1 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: April 5, 2001 Commission file number 1-5805 ------------- ------ J.P. MORGAN CHASE & CO. ----------------------- (Exact name of registrant as specified in its charter) Delaware 13-2624428 -------- ---------- (State or other jurisdiction (I.R.S. Employer of incorporation) Identification No.) 270 Park Avenue, New York, NY 10017 - ----------------------------- ----- (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code) (212) 270-6000 --------------
2 Item 9. Regulation FD Disclosure A detailed summary of the performance of the direct private equity investments of JPMorgan Partners ("JPMP"), the private equity business of J.P. Morgan Chase & Co. ("JPMorgan Chase"), is set forth in Exhibit 99.1. The valuations reflected in the figures presented in Exhibit 99.1 are as of January 31, 2001, and the Registrant assumes no responsibility to update such valuations or any other information contained herein. The historical returns achieved by JPMP are not a prediction of future performance and there can be no assurance that these or comparable returns will be achieved by JPMP in the future. The valuations reflected in the figures presented in Exhibit 99.1 have been prepared by JPMP using the valuation policies described in notes (1) through (4) in Exhibit 99.2 and, in some instances, may differ materially from the valuations reflected in JPMorgan Chase's financial statements, which have been prepared in accordance with United States generally accepted accounting principles. For the notes referred to in Exhibit 99.1, see Exhibit 99.2. 2
3 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 hereunto duly authorized. J.P. MORGAN CHASE & CO. (Registrant) /s/ Dina Dublon ----------------------------------- Dina Dublon Chief Financial Officer Dated: April 5, 2001 3
4 EXHIBIT INDEX Exhibit No. Description Page - ----------- ----------- ---- 99.1 Investment Performance............................. 5 99.2 Notes to Table..................................... 6 4
1 EXHIBIT 99.1 - INVESTMENT PERFORMANCE ------------------------------------------------------------------------------------------------------ INVESTMENT PERFORMANCE (1) ------------------------------------------------------------------------------------------------------ ($ in millions) FULLY REALIZED AND PUBLIC INVESTMENTS (2) TOTAL FOR ALL INVESTMENTS (3) =================================================== ================================================= NUMBER OF INVESTED GROSS MULTIPLE NUMBER OF INVESTED GROSS MULTIPLE INVESTMENTS CAPITAL VALUE IRR (4) OF COST INVESTMENTS CAPITAL VALUE IRR (4) OF COST ----------- -------- ------- ------- -------- ----------- ------- ------- ------- -------- INDUSTRY Telecommunications, Media & Technology 174 $ 1,417 $ 5,319 90.4% 3.8x 460 $ 3,845 $ 8,189 51.7% 2.1x Life Sciences & Healthcare Infrastructure 70 467 1,292 43.6% 2.8x 144 1,130 1,945 24.6% 1.7x Industrial 179 1,095 2,808 39.1% 2.6x 318 3,062 5,248 24.4% 1.7x Consumer, Retail & Services 138 878 1,716 25.7% 2.0x 220 1,876 2,878 16.5% 1.5x Financial Services 24 222 495 67.7% 2.2x 60 657 1,076 30.9% 1.6x ------- ------- ------- ----- ----- ------- ------- ------- ----- ----- TOTAL 585 $ 4,079 $11,630 54.0% 2.9x 1,202 $10,570 $19,336 31.7% 1.8x ASSET CLASS Venture 140 $ 810 $ 2,639 100.2% 3.3x 466 $ 2,835 $ 5,021 45.6% 1.8x Buyout 346 2,178 5,515 43.1% 2.5x 509 4,845 8,932 29.0% 1.8x Growth Equity 99 1,091 3,476 52.9% 3.2x 227 2,890 5,383 28.1% 1.9x ------- ------- ------- ----- ----- ------- ------- ------- ----- ----- TOTAL 585 $ 4,079 $11,630 54.0% 2.9x 1,202 $10,570 $19,336 31.7% 1.8x REGION North America 523 $ 3,694 $10,692 52.6% 2.9x 929 $ 8,357 $16,289 33.8% 2.0x Latin America 12 113 232 79.5% 2.1x 68 638 787 11.9% 1.2x Europe 41 231 620 66.9% 2.7x 140 1,241 1,835 27.1% 1.5x Asia 9 41 86 95.3% 2.1x 65 334 425 17.9% 1.3x ------- ------- ------- ----- ----- ------- ------- ------- ----- ----- TOTAL 585 $ 4,079 $11,630 54.0% 2.9x 1,202 $10,570 $19,336 31.7% 1.8x - ---------- See Exhibit 99.2 for the notes referred to above. 5
1 EXHIBIT 99.2 - NOTES TO TABLE (1) This table reflects the performance of all direct private equity investments made by JPMP from January 1, 1984 through January 31, 2001. References to JPMP in this note include JPMP's predecessors, Chemical Venture Partners, Manufacturers Hanover and Chase, but exclude Hambrecht & Quist, Flemings, The Beacon Group and J.P. Morgan Capital Corporation (the heritage private equity organization of J.P. Morgan & Co. Incorporated). The invested capital reflected in this table does not include capital co-invested by third-party investors (e.g., Asia Opportunity Fund, L.P.) alongside JPMP. Direct private equity investments in real estate oriented businesses are excluded from the figures in this table. Mezzanine financings are included in the figures for their respective industry practice groups, asset classes and regions in this table. The historical returns achieved by JPMP are not a prediction of future performance and there can be no assurance that these or comparable returns will be achieved by JPMP in the future. There can be no assurance that the unrealized values reflected in this table will be realized. (2) Investments fully realized or publicly traded, with fully realized investments valued based on their respective actual monthly cash flows, and publicly traded investments valued based on their respective closing market prices as of January 31, 2001. As of January 31, 2001, 494 direct private equity investments, comprising approximately $2.7 billion of invested capital, had been fully realized, resulting in a Gross IRR with respect to such investments of approximately 57.8%, representing 2.9 times such invested capital. (3) Total for all direct private equity investments, including unrealized investments in companies that are not publicly traded. JPMP estimates the fair market value of these unrealized investments considering all relevant factors, such as cash flows and comparables. This table reflects data from the comprehensive portfolio valuation as of January 31, 2001. (4) Represents the gross compounded annual pre-tax internal rate of return based on monthly investment inflows and outflows as of January 31, 2001, assuming the estimated value of investments that have not been realized is received on January 31, 2001. Gross IRRs are calculated utilizing the time-zero IRR method which assumes all investments are made concurrently and each investment is held for its respective time period. 6