-----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, ED4Kpkusar+xYNqO7a+ddqQ11178YKd9bkU87Ixdwd/0Fh5B9n4iYSJRGH9oCZNe KhpXZD8lFOmVxrB8ekcVyw== 0000771726-04-000107.txt : 20040407 0000771726-04-000107.hdr.sgml : 20040407 20040407172558 ACCESSION NUMBER: 0000771726-04-000107 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040407 FILED AS OF DATE: 20040407 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AXA CENTRAL INDEX KEY: 0000898427 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 000000000 STATE OF INCORPORATION: I0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14410 FILM NUMBER: 04723027 BUSINESS ADDRESS: STREET 1: 25 AVE MATIGNON CITY: PARIS FRANCE STATE: I0 BUSINESS PHONE: 2125544489 MAIL ADDRESS: STREET 1: 135 WEST 50TH ST 3RD ST STREET 2: 135 WEST 50TH ST 3RD ST CITY: NEW YORK STATE: NY ZIP: 10020 FORMER COMPANY: FORMER CONFORMED NAME: AXA UAP DATE OF NAME CHANGE: 19970904 6-K 1 file001.txt FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------ FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE MONTH OF APRIL 2004 ------------------------ AXA (Translation of registrant's name into English) ------------------------ 25, AVENUE MATIGNON 75008 PARIS, FRANCE (address of principal executive offices) ------------------------ Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F _X_ Form 40-F ____ Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2 (b) under the Securities Exchange Act of 1934. Yes ____ No _X_ If "yes" is marked, indicate below this file number assigned to the registrant in connection with Rule 12g3-2 (b): N/A Incorporation By Reference AXA's press release furnished by the Registrant under this Form 6-K, except for all non-GAAP financial measures as such term is defined in Regulation G of the Securities Exchange Act of 1934, is incorporated by reference into the Registration Statements on Form F-3 (File Nos. 333-12872 and 333-12956), the Registration Statements on Form S-8 (File Nos. 333-109227, 333-104438, 333-91900, 333-9212, 333-12088 and 333-12944) and any other Registration Statement filed by the Registrant which shall by its terms automatically incorporate AXA's furnished 6-Ks. For the avoidance of doubt, the disclosure containing non-GAAP financial measures contained in the attached press release is not incorporated hereby into any Registration Statement filed by the Registrant that allows for the incorporation by reference of each Form 6-K furnished to the SEC by the Registrant. 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, thereunto duly authorized. AXA (REGISTRANT) By: /s/ DENIS DUVERNE --------------------------------- Name: Denis Duverne Title: Chief Financial Officer and Member of the Management Board Date: April 7, 2004 EXHIBIT INDEX EXHIBITS DESCRIPTION - -------- --------------------------------------- 1. Press Release issued on April 7, 2004 by AXA, announcing AXA's filing of its French Document de Reference with the AMF. EX-99.1 3 file002.txt PRESS RELEASE [LOGO] PRESS RELEASE APRIL 7, 2004 - -------------------------------------------------------------------------------- AXA FILES ITS FRENCH DOCUMENT DE REFERENCE(1) WITH THE AMF(2), INCLUDING INFORMATION ON 2003 US GAAP RESULTS - -------------------------------------------------------------------------------- Paris - AXA announced today that it has filed with the AMF its French Document de Reference. This document includes AXA's 2003 consolidated French GAAP financial statements and an unaudited reconciliation of AXA's 2003 French GAAP results to U.S. GAAP, which is prepared each year for purposes of AXA's New York Stock Exchange listing and its Form 20-F filed with the SEC. AXA's Form 20-F will be filed with the SEC before June 30, 2004. AXA's U.S. GAAP earnings for the year ended December 31, 2003 were Euro 3.7 billion, versus a loss of 2.6 billion last year, based on information currently available and not yet audited. This 2003 non audited U.S. GAAP profit of Euro 3.7 billion reflects significant profits derived from AXA's invested asset portfolio in light of continued financial markets' improvement during 2003, as well as significant gains on derivative contracts following the application of FAS 133, and a partial release of a provision on deferred tax assets in Japan. The main reconciling items between French and U.S. GAAP results are presented in appendix 1. The most significant differences between AXA's 2003 French GAAP and U.S. GAAP results arise from differing rules with respect to: - - OTHER THAN TEMPORARY IMPAIRMENT ON EQUITY SECURITIES: under U.S. GAAP rules applied by AXA, an equity security is subject to impairment if it has been in an unrealized loss position for more than 6 months or more than 20% at year-end. When such an impairment is necessary, assets are marked down to market value. According to U.S. GAAP principles, other than temporary impairment on equity securities cannot be reversed except at the time of the sale of the underlying security. Under French GAAP, the company marks down the assets to estimated recoverable values for equity securities with - ------------- 1 Annual Report. 2 Autorite des Marches Financiers. French equivalent of the SEC. Be Life Confident 1 unrealized loss positions of at least 20%(3) for more than 6 months. In accordance with these principles, other than temporary impairment on equity securities under U.S. GAAP were Euro 675 million lower than the amount recorded under French GAAP for the year ended December 31, 2003. - - DEFERRED TAX ASSET ("DTA") VALUATION ALLOWANCE: in determining recoverability of deferred tax assets, FAS 109 under U.S. GAAP gives greater weight to previous cumulative losses as opposed to French GAAP which places greater weight on the outlook for future profitability. As a result, in 2002, the situation in Japan led to a large valuation allowance under U.S. GAAP (Euro -1,052 million compared to Euro -39 million in French GAAP). In 2003, the Euro 343 million difference between U.S GAAP and French GAAP mainly resulted from a partial release of the 2002 related valuation allowance under U.S. GAAP, following a 2003 operating profit in Japan. - - INVESTMENTS IN MUTUAL FUNDS AND REAL ESTATE COMPANIES: under U.S. GAAP, these funds and companies are consolidated if AXA has control over the fund or company. Investment securities held by the funds are classified as trading and therefore are recorded at estimated fair value. Changes in estimated fair value are reported in net income. Under French GAAP, investments in mutual funds and real estate companies follow the same accounting rules as other invested assets. Financial markets' improvement in 2003 led to recognize a Euro 475 million net gain under U.S. GAAP, reflecting the increased market value of the securities. - - GOODWILL AMORTIZATION: under U.S. GAAP, effective from January 1, 2002, goodwill is no longer amortized but is subject to a minimum annual impairment test. Therefore the goodwill amortization accounted for in French GAAP is eliminated in the U.S. GAAP accounts. No goodwill impairment was required in 2003 and 2002, under either U.S. GAAP or French GAAP. At December 31, 2003, estimated U.S. GAAP shareholder's equity, group share, was Euro 24,918 million versus Euro 23,401 million under French GAAP. U.S. GAAP results have no effect on AXA's net asset value under French GAAP, embedded value or solvency capital. * * * ABOUT AXA AXA Group is a worldwide leader in financial protection and wealth management. AXA's operations are diverse geographically, with major operations in Western Europe, North America and the Asia/Pacific area. AXA had Euro 775 billion in assets under management as of December 31, 2003, and reported total revenues of Euro 72 billion and underlying earnings of Euro 2,035 million for 2003. The AXA ordinary share is listed and trades under the symbol AXA on the Paris Stock Exchange. The AXA American Depository Share is also listed on the NYSE under the ticker symbol AXA. - ------------- 3 In 2003, the French Conseil National de la Comptabilite moved the equity impairment threshold under French GAAP rules back to 20% from the previous level of 30% applicable for 2002 accounts. Be Life Confident 2 * * * This press release is available on the AXA Group web site(4): www.axa.com
INVESTOR RELATIONS: MEDIA RELATIONS: - ------------------- ---------------- Matthieu Andre : +33.1.40.75.46.85 Christophe Dufraux : +33.1.40.75.46.74 Caroline Portel : +33.1.40.75.49.84 Clara Rodrigo : +33.1.40.75.47.22 Laetitia de Charentenay : +33.1.40.75.56.07 Rebecca Le Rouzic : +33.1.40.75.97.35 Kevin Molloy: +1.212.314.2893 Jeff Tolvin : +1.212.314.3740
CAUTIONARY STATEMENTS CONCERNING FORWARD-LOOKING STATEMENTS Certain statements contained herein are forward-looking statements including, but not limited to, statements that are predications of or indicate future events, trends, plans or objectives. Undue reliance should not be placed on such statements because, by their nature, they are subject to known and unknown risks and uncertainties and can be affected by other factors that could cause actual results and AXA's plans and objectives to differ materially from those expressed or implied in the forward looking statements (or from past results). These risks and uncertainties include, without limitation, the risk of future catastrophic events including possible future terrorist related incidents. Please refer to AXA's Annual Report on Form 20-F for the year ended December 31, 2002 and AXA's Document de Reference for the year ended December 31, 2003, for a description of certain important factors, risks and uncertainties that may affect AXA's business. AXA undertakes no obligation to publicly update or revise any of these forward-looking statements, whether to reflect new information, future events or circumstances or otherwise. - ------------- 4 Outside of France, the website adress is : www.axa.com/default1.asp Be Life Confident 3 APPENDIX 1 - NET INCOME RECONCILIATION (NON AUDITED) Net impacts (Group share and net of taxes) on 2003 results, Group share
(euro million) FY 2003 FY 2002 - ---------------------------------------------------------------------------------------------------------------------------------- FRENCH GAAP NET INCOME 1005 949 - ---------------------------------------------------------------------------------------------------------------------------------- Investment in mutual funds and real estate companies 475 -1008 Impairment of equity portfolio 675 -1308 Japanese DTA valuation allowances 343 -1014 Goodwill amortization 562 588 UK unallocated surplus (FFA) 26 -274 Other adjustments 587 -521 of which . Difference in treatment of the UK distribution tax related to the inherited estate -29 -345 . Derivatives and hedging activities 752 293 . Sanford Bernstein - Elimination of the partial release of the dilution profit provision -148 . US DTL reserves -89 . Timing difference on the gain recognition on AXA Australia Health business disposal 93 -87 . Investment in limited partnerships (US) -15 -69 - ---------------------------------------------------------------------------------------------------------------------------------- US GAAP NET INCOME 3673 -2588 - ----------------------------------------------------------------------------------------------------------------------------------
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