8-KShareholder MattersOther EventsExhibits & Filings

METLIFE INC 8-K Report, Rights Modification (Aug 28, 2017)

Filed August 28, 2017For Securities:METMET-PEMET-PFMET-PA

Summary

MetLife Inc. filed an 8-K on August 28, 2017, primarily to report material modifications to the rights of security holders concerning its junior subordinated debentures (JSDs) and related trust securities. The company entered into several supplemental indentures to amend the definition of "Adjusted Stockholders' Equity Amount." This amendment is specifically designed to address potential restrictions on MetLife's ability to pay interest on these securities that might arise due to the recent spin-off of Brighthouse Financial, Inc. These modifications ensure that the calculation of the "Adjusted Stockholders' Equity Amount" reflects the Brighthouse spin-off on a pro forma basis as of June 30, 2017. This proactive measure aims to prevent the spin-off transaction itself from triggering covenant breaches or otherwise impacting MetLife's capacity to meet its interest payment obligations on these junior subordinated debt instruments. The filing also announces the successful completion of a consent solicitation related to these securities.

Key Highlights

  • 1MetLife executed supplemental indentures to amend terms related to its junior subordinated debentures (JSDs) due 2066, 2067, 2068, and 2069.
  • 2The amendments impact the "Adjusted Stockholders' Equity Amount" definition within the indentures.
  • 3The primary purpose of the amendments is to pro forma the calculation of equity for the recent Brighthouse Financial, Inc. spin-off.
  • 4This adjustment is intended to prevent the spin-off from causing restrictions on MetLife's ability to pay interest on the affected debentures.
  • 5The filing also confirms the completion of a consent solicitation related to these junior subordinated debentures and MetLife Capital Trust IV securities.
  • 6These actions demonstrate MetLife's proactive management to maintain financial flexibility post-Brighthouse spin-off.

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