AXA has successfully completed the IPO of AXA Equitable Holdings, Inc. and secured the financing of the acquisition of XL Group

• Successful completion of the IPO of AXA Equitable Holdings, Inc.

• Key milestone in the Group’s transformation

• Overall proceeds (*) of USD 4.0 billion

• Secured financing of the acquisition of XL Group

AXA S.A. (AXA) announced today it has successfully completed the initial public offering (IPO) on the New York Stock Exchange of its US subsidiary, AXA Equitable Holdings, Inc. (AEH).

Overall proceeds amounted to USD 4.0 billion, with the sale of 24.5% of AEH’s outstanding shares at USD 20 per share and the issuance of USD 750 million of bonds mandatorily exchangeable for AEH shares, combined with the exercise of the over-allotment options granted to underwriters. The options have been exercised in full, resulting in the purchase by the underwriters of an additional 20.6 million AEH shares (3.7% of AEH’s outstanding shares) and USD 112.5 million mandatory exchangeable bonds (*).

The financing of the acquisition of XL Group Ltd (Euro 12.4 billion) is well on track and fully in line with our announcement on March 5, 2018: ca. Euro 3.5 billion from cash available at hand, Euro 2.6 billion (*) related to the pre-IPO reorganization transactions, Euro 3.3 billion (*) overall proceeds (*) from the IPO, and the initial Euro 2 billion dated subordinated debt issuance (out of the total planned Euro 3 billion). Given additional existing resources, AXA considers the financing of XL is now secured, as it is not dependent on the issuance of any additional debt.

Details of the overall proceeds from the AEH share transactions

Sale of AEH shares

·         AXA sold 137.25 million AEH shares at USD 20 per share;

·         Represents 24.5% of total issued and outstanding AEH shares;

·         Amounts to USD 2.75 billion or Euro 2.23 billion (*) of proceeds.

 Issuance of bonds mandatorily exchangeable into AEH shares

·         Issuance of USD 0.75 billion, or Euro 0.61 billion (*) , mandatory exchangeable bonds;

·         The bonds will mature on May 15, 2021, unless exchanged earlier at the option of AXA (*);

·         Mostly treated as shareholders’ equity, with negligible impact on debt and debt gearing.

Exercise in full of the 30-day over-allotment options granted by AXA to the underwriters

·         Underwriters exercised their options to purchase 20,587,500 shares of AEH at USD 20 per share and

to purchase USD 112.5 million of Mandatory Exchangeable Bonds, both effective as of May 11, 2018;

·         USD 0.52 billion or Euro 0.43 billion (*) of additional IPO proceeds;

 Overall proceeds (*) of USD 4.02 billion or Euro 3.26 billion (*)

Financial guidance reiterated:

·         FY18E debt gearing at ca. 32% (or lower if remaining debt issuance is below the level originally planned); and below 28% by FY20E;

·         FY18E Solvency II ratio between 190% and 200%;

·         Earnings dilution from the US IPO in FY18 expected to be neutralized by the integration of XL Group (*).

(*) - please download document for full reference