms of the loan will include an interest rate based on the company’s credit ratings, and repayment is expected to derive from proceeds from a future reinsurance transaction. The document elaborates on the strategic motivations for the tender offer and outlines future acquisition possibilities, although it also states that no current extraordinary transactions or plans for governance changes are proposed. The filing updates several sections regarding ownership details and agreements related to AB Units and the tender offer process.

Additional details:

Units Tendered: 46000000


Purchase Price: 38.50


Aggregate Purchase Price: 1.8 billion


Funding Sources: cash and $500 million delayed-draw term loan


Interest Rate Terms: subject to Equitable's credit ratings


Anticipated Post Offer Stake: 77.5% economic interest


Approval Date: 2025-02-21


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