-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IbiwrqPoY0fbxeMlu5wNIZyln2J5MpYNcYehOzcYcRZx8BYJOMw1KRDWWUFypj+B yS0PKUn7nwoSAObNHQL/jg== 0000350797-01-500011.txt : 20010807 0000350797-01-500011.hdr.sgml : 20010807 ACCESSION NUMBER: 0000350797-01-500011 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010806 ITEM INFORMATION: Other events FILED AS OF DATE: 20010806 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EATON VANCE CORP CENTRAL INDEX KEY: 0000350797 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 042718215 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08100 FILM NUMBER: 1699010 BUSINESS ADDRESS: STREET 1: 255 STATE STREET CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6174828260 MAIL ADDRESS: STREET 1: 255 STATE STEET STREET 2: 11TH FLOOR CITY: BOSTON STATE: MA ZIP: 02109 8-K 1 evc8k.txt EATON VANCE CORP. FORM 8-K 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): August 6, 2001 -------------- EATON VANCE CORP. ------------------ (Exact name of registrant as specified in its charter) Maryland 1-8100 04-2718215 - ---------------- ----------------------- ------------------- (State or other (Commission File Number) (IRS Employer jurisdiction of Identification No.) incorporation) 255 State Street, Boston, Massachusetts 02109 - --------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (617)482-8260 ------------- Page 1 of 5 pages INFORMATION INCLUDED IN THE REPORT ITEM 5. OTHER EVENTS - ------- ------------ Registrant's operating company, Eaton Vance Management, has commenced an offering of zero-coupon notes exchangeable into shares of Registrant's non-voting common stock under certain conditions, as described in Registrant's news release dated August 6, 2001, a copy of which is filed herewith as Exhibit 99.4 and incorporated herein by reference. Page 2 of 5 pages 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 hereunto duly authorized. EATON VANCE CORP. (Registrant) Date: August 6, 2001 /s/ William M. Steul -------------- ------------------------------------ William M. Steul, Chief Financial Officer Page 3 of 5 pages EXHIBIT INDEX Each exhibit is listed in this index according to the number assigned to it in the exhibit table set forth in Item 601 of Regulation S-K. The following exhibit is filed as part of this report: Exhibit No. Description - ----------- ----------- 99.4 Copy of registrant's news release dated August 6, 2001. Page 4 of 5 pages Exhibit 99.4 NEWS RELEASE {LOGO} Eaton Vance Corp. The Eaton Vance Building 255 State Street, Boston, MA 02109 (617) 482-8260 Contact: William M. Steul FOR IMMEDIATE RELEASE EATON VANCE CORP. ANNOUNCES ZERO-COUPON EXCHANGEABLE DEBT OFFERING BOSTON, MA - AUGUST 6, 2001 - EATON VANCE CORP. (NYSE:EV) today announced that it has commenced an offering of zero-coupon exchangeable notes through its operating company, Eaton Vance Management. Under the offering, the debt securities will be exchangeable into shares of Eaton Vance Corp.'s non-voting common stock if the market price of the shares reaches specified thresholds. It is expected that the debt will not be callable for five years after issuance, and will mature in 30 years, although the holders will be able to require Eaton Vance Management to repurchase the debt on several occasions. The debt securities will be offered with original issue discount with anticipated gross proceeds of approximately $150 million before the initial purchaser's $23 million gross proceeds overallotment option. Eaton Vance Management will use the proceeds of the offering to pay for recently announced acquisitions, purchase shares of Eaton Vance Corp. non-voting common stock, and general corporate purposes. Eaton Vance Corp. is the investment adviser and distributor of over 70 mutual funds. The company also manages investments for approximately 800 individual and institutional clients. Eaton Vance has over $50 billion in assets under management. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities. The offering is being made only to qualified institutional buyers. The debt securities and shares of non-voting common stock issuable upon exchange of the debt securities have not been registered under the United States or state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. Certain matters discussed in this press release and in public statements relating to the release may constitute forward-looking statements within the meaning of the federal securities laws. Actual results and the timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including the ability to close the debt offering, changes in the securities or financial markets or in general economic conditions, the availability of equity and debt financing, the investment performance of our subsidiaries and their ability to effectively market their investment strategies, and other risks detailed from time to time in Eaton Vance's filings with the Securities and Exchange Commission. For a discussion of such risks and uncertainties which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the company's Annual Report, Form 10-K for the most recently ended fiscal year as well as subsequent documents filed by the company with the Securities and Exchange Commission. Page 5 of 5 pages -----END PRIVACY-ENHANCED MESSAGE-----