Form 8-K - Current report

METLIFE INC false 0001099219 0001099219 2024-12-11 2024-12-11 0001099219 us-gaap:CommonStockMember 2024-12-11 2024-12-11 0001099219 us-gaap:SeriesAPreferredStockMember 2024-12-11 2024-12-11 0001099219 us-gaap:SeriesEPreferredStockMember 2024-12-11 2024-12-11 0001099219 us-gaap:SeriesFPreferredStockMember 2024-12-11 2024-12-11

 

 

UNITED STATES

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 (Date of earliest event reported): December 11, 2024

 

 

METLIFE, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

1-15787		13-4075851
(Commission File Number)		(IRS Employer Identification No.)

 

200 Park Avenue, New York, NY		10166-0188
(Address of Principal Executive Offices)		(Zip Code)

[phone]

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01		MET		New York Stock Exchange
Floating Rate Non-Cumulative Preferred Stock, Series A, par value $0.01		MET PRA		New York Stock Exchange
Depositary Shares, each representing a 1/1,000th interest in a share of 5.625% Non-Cumulative Preferred Stock, Series E		MET PRE		New York Stock Exchange
Depositary Shares, each representing a 1/1,000th interest in a share of 4.75% Non-Cumulative Preferred Stock, Series F		MET PRF		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

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Item 7.01 Regulation FD Disclosure

On December 11, 2024, MetLife, Inc. (“MetLife”) and General Atlantic issued a news release announcing the anticipated launch of Chariot Reinsurance, Ltd. (“Chariot Re”), a third-party offshore reinsurance company, which would utilize both MetLife Investment Management, LLC and General Atlantic as asset managers. MetLife and General Atlantic would each make a minority equity investment in Chariot Re. MetLife has received conditional approval to register the reinsurance company in Bermuda from the Bermuda Monetary Authority. MetLife is targeting initially ceding approximately $10 billion of statutory reserves of structured settlement and group annuity contracts associated with pension risk transfers to Chariot Re, which is subject to adjustment based on the final amount of initial equity raised to support Chariot Re. MetLife anticipates Chariot Re would launch in the first half of 2025, subject to regulatory approvals and other closing conditions. MetLife expects this transaction could initially result in an increase in available capital of approximately $1 billion. Additional information about this transaction can be found in the news release furnished as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

 

99.1		MetLife, Inc. news release dated December 11, 2024, announcing the formation of Chariot Reinsurance, Ltd.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).

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SIGNATURES

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.

 

METLIFE, INC.
By:		/s/ Timothy J. Ring
		Name:		Timothy J. Ring
		Title:		Senior Vice President and Secretary

Date: December 11, 2024

Exhibit 99.1

MetLife and General Atlantic Announce the Formation of Chariot Re

NEW YORK – December 11, 2024 – MetLife, Inc. and General Atlantic today announced the formation of Chariot Reinsurance, Ltd. (“Chariot Re”), a to-be-registered Class E Bermuda-based life and annuity reinsurance company. Chariot Re is expected to launch in the first half of 2025 and will have a future strategic reinsurance partnership with MetLife.

MetLife and General Atlantic anticipate Chariot Re will have an initial combined equity investment of over $1 billion, and that they will each initially own approximately 15% of the equity in Chariot Re. The remaining equity interests will be held by third-party stakeholders, including Chubb, a global leader in property and casualty insurance, which is expected to be an anchor third party investor.

MetLife anticipates initially reinsuring to Chariot Re an approximate $10 billion block of liabilities composed of structured settlement annuity contracts and group annuity contracts associated with pension risk transfers. The transaction is subject to required regulatory approvals and the final amount of initial equity raised to support Chariot Re. MetLife’s ongoing commitment to its policyholders will remain unchanged following the transaction and MetLife will continue to be responsible for all customer-related functions. Going forward, MetLife Investment Management and General Atlantic will exclusively provide asset management services to Chariot Re.

Through the execution of Investment Management Agreements, Chariot Re will leverage the combined global investment management capabilities of MetLife Investment Management and General Atlantic, including public fixed income, private credit, private real estate, and private equity. MetLife Investment Management, with expertise in Public Fixed Income, Private Capital and Real Estate, is one of the largest global managers of life insurance assets and General Atlantic is a leading global investor in the private markets with expertise across Growth Equity, Credit, Climate, and Sustainable Infrastructure.

Michel Khalaf, President and Chief Executive Officer of MetLife, Inc., said: “We are looking forward to seeing our collective vision to create a world-class provider of innovative reinsurance solutions come to life, leveraging the insurance and joint investment expertise of MetLife and General Atlantic. With the demand for life and retirement solutions anticipated to grow around the globe, MetLife views a strategic partnership with Chariot Re as a powerful avenue to further serve those expanding needs.”

Bill Ford, Chairman and Chief Executive Officer of General Atlantic, said: “General Atlantic and MetLife share a deep commitment to investment excellence, thoughtful risk management, and long-term value creation. Guided by MetLife’s robust origination capabilities and General Atlantic’s nearly 45 years of leadership in global private markets, we believe that Chariot Re will be well-positioned to deliver strong returns for its investors and drive sustainable growth going forward.”

It is expected that Chariot Re will be led by Cynthia Smith, a 30-year veteran of MetLife, who will serve as CEO. Most recently, Smith led MetLife’s Group Benefits Regional Business. Over the course of her career at MetLife, she has served in a variety of senior roles across several businesses and functions including strategy, finance, sales, underwriting, and technology transformation.

It is anticipated that Toby Srihiran Brown, Global Head of Reinsurance at MetLife, will represent the company on Chariot Re’s Board of Directors. It is also expected that Graves Tompkins, Chief Operating Officer at General Atlantic, will represent the firm on Chariot Re’s Board of Directors.

Bank of America is expected to provide financing for Chariot Re. Debevoise & Plimpton LLP and Oliver Wyman are serving as advisors to MetLife. Ardea Partners LP is serving as financial advisor, and Paul, Weiss, Rifkind, Wharton & Garrison LLP and Eversheds Sutherland (US), LLP are serving as legal counsel to General Atlantic.

About MetLife

MetLife, Inc. (NYSE: MET), through its subsidiaries and affiliates (“MetLife”), is one of the world’s leading financial services companies, providing insurance, annuities, employee benefits and asset management to help individual and institutional customers build a more confident future. Founded in 1868, MetLife has operations in more than 40 markets globally and holds leading positions in the United States, Asia, Latin America, Europe and the Middle East. For more information, visit www.metlife.com.

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About MetLife Investment Management

MetLife Investment Management, the institutional asset management business of MetLife, Inc. (NYSE: MET), is a global public fixed income, private capital and real estate investment manager providing tailored investment solutions to institutional investors worldwide. MetLife Investment Management provides public and private pension plans, insurance companies, endowments, funds and other institutional clients with a range of bespoke investment and financing solutions that seek to meet a range of long-term investment objectives and risk-adjusted returns over time. MetLife Investment Management has over 150 years of investment experience and, as of September 30, 2024, had $609.3 billion in total assets under management. For more information, see the total assets under management fact sheet for the quarter ended September 30, 2024 available on MetLife’s Investor Relations webpage (https://investor.metlife.com)

About General Atlantic

General Atlantic is a leading global investor in the private markets with more than four decades of experience providing capital and strategic support for over 520 growth companies throughout its history. Established in 1980, General Atlantic continues to be the dedicated partner to visionary founders and investors seeking to build dynamic businesses and create long-term value. The firm leverages its patient capital, operational expertise, and global platform to support a diversified investment platform spanning Growth Equity, Credit, Climate, and Infrastructure strategies. General Atlantic manages approximately $100 billion in assets under management, inclusive of all strategies, as of October 1, 2024, with more than 900 professionals in 20 countries across five regions. For more information on General Atlantic, please visit: www.generalatlantic.com.

Media

MetLife

Dave Franecki

973-264-7465

[e-mail]

General Atlantic

Mary Armstrong

917-683-0311

[e-mail]

Investors

John Hall

212-578-7888

[e-mail]

MetLife Forward-Looking Statements

This news release may contain information that includes or is based upon forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give expectations or forecasts of future events and do not relate strictly to historical or current facts. They use words and terms such as “anticipate,” “are confident,” “assume,” “believe,” “continue,” “could,” “estimate,” “expect,” “if,” “intend,” “likely,” “may,” “plan,” “potential,” “project,” “should,” “will,” “would,” and other words and terms of similar meaning or that are otherwise tied to future periods or future performance, in each case in all derivative forms. They include statements relating to future actions, prospective services or products, future performance or results of current and anticipated services or products, future sales efforts, future expenses, the outcome of contingencies such as legal proceedings, and future trends in operations and financial results.

Many factors determine the results of MetLife, Inc., its subsidiaries and affiliates, and they involve unpredictable risks and uncertainties. MetLife’s forward-looking statements depend on its assumptions, its expectations, and its understanding of the economic environment, but they may be inaccurate and may change. MetLife, Inc. does not guarantee any future performance. Its results could differ materially from those MetLife, Inc. expresses or implies in forward-looking statements. MetLife, Inc. does not undertake any obligation to publicly correct or update any forward-looking statement if MetLife, Inc. later becomes aware that such statement is not likely to be achieved. Please consult the “Risk Factors” and any further disclosures MetLife, Inc. makes on related subjects in reports to the U.S. Securities and Exchange Commission.

Document and Entity Information	Dec. 11, 2024
Document And Entity Information [Line Items]
Entity Registrant Name	METLIFE INC
Amendment Flag	false
Entity Central Index Key	0001099219
Document Type	8-K
Document Period End Date	Dec. 11, 2024
Entity Incorporation State Country Code	DE
Entity File Number	1-15787
Entity Tax Identification Number	13-4075851
Entity Address, Address Line One	200 Park Avenue
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10166-0188
City Area Code	(212)
Local Phone Number	578-9500
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Common Stock, par value $0.01
Trading Symbol	MET
Security Exchange Name	NYSE
Series A Preferred Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Floating Rate Non-Cumulative Preferred Stock, Series A, par value $0.01
Trading Symbol	MET PRA
Security Exchange Name	NYSE
Series E Preferred Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Depositary Shares, each representing a 1/1,000th interest in a share of 5.625% Non-Cumulative Preferred Stock, Series E
Trading Symbol	MET PRE
Security Exchange Name	NYSE
Series F Preferred Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Depositary Shares, each representing a 1/1,000th interest in a share of 4.75% Non-Cumulative Preferred Stock, Series F
Trading Symbol	MET PRF
Security Exchange Name	NYSE

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