UNITED STATES 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 (Date of earliest event reported) January 3, 1997 NEW ENGLAND INVESTMENT COMPANIES, L.P. -------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-9468 13-3405992 - ------------------------------ ------ ------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 399 Boylston Street, Boston, Massachusetts 02116 ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (617) 578-3500 -------------- ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On January 3, 1997, New England Investment Companies, L.P. ("NEIC") announced that it had completed the acquisition of certain assets and assumption of certain of the liabilities of Jurika & Voyles, Inc. ("J&V"), an Oakland, California-based investment management company with approximately $5.6 billion in assets under management. Founded in 1983, J&V currently provides investment advisory services for institutions, individuals and mutual funds. J&V utilizes a fundamental, research-driven value and growth investment approach, and seeks to invest at opportunistic prices in the stock of companies exhibiting growth in cash flow. The current management team at J&V will continue to operate under the "Jurika & Voyles" name from its present locations and will retain its investment independence. Prior to the acquisition, J&V was a privately held corporation. NEIC announced that it had entered into the acquisition agreement with J&V on September 23, 1996. Under the Partnership Admission Agreement (the "Agreement"), effective as of January 1, 1997, NEIC purchased certain assets and assumed certain liabilities of J&V for a payment at the closing of $43 million in cash and the issuance of 2,260,900 L.P. Units. The Agreement also requires NEIC to make additional payments over the three years following the closing, also in cash and L.P. Units, valued at up to $15 million in the aggregate depending on attainment of certain post-closing revenue levels. The acquisition will be accounted for under the purchase method of accounting and, as a result, NEIC will record a significant portion of the consideration as intangible assets for financial reporting purposes. The purchase price was based on expected future cash flows. NEIC financed the cash portion of the purchase price out of available partnership cash and borrowings under an existing $165 million revolving credit facility administered by Citibank, N.A. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial Statements of Businesses Acquired. Not required. (b) Pro Forma Financial Information. Not required. (c) Exhibits. The following exhibit is filed with this report: 2. Form of Amendment No. 1 dated January 3, 1997, to the Partnership Admission Agreement dated October 14, 1996 (relating to the acquisition by New England Investment Companies, L.P. of assets of Jurika & Voyles, Inc.). 2 SIGNATURES 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 thereupon duly authorized. NEW ENGLAND INVESTMENT COMPANIES, L.P. By: New England Investment Companies, Inc., its general partner Date: January 3, 1997 By:/s/ Edward N. Wadsworth --------------------------------- Edward N. Wadsworth Executive Vice President 3