AXA S.A. Launches IPO of AXA Equitable Holdings, Inc., the Largest U.S. IPO YTD in 2018

May 14, 2018
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AXA S.A. (AXA) completed the sale of 157,837,500 shares of common stock of AXA Equitable Holdings, Inc. (AEH) in the initial public offering of AEH shares. Shares were sold at a public offering price of $20 per share, for a total offering size of $3,156,750,000, including 20,587,500 shares purchased by the underwriters pursuant to an exercise of their overallotment option. The initial public offering is the largest of the year to date in the United States market. AEH shares are trading on the New York Stock Exchange under the ticker “EQH.” 

On the same day, AXA completed an offering under Rule 144A of $862,500,000 aggregate principal amount of 7.25% mandatory exchangeable bonds due 2021, including $112,500,000 of the mandatory exchangeable bonds purchased by the initial purchasers pursuant to an exercise of their overallotment option. The AXA mandatory exchangeable bonds will automatically exchange into shares of common stock of AEH in May 2021. S&C represented the underwriters and initial purchasers in the two transactions, led by Morgan Stanley, J.P. Morgan, Barclays and Citigroup.

AEH is a leading U.S. insurance and financial services company that, through its subsidiaries, provides portfolio construction, estate and retirement planning, asset allocation, insurance, brokerage and advisory accounts, financial planning, investment management and other investment services. AEH is a wholly owned subsidiary of AXA, a worldwide leader in life, property and casualty and health insurance and asset management. The initial public offering of AEH shares and mandatory exchangeable bond offering of AXA were completed as part of a restructuring and recapitalization of AXA's U.S. businesses and, together with the proceeds of additional borrowing, proceeds of the offerings will be used to finance the previously announced acquisition by AXA of XL Group Ltd.

The S&C team that worked on the transactions was led by Robert DeLaMater, along with Katherine McGavin, Steven Borenstein, So Yeon Kim, Terence Kim, Korey Inglin, Patrick Lynch and John Hasley, with Danielle Abada and Katherine Nemeth assisting on due diligence matters, and Alexander Metz providing support in the early stages of the transaction. William Torchiana, Olivier de Vilmorin, Nicolas de Boynes, along with Alexis Raguet and Seela Apaya-Gadabaya were also actively involved in these transactions. Eric Kadel, along with William Friedman and Roderick Gilman advised on certain regulatory matters. Tracey Russell advised on FINRA matters. Jeffrey Hochberg, along with Andrew Motten advised on ERISA matters. David Hariton, Jeffrey Hochberg and Saul Brander, along with David Simins advised on tax matters. Heather Coleman, along with Sarah Remmer Long and Hilary Albrecht advised on executive compensation and benefits matters. Neal McKnight, along with Dan Loeser and Courtland Morrice advised on financing matters, including a suite of credit facilities established by AEH as part of its IPO preparations. Cristina Liebolt provided valuable support.