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Citigroup Sells International Business to Metlife

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MetLife is buying Citigroup’s Travelers Life & Annuity, and all of Citigroup’s international insurance businesses for $11.5 billion.

Combining Travelers Life & Annuity with MetLife will make MetLife the largest individual life insurer in North America based on sales and increases MetLife’s Retirement and Savings general account assets by almost 60%.

Metlife Chairman and CEO,Robert H. Benmosche, said, “This transaction increases MetLife’s size and scale in our core products and markets. It also allows us to fully leverage the substantial investments we have made in our infrastructure over the past few years to improve operating effectiveness, enhance our IT platforms and build our high performance culture. Travelers Life & Annuity is a leading underwriter in the U.S. for variable annuities, structured settlements, universal life and variable universal life products, and has attractive international franchises. The transaction solidifies our leadership position in the industry, will be immediately accretive to earnings and will enable us to enhance our return on equity going forward.”

In connection with the transaction, Citigroup and MetLife have entered into ten-year agreements under which MetLife will greatly expand its distribution by making products available through certain Citigroup distribution channels, subject to appropriate suitability and other standards. These channels include Smith Barney, Citibank branches, and Primerica in the U.S., as well as a number of international businesses.

“Combining Travelers Life & Annuity’s strengths with MetLife’s will enable us to take full advantage of market opportunities and favorable demographic trends,” continued Mr. Benmosche. “Primerica, Smith Barney and Citibank branches are outstanding organizations that perfectly complement MetLife’s existing channels. The distribution agreements will provide us with the broadest distribution network in the industry.”

The transaction has been approved by the Boards of Directors of both companies. Under the terms of the transaction, Citigroup will receive $1.0 to $3.0 billion in MetLife equity securities and the balance in cash, which will result in an after-tax gain of approximately $2 billion, subject to closing adjustments. MetLife may finance the cash portion of the transaction through a combination of cash on hand, debt, mandatory convertible securities and selected asset sales. MetLife’s financing plan will depend on market conditions, timing and valuation considerations and the relative attractiveness of funding alternatives. The transaction is expected to close this summer.

Citigroup CEO, Charles Prince said, “Travelers Life & Annuity has a long and successful history of providing world-class products and services to its global customer base. This transaction joins Travelers Life & Annuity with one of the world’s leading insurance companies and sharpens our focus on Citigroup’s long-term growth franchises. We will redeploy the sale proceeds to higher return and higher growth opportunities and to maximize returns to our shareholders.”

MetLife estimates that the transaction will be immediately accretive and will increase its earnings per share by approximately 4 to 6 percent in 2006.

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Citigroup Sells International Business to Metlife
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