SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: August 6, 2004
Date of earliest event reported: August 6, 2004
AXA FINANCIAL, INC.
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(Exact name of Registrant as specified in its charter)
Delaware 1-11166 13-3623351
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
1290 Avenue of the Americas
New York, New York 10104
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(Address of principal executive offices) (Zip Code)
(212) 554-1234
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(Registrant's telephone number, including area code)
None
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(Former name or address, if changed since last report)
ITEM 5. OTHER EVENTS
Today, August 6, 2004, AXA, the Registrant's parent, issued a press release,
announcing its consolidated results of operations for the first half of 2004
prepared in accordance with accounting principles generally accepted in France
("French GAAP"). Included within AXA's consolidated results of operations for
the first half of 2004 are the results of operations of the Registrant and its
consolidated subsidiaries, presented in accordance with French GAAP. Set forth
below is a reconciliation of the Registrant's contribution to AXA's consolidated
French GAAP Underlying Earnings (French GAAP net income excluding amortization
of goodwill, net capital gains (losses) and exceptional operations) to the
Registrant's consolidated Net Earnings prepared in accordance with accounting
principles generally accepted in the United States of America ("US GAAP").
AXA FINANCIAL, INC.
RECONCILIATION OF THE CONTRIBUTION TO AXA FRENCH GAAP UNDERLYING EARNINGS
TO AXA FINANCIAL'S US GAAP NET INCOME
(in millions)
1ST HALF
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2003 2004
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CONTRIBUTION TO AXA FRENCH GAAP UNDERLYING EARNINGS PER AXA PRESS RELEASE IN EURO
US Life & Savings 279 309
Asset Management 76 85
AXA Financial Holding Company (29) (21)
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TOTAL CONTRIBUTION TO AXA FRENCH GAAP UNDERLYING EARNINGS 326 373
Total after-tax capital Gains (losses), net (41) 24
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TOTAL CONTRIBUTION TO AXA FRENCH GAAP ADJUSTED EARNINGS IN EURO 285 397
Average exchange rate US$1.00 = 0.905 0.815
IN US$ 315 488
RECONCILING ITEMS:
(A) GMIB/DB 5 4
(B) Investment income & capital gains (losses) (35) 4
(C) Employee stock based compensation (30) (3)
(D) Amortization of goodwill & other intangible assets (8) (9)
(E) Impact of SOP 03-01 -- (1)
(F) Prior period adjustment -- deferred tax liability (28) --
(G) AXF Holding -- reduction of state tax on DLJ sale -- 53
(H) AXF Holding -- interest rate swap contracts 20 (8)
Other (1) 2
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Total Reconciling items (77) 42
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CONSOLIDATED US GAAP NET EARNINGS $ 238 $ 530
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(A) Reflects the accounting for reinsurance contracts ceding variable annuity
Guaranteed Minimum Income Benefit ("GMIB") risks and the program to hedge
certain risks associated with Guaranteed Minimum Death Benefit ("GMDB") and
GMIB features as derivative contracts at fair value under US GAAP vs. ceded
reinsurance reserves and derivative contracts qualifying for hedge
accounting, respectively, under French GAAP.
(B) Primarily reflects accounting for certain equity investments on the equity
method of accounting under US GAAP vs. historical cost less cash
distributions and valuation allowances under French GAAP.
(C) Primarily reflects variable plan accounting of Stock Appreciation Rights
under US GAAP vs. fixed plan accrual accounting under French GAAP.
(D) Reflects amortization of acquisition related intangible assets excluded
from AXA French GAAP Adjusted Earnings.
(E) Effective 1/1/04, AXA Financial adopted SOP 03-01, "Accounting and
Reporting by Insurance Enterprises for Certain Nontraditional Long-Duration
Contracts and for Separate Accounts", for US GAAP requiring a change in our
policies relating to
1) general account interests in separate accounts,
2) assets and liabilities associated with market-value adjusted annuities,
3) liabilities related to group pension participating contracts, and
4) liabilities related to certain mortality and annuitization benefits,
such as the no lapse guarantee feature contained in variable and
universal life contracts.
(F) Reflects decrease in Deferred Tax Liability related to periods subsequent
to the acquisition of Registrant by AXA.
(G) Reflects the earnings impact of the reduction of state tax liabilities
associated with the 2000 sale of DLJ, treated as a "one off item" and
excluded from AXA French GAAP Adjusted Earnings.
(H) Reflects the accounting for interest rate swaps contracts as derivative
contracts at fair value under US GAAP vs. derivative contracts qualifying
for hedge accounting under French GAAP.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS
99.1 Certain slides from AXA's Half Year 2004 Earnings Presentation, modified to
provide information in US GAAP.
ITEM 9. REGULATION FD DISCLOSURE
The information provided in connection with Item 9 of this report is being
furnished pursuant to Regulation FD of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). In accordance with General Instruction B of Form
8-K, the information provided in connection with Item 9 of this report shall not
be deemed to be "filed" for purposes of Section 18 of the Exchange Act or
otherwise subject to the liabilities of that section or Sections 11 and 12(a)
(2) of the Securities Act of 1933, as amended (the "Securities Act"), nor shall
it be deemed incorporated by reference in any filing under the Securities Act.
The furnishing of the information set forth in connection with Item 9 of this
report is not intended to, and does not, constitute a determination or admission
as to the materiality or completeness of such information that is required to be
disclosed solely by Regulation FD.
At a meeting held with securities analysts on August 6, 2004, Stanley B. Tulin,
Vice Chairman and Chief Financial Officer of the Registrant, presented certain
information regarding AXA's consolidated results of operations for the first
half of 2004. This presentation provided information in accordance with French
GAAP and is available on AXA's website at www.axa.com. Certain slides of this
presentation relate to AXA's reversion to the mean approach on the Registrant's
Deferred Policy Acquisition Costs ("DAC"), the Registrant's DAC at June 30,
2004, reserves for the guaranteed minimum death benefit and the guaranteed
minimum income benefit features provided in certain of the Registrant's variable
annuities, and other topics. These slides, modified to provide information in US
GAAP, are attached hereto as Exhibit 99.1.
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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.
AXA FINANCIAL, INC.
Date: August 6, 2004 By: /s/ Alvin H. Fenichel
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Name: Alvin H. Fenichel
Title: Senior Vice President and
Controller
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EXHIBIT INDEX
EXHIBIT NUMBER EXHIBIT DESCRIPTION
99.1 Certain slides from AXA's Half Year 2004 Earnings
Presentation, modified to provide information in US
GAAP.