Summary
MetLife, Inc. announced a significant acquisition on January 31, 2005, entering into an Acquisition Agreement with Citigroup Inc. This agreement outlines MetLife's plan to acquire substantially all of Citigroup's international insurance businesses, including specific indirect subsidiaries like The Travelers Insurance Company. The transaction, anticipated to close in the summer of 2005, is subject to regulatory approvals and customary closing conditions, notably excluding any financing contingency for MetLife. The purchase price will be a combination of up to $3.0 billion in MetLife equity securities and cash for the remaining balance. The exact stock issuance amount will be determined shortly before closing, based on MetLife's common stock performance. The agreement also includes provisions for business conduct restrictions for both parties post-closing, a 7-year non-compete clause for Citigroup in life insurance and annuities in the U.S. and globally (with exceptions), and indemnification for certain losses. Furthermore, MetLife will gain rights to distribute products through Citigroup channels for ten years.
Key Highlights
- 1MetLife to acquire Citigroup's international insurance businesses and certain U.S. subsidiaries, including The Travelers Insurance Company.
- 2Transaction valued at up to $3.0 billion in MetLife equity securities plus cash.
- 3No financing contingency for MetLife, indicating strong financial standing or existing capital.
- 4Expected closing date in summer 2005, subject to regulatory approvals and customary conditions.
- 5Citigroup will be restricted from offering life insurance and annuities in the U.S. and globally (except Mexico) for seven years post-closing.
- 6MetLife secures ten-year distribution rights through certain Citigroup channels.
- 7Acquisition to be financed partially through the issuance of MetLife equity securities, potentially impacting share dilution.