AXA S.A. announces the pricing of a Secondary Offering of AXA Equitable Holdings, Inc.’s Common Stock

AXA S.A. (AXA) announces today the pricing of a secondary public offering of 60,000,000 shares (the Offering) of its U.S. subsidiary, AXA Equitable Holdings, Inc. (EQH), at a public offering price of USD 20.25 per share, corresponding to approximately USD 1.2 billion of net proceeds*. The Offering consists of shares of common stock of EQH to be sold by AXA, as selling stockholder, and is expected to close on November 20, 2018. AXA has granted the underwriters a 30-day option to purchase up to an additional 9,000,000 shares of common stock. This represents an overall upsizing in the Offering of 10,000,000 shares and 1,500,000 option shares granted to the underwriters.

In addition to the Offering, AXA has entered into a share repurchase agreement with EQH pursuant to which AXA will sell to EQH 30,000,000 shares of EQH’s common stock (the Share Buyback), corresponding to approximately USD 0.6 billion of proceeds*. The Share Buyback is subject to certain terms and conditions, including the successful completion of the Offering.

Upon completion of the Offering and the Share Buyback, and assuming the underwriters exercise in full their option to purchase additional shares of common stock, total net proceeds to AXA would be approximately USD 2.0 billion and AXA’s ownership of EQH’s common stock would decrease from approximately 72.2%* to approximately 57.5%*.

J.P. Morgan, Morgan Stanley and Citigroup are acting as joint lead book-running managers and underwriters for the Offering. Barclays, BNP Paribas, Credit Agricole CIB, Goldman Sachs & Co. LLC, HSBC, Natixis, Societe Generale, BBVA, ING, and UniCredit Capital Markets are acting as joint book-running managers and underwriters for the Offering. Lazard is acting as financial advisor to AXA in connection with the Offering.

A registration statement relating to the Offering has been filed by EQH with, and declared effective by, the U.S. Securities and Exchange Commission. Copies of the registration statement may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, Attention: Prospectus Department, 1155 Long Island Avenue, Edgewood, New York 11717 or telephone: 866-803-9204; Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014; and Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717 or telephone: 800-831-9146.

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.

*Net of underwriting discounts and commissions.

*The price per share payable by EQH for the Share Buyback will be the same as the price per share paid by underwriters to AXA as part of the Offering.

*Out of 558,526,870 total common outstanding shares, as of September 30th, 2018; and including the shares that AXA would deliver upon exchange of the mandatorily exchangeable bonds issued by AXA in May 2018.