8-KRegulation FDOther EventsExhibits & Filings

METLIFE INC 8-K Report, Regulation FD Disclosure (May 25, 2023)

Filed May 25, 2023For Securities:METMET-PEMET-PFMET-PA

Summary

MetLife, Inc. (MET) announced a significant reinsurance transaction on May 25, 2023, involving two of its subsidiaries, Metropolitan Life Insurance Company (MLIC) and Metropolitan Tower Life Insurance Company (MTL). These subsidiaries have entered into a Master Transaction Agreement with Commonwealth Annuity and Life Insurance Company and First Allmerica Financial Life Insurance Company to reinsure specific blocks of business. This transaction primarily involves reinsuring 25% of certain retail universal life insurance policies with secondary guarantees and 100% of other retail universal life, universal life with supplemental guarantees, variable universal life insurance policies, and fixed and variable annuity contracts. The reinsurance is structured as a combined coinsurance and modified coinsurance arrangement, with trust agreements established to collateralize the reinsurers' obligations. MetLife will receive substantial ceding commissions totaling $2.25 billion ($1,770 million for MLIC and $480 million for MTL), subject to market-based adjustments. Furthermore, MetLife Investment Management (MIM) will serve as a preferred investment manager for a portion of the reinsured assets for a minimum of five years. The transaction is anticipated to close in the second half of 2023, subject to regulatory approvals and other customary conditions. In parallel, MetLife's Board of Directors approved an additional $1 billion share repurchase authorization.

Key Highlights

  • 1MetLife's subsidiaries, MLIC and MTL, have entered into a Master Transaction Agreement to reinsure significant blocks of life insurance and annuity business.
  • 2The transaction involves reinsuring 25% of certain universal life policies with secondary guarantees and 100% of other specified universal life, variable universal life, and annuity policies.
  • 3MetLife is set to receive approximately $2.25 billion in ceding commissions ($1.77 billion for MLIC, $480 million for MTL), subject to market adjustments.
  • 4MetLife Investment Management (MIM) will act as a preferred investment manager for about 40% of the transferred general account assets for at least five years.
  • 5The reinsurance arrangements are secured by trust accounts collateralizing the reinsurers' obligations.
  • 6The transaction is expected to close in the second half of 2023, contingent on regulatory approvals and other closing conditions.
  • 7MetLife's Board of Directors approved an additional $1 billion stock repurchase program.

Frequently Asked Questions

The primary purpose is to reinsure specific blocks of MetLife's retail universal life insurance policies and annuity contracts. This allows MetLife to reduce its financial exposure to these particular product lines and potentially enhance its capital efficiency.

MetLife expects to receive aggregate ceding commissions totaling $2.25 billion, with $1.77 billion payable to MLIC and $480 million to MTL. These amounts are subject to adjustments based on market conditions between the valuation date and closing.

The transaction is expected to close in the second half of 2023. However, completion is subject to the satisfaction or waiver of customary closing conditions, including obtaining required regulatory approvals.

No, MetLife or its affiliates will continue to administer the reinsured contracts. Therefore, customers should not experience any changes in their policy administration or customer service.

The additional $1 billion share repurchase authorization indicates MetLife's commitment to returning capital to shareholders and reflects confidence in the company's financial position and future prospects. It complements the capital management strategy potentially enhanced by the reinsurance transaction.