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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------
FORM 11-K
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(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2005
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE TRANSITION PERIOD FROM __________ TO __________
COMMISSION FILE NUMBER: 001-15787
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF METROPOLITAN LIFE AND PARTICIPATING
AFFILIATES
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
METLIFE, INC.
200 PARK AVENUE
NEW YORK, NEW YORK 10166-0188
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SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE AND PARTICIPATING AFFILIATES
TABLE OF CONTENTS
PAGE
----
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.................. 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits as of December
31, 2005 and 2004.................................................. 2
Statement of Changes in Net Assets Available for Benefits for the Year
Ended December 31, 2005............................................ 3
Notes to Financial Statements......................................... 4
Form 5500, Schedule H, Part IV, Line 4i, Schedule of Assets (Held at
End of Year) as of December 31, 2005............................... 12
Signatures............................................................ 13
Exhibit Index......................................................... 14
Note: Supplemental schedules not listed are omitted due to the absence of
conditions under which they are required.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Trustee and Participants of the
Savings and Investment Plan for Employees of
Metropolitan Life and Participating Affiliates
We have audited the accompanying statements of net assets available for benefits
of the Savings and Investment Plan for Employees of Metropolitan Life and
Participating Affiliates (the "Plan") as of December 31, 2005 and 2004, and the
related statement of changes in net assets available for benefits for the year
ended December 31, 2005. These financial statements are the responsibility of
the Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes consideration
of internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose
of expressing an opinion on the effectiveness of the Plan's internal control
over financial reporting. Accordingly, we express no such opinion. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 2005 and 2004, and the changes in net assets available for benefits
for the year ended December 31, 2005 in conformity with accounting principles
generally accepted in the United States of America.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule listed in the
table of contents is presented for the purpose of additional analysis and is
not a required part of the basic financial statements but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This supplemental schedule is the responsibility of the Plan's
management. The supplemental schedule has been subjected to the auditing
procedures applied in the audit of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
/s/ Deloitte & Touche LLP
Certified Public Accountants
Tampa, FL
June 21, 2006
1
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE AND PARTICIPATING AFFILIATES
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2005 AND 2004
(DOLLARS IN THOUSANDS)
2005 2004
---------- ----------
ASSETS:
Participant directed investments...................... $3,984,588 $3,690,746
---------- ----------
Net assets available for benefits..................... $3,984,588 $3,690,746
========== ==========
See accompanying notes to financial statements.
2
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE AND PARTICIPATING AFFILIATES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2005
(DOLLARS IN THOUSANDS)
2005
----------
Additions:
Participant contributions ...................................... $ 173,564
Employer contributions ......................................... 64,436
Interest income ................................................ 102,435
Dividend income ................................................ 1,976
Transfers into the Plan ........................................ 942
Net appreciation in fair value of investments .................. 153,196
----------
Total additions ............................................. 496,549
----------
Deductions:
Benefit payments ............................................... 195,917
Investment advisory and management fees ........................ 6,210
Other Expense .................................................. 580
----------
Total deductions ............................................ 202,707
----------
Increase in net assets ............................................ 293,842
----------
Net assets available for benefits, beginning of year .............. 3,690,746
----------
Net assets available for benefits, end of year .................... $3,984,588
==========
See accompanying notes to financial statements.
3
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE AND PARTICIPATING AFFILIATES
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2005 AND 2004
(DOLLAR AMOUNTS ARE IN THOUSANDS UNLESS OTHERWISE STATED)
1. DESCRIPTION OF THE PLAN
The following description of the Savings and Investment Plan for Employees
of Metropolitan Life and Participating Affiliates (the "Plan") is provided for
general information purposes only. Participants should refer to the Plan
Document (the "Plan Document") for a more complete description of the Plan.
GENERAL INFORMATION -- The Plan became effective on May 1, 1970 and, as
subsequently amended, is designed to comply with the requirements of the
Employee Retirement Income Security Act of 1974, as amended ("ERISA").
Participants who had amounts under The New England 401(k) Plan which were
invested in The New England Financial Accumulation Account, as of December 31,
2000, have such account as a frozen tenth Core Fund (as hereinafter defined), to
the extent they have retained assets in such fund. Such assets are classified
with the Plan's Fixed Income Fund. The Plan is administered by a senior officer
of Metropolitan Life Insurance Company (the "Company"). Record keeping services
are performed for the Plan by an independent third-party.
The Plan is a defined contribution plan consisting of the following eight
investment options through participation in various separate account funds
sponsored by the Company and The New England Financial Accumulation Account,
where applicable:
Separate Accounts #78, #253, #378, #429 & The
Fixed Income Fund New England Financial Accumulation Account
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Equity Fund Separate Account #413
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Common Stock Index Fund Separate Account MI
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Blended Small Company Stock Fund Separate Account #334
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International Equity Fund Separate Account #79
--------------------------------------------------------------------------------
Small Company Stock Fund Separate Account #307
--------------------------------------------------------------------------------
Value Equity Fund Separate Account #267
--------------------------------------------------------------------------------
Emerging Markets Equity Fund Separate Account #247
--------------------------------------------------------------------------------
Contributions to each separate account fund are remitted to the Company
pursuant to group annuity contracts and allocated in accordance with the
elections of the participants (as defined below). The Plan also offers
participants the option to invest in the shares of the Company's parent,
MetLife, Inc., through the MetLife Company Stock Fund. The separate account
funds and the MetLife Company Stock Fund together constitute the nine core
investment options of the Plan ("Core Funds"). To supplement the Core Funds, the
Plan offers to all participants the ability to transfer funds out of the Core
Funds into a Self-Directed Account ("SDA"). The SDA works like a personal
brokerage account by providing participants with direct access to a wide variety
of mutual funds that are available to the public through many well-known mutual
fund families. Both the MetLife Company Stock Fund and the SDA are held in trust
and contributions and transfers are remitted to Mellon Bank, N.A., as trustee.
PARTICIPANT ACCOUNTS -- The record keeper maintains individual account
balances for each employee of Participating Affiliates (as defined below) who
participates in the Plan (each such employee, a "participant"). Each
participant's account is credited with contributions, as discussed below, and
allocations of investment earnings and charged with withdrawals and allocations
of investment losses and administrative expenses paid by the Plan, as provided
by the Plan Document. A participant is entitled to the benefits that can be
provided by the participant's vested account balance determined in accordance
with the Plan Document and as described below.
CONTRIBUTION AND FUNDING -- Contributions, as defined in the Plan Document,
consist of that portion of participant contributions which are matched by the
Company, MetLife Group, Inc., Metropolitan Property and Casualty Insurance
Company, Texas Life Insurance Company, MetLife Bank National Association,
MetLife Insurance Company of Connecticut (formerly,The Travelers Insurance
Company), and Trumbull Street Investments, LLC (collectively, the "Participating
Affiliates"), each for its own participants, and that portion of participant
contributions which are not matched by any of the Participating Affiliates.
Contributions of the Participating Affiliates vest in the participants' accounts
in accordance with the terms of the Plan. Contributions of the participants
4
and Participating Affiliates are credited to the respective Core Funds in the
manner elected by the participants and provided by the Plan. Pursuant to the
terms of the Plan, matching contributions of the Participating Affiliates may be
reduced to reflect forfeiture of non-vested participant interest and are
suspended for six months if money is withdrawn by the participant from certain
restricted funds.
Each year, participants may contribute up to 40 percent of their eligible
compensation, as defined in the Plan, subject to certain Internal Revenue Code
("IRC") limitations. Highly compensated employees may elect to make before and
after-tax contributions up to a maximum of 10% and 13% respectively, of such
participants' compensation. Participants who were age 50 or older during the
Plan year were permitted to make additional catch-up contributions in excess of
the regular IRC limitations (up to $4 and $3 for the years ended December 31,
2005 and 2004, respectively). The Participating Affiliates (other than Texas
Life Insurance Company) each make a matching contribution equal to 4% of the
participant's eligible compensation when a participant contributes a minimum of
3% of their eligible compensation to the Plan. Texas Life Insurance Company
makes a matching contribution equal to 3% of the participant's eligible
compensation when a participant contributes a minimum of 3% of their eligible
compensation to the Plan. Subject to the approval of the Plan Administrator,
participants may also rollover into the Plan, amounts representing distributions
from traditional IRAs (to the extent that the participant did not make
nondeductible contributions), qualified defined benefit plans, qualified defined
contribution plans, 403(b) plans or governmental 457(b) plans.
PARTICIPATION -- Generally all employees of the Participating Affiliates
who are regularly scheduled to work at least 1,000 hours per year, with the
exception of certain groups of individuals performing services for the
Participating Affiliates (e.g., individuals classified by the Participating
Affiliates as leased employees, individuals classified by the Participating
Affiliates as independent contractors, certain statutory employees of GenAmerica
Financial Corporation as of December 31, 2000 and employees participating in or
eligible to participate in the New England Agents' Deferred Compensation Plan
and Trust, the New England Agents' Retirement Plan and Trust and/or the New
England Agency Employees' Retirement Plan and Trust and certain collectively
bargained employees), are eligible to become participants in the Plan on their
date of hire and may immediately make contributions to the Plan. Generally, all
employees of the Participating Affiliates, with the exception of certain groups
of employees such as those described in the preceding sentence, are eligible to
receive an allocation of Company matching contributions as of the first day of
the month following the date they complete one year of service, provided that
they make the minimum contributions to the Plan, as discussed above.
VESTING -- Participant contributions vest immediately. Matching
contributions become fully vested upon the participant attaining age 55 or the
participant's completion of five years of service in accordance with the
five-year graded vesting schedule. A participant becomes 25% vested after the
completion of two years of service, and then increases his or her vested
percentage by an additional 25% per year for each year of completed service,
until the participant is 100% vested in the Plan after five years of completed
service. Vesting is accelerated if the participant is terminated under the
MetLife Plan for Transition Assistance for Officers, the MetLife Plan for
Transition Assistance (which covers non-officer level employees), the 2005-2006
MetLife Integrated Severance Plan (which covers MetLife Insurance Company of
Connecticut (formerly, The Travelers Insurance Company), Trumbull Street
Investments, LLC and certain employees of other Participating Affiliates), or is
on disability for more than 24 months.
FORFEITED ACCOUNTS -- For the years ended December 31, 2005 and 2004,
forfeited non-vested accounts totaled $2,246 and $1,201, respectively. Funds
from such forfeited non-vested accounts are transferred to the Company's General
Account Fund until such time as they are used to reduce future employer matching
contributions, to pay certain Plan administrative expenses, and/or restore
forfeited balances of partially vested participants who were re-employed and
timely repaid the vested portion of amounts that were previously distributed to
the participant. During the year ended December 31, 2005, no forfeitures from
non-vested accounts were used to reduce employer matching contributions, to pay
certain Plan administration expenses, or restore forfeited balances of partially
vested participants who were re-employed.
WITHDRAWALS AND DISTRIBUTIONS -- A participant may request cash withdrawals
from the Plan under the conditions set forth in the Plan Document. Distributions
from the Plan may be made upon a participant's retirement, death, disability for
more than 24 months, or termination of employment.
LOANS -- Participants may borrow from their accounts up to a maximum of $50
(reduced by the highest outstanding balance of loans during the one-year period
ending the day before the date a loan is to be made) or 50 percent of their
account balance (reduced by outstanding loans on the date of the loan),
whichever is less. The loans are secured by the balance in the participant's
account and bear interest at rates commensurate with local prevailing rates at
the time funds are borrowed as determined quarterly by the Plan Administrator.
The principal of and interest on the loans are paid ratably through payroll
deductions. Loan repayments are made to any or all of the Core Funds in
accordance with the participant's contribution investment allocation at the time
of repayment. The loan balance outstanding as of December 31, 2005 and 2004 was
$56,846 and $53,731, respectively.
5
ADMINISTRATIVE EXPENSES -- Expenses of the Plan, other than some
investment-related expenses and a limited amount of administrative expenses, are
paid by the Participating Affiliates if not paid by the Plan as provided in the
Plan Document.
PLAN AMENDMENT -- During the year ended December 31, 2005, the following
amendments were made to the Plan:
The Plan was amended to clarify several Plan provisions, including, among
others, permitting beneficiaries to continue installment payments after a
participant's death and permitting beneficiaries to stop installments in certain
situations.
The Plan Administrator was given the authority to adjust the allocations of one
or more participant accounts when an over allocation or under allocation occurs
in such account.
Participants whose account balance transferred as a result of the sale of State
Street to BlackRock, Inc. ("BlackRock"), or participants whose employment was
eliminated under the 2005-2006 MetLife Integration Severance Plan (which applies
to MetLife Insurance Company of Connecticut's (formerly, The Travelers
Insurance Company) and Trumbull Street Investments, LLC's associates and
employees and associates and employees of certain other Participating
Affiliates) had their participant account's automatically become 100% vested.
Due to legislative changes, the policy regarding distributions of participants'
account balances when the participant leaves employment, dies or becomes
disabled for a period longer than 24 months was amended. The cash out limit was
reduced from $5 to $1 beginning in 2005.
The Plan was amended to add two exceptions to the prohibitions against using
funds deposited into the Plan for anything other than the exclusive benefit of
Participants or their beneficiaries. These exceptions permit the Company to
recover its contributions if there was a mistake in fact, or if the Company's
tax deduction for contributions is disallowed by the IRS.
The claims and review procedures of the Plan were amended to limit the time
period for submitting claims and suits challenging denial of claims by
participants. The ERISA claims and appeals procedures are still in place to
allow a mechanism for the participant to dispute a Plan related issue.
The compensation definitions of the Plan were amended to reflect changes made to
benefit eligible compensation.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The following are the significant accounting policies followed by the Plan:
BASIS OF ACCOUNTING -- The financial statements of the Plan have been
prepared in conformity with accounting principles generally accepted in the
United States of America ("GAAP").
USE OF ESTIMATES -- The preparation of financial statements in conformity
with GAAP requires the Plan Administrator to adopt accounting policies and make
estimates and assumptions that affect the reported amounts of net assets
available for benefits and changes therein. Actual results could differ from
those estimates.
RISKS AND UNCERTAINTIES -- The Plan utilizes various investment securities,
including mutual funds and investment contracts. Investment securities, in
general, are exposed to various risks, such as interest rate, credit, and
overall market volatility. Due to the level of risk associated with certain
investment securities, it is reasonably possible that changes in the values of
investment securities will occur in the near term and that such changes could
materially affect the amounts reported in the financial statements.
INVESTMENT VALUATION AND INCOME RECOGNITION -- The Plan's net assets in the
Fixed Income Fund represent group annuity contracts with the Company and are
valued at contract value (Note 4). Contract value represents contributions made
under the contract, plus interest at the rate guaranteed by the fund, less
withdrawals, disbursements and loans to participants.
Contributions are recognized when due and withdrawals and distributions are
recognized when incurred. Investment income is recorded as earned. Loans to
participants are carried at the outstanding loan balance.
6
Funds held in the Equity Fund, Common Stock Index Fund, Blended Small
Company Stock Fund, International Equity Fund, Small Company Stock Fund, Value
Equity Fund, Emerging Markets Equity Fund, MetLife Company Stock Fund and the
SDA are stated at the aggregate value of units of participation. Such value
reflects accumulated contributions, dividends and realized and unrealized
investment gains or losses apportioned to such contributions, less withdrawals,
distributions, loans to participants, allocable expenses relating to the
purchase, sale and maintenance of the assets, and an allocable part of the
Company's investment expenses.
Funds held in the Company's general account are invested in the Company's
General Account Fund through a group annuity contract. Amounts are stated at the
aggregate amount of accumulated transfers of forfeited non-vested account
balances and interest earned thereon, less withdrawals to reduce matching
contributions or pay certain plan administrative expenses, as discussed above.
Interest is credited periodically in a manner consistent with the Company's
general practices for allocating such income.
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividends are recorded on the
ex-dividend date.
Management fees and operating expenses charged to the Plan for investments
in the mutual funds held in the SDA are deducted from income earned on a daily
basis and are not separately reflected. Consequently, management fees and
operating expenses for investments in such mutual funds are reflected as a
reduction of investment return on such investments.
PAYMENT OF BENEFITS -- Benefit payments to participants are recorded upon
distribution. Amounts allocated to accounts of persons who have elected to
withdraw from the Plan but have not yet been paid were $800 and $819 at December
31, 2005 and 2004, respectively.
TRANSFERS INTO THE PLAN -- Effective July 1, 2005, the Company acquired
from Citigroup, Inc. ("Citigroup") certain subsidiaries: MetLife Insurance
Company of Connecticut (formerly, The Travelers Insurance Company), and Trumbull
Street Investments, LLC (collectively "Travelers"), which became Participating
Affiliates of the Plan. The employees of Travelers were credited with service
recognized by Citigroup for purposes of determining eligibility and vesting for
future benefits under the Plan. Except to the extent that such employees have
elected, subject to the terms of the Plan, to rollover their qualifying benefits
from plans of Citigroup, the Plan has assumed no obligation for benefits due
under plans of Travelers or Citigroup.
EXCESS CONTRIBUTIONS PAYABLE -- The Plan is required to return
contributions received during the Plan year in excess of the IRC limits. An
immaterial amount of such excess contributions was required to be returned to
participants for the year ended December 31, 2005.
INVESTMENT ADVISORY AND MANAGEMENT FEES -- Except as they relate to the
separate accounts underlying the group annuity contracts held within the Fixed
Income Fund (Note 4), investment advisory and management fees are paid out of
the assets of the Core Funds and are recognized as expenses of the Plan. As
discussed above, the Plan records the group annuity contracts held in the Fixed
Income Fund at contract value. Investment advisory and management fees related
to the assets held under these contracts are charged to the underlying separate
accounts. Since these fees are not applied against the recorded contract value
of these contracts, they are not recognized as expenses of the Plan. Total
investment advisory and management fees charged against such separate accounts
were $4,272 for the year ended December 31, 2005.
ADMINISTRATIVE EXPENSES - To the extent that administrative expenses paid
by the Plan are allocated to the Fixed Income Fund, these amounts are charged
against the separate accounts underlying the group annuity contracts and do not
effect reported contract value of these assets. Accordingly, these amounts are
not recognized as expenses of the Plan. Administrative expenses charged to such
separate accounts were $263 for the year ended December 31, 2005.
7
3. INVESTMENTS
The following table represents the units of participation in (where
applicable) and value of (stated at fair value unless otherwise noted)
investments as of:
December 31,
-----------------------------------------------
2005 2004
---------------------- ----------------------
Units Value Units Value
--------- ---------- --------- ----------
Fixed Income Fund (at contract value) $2,139,920* $2,036,336*
Equity Fund 2,085,720 504,149* 2,276,705 517,982*
Common Stock Index Fund 135,764 426,523* 139,916 418,939*
Blended Small Company Stock Fund 497,398 76,379 510,337 74,689
International Equity Fund 542,483 111,512 451,056 78,242
Small Company Stock Fund 1,126,933 195,242 1,174,864 190,901*
Value Equity Fund 7,009,140 108,083 6,752,008 100,276
Emerging Markets Equity Fund 701,064 149,333 509,216 79,261
MetLife Company Stock Fund 7,967,208 193,813 6,229,118 125,673
Self-Directed Account - mutual funds 20,437 20,437 14,654 14,654
General Account Fund (at contract value)** 2,351 62
Loans to participants (at outstanding balance) 56,846 53,731
---------- ----------
Total investments $3,984,588 $3,690,746
========== ==========
* Represents five percent or more of net assets available for benefits.
** Designed to hold Plan forfeitures.
During the year ended December 31, 2005, the Plan's investments (stated at
fair value and including gains and losses on investments bought and sold, as
well as held during the year) appreciated in value as follows:
Equity Fund $ 29,483
Common Stock Index Fund 20,571
Blended Small Company Stock Fund 3,589
International Equity Fund 16,379
Small Company Stock Fund 12,090
Value Equity Fund 4,141
Emerging Markets Equity Fund 35,717
MetLife Company Stock Fund 29,445
Self-Directed Account - mutual funds 1,781
--------
Net appreciation in fair value of investments $153,196
========
4. INVESTMENT CONTRACTS WITH THE COMPANY
The Plan has fully benefit-responsive group annuity contracts with the
Company. The contracts are included in the financial
8
statements at contract value as reported to the Plan by the Company. Contract
value represents contributions made under the contract, plus interest at the
rate guaranteed by the Company, less withdrawals, disbursements and loans to
participants. Participants may ordinarily direct the withdrawal or transfer of
all or a portion of their investment at contract value. The crediting interest
rates are based on a formula agreed upon with the Company and are reviewed
annually for resetting, but may not be less than zero. The crediting interest
rates and average yields for the investment contracts with the Company were 4.8%
and 4.5% for the years ended December 31, 2005 and 2004, respectively. The
crediting interest rates and average yields for The New England Financial
Accumulation Account was 7.0% for both the years ended December 31, 2005 and
2004. There are no reserves against contract value for credit risk of the
Company, as the contract issuer or otherwise.
Assets held under the group annuity contracts with the Company are invested
in various separate accounts. As part of the Fixed Income Fund, the Plan
reported contract value for these group annuity contracts of $1,916,587 and
$1,818,950 at December 31, 2005 and 2004, respectively. The fair value of the
separate accounts underlying these contracts was $1,926,329 and $1,875,881 at
December 31, 2005 and 2004, respectively. The fair value was determined as the
sum of the products of the Plan's units of participation in each underlying
separate account multiplied by the unit value of the respective separate
account. The unit value of the separate accounts is calculated by and reported
to the Company internally by the Investment Product and Delivery Group. Upon
termination of an investment contract by the Company, as Plan sponsor, proceeds
would be paid to the Plan at fair value for the benefit of the participants,
provided fair value exceeds the guaranteed contract value. While the Company may
elect to do so at any time, it does not currently intend to terminate any of
these investment contracts.
The New England Financial Accumulation Account represents a guaranteed
investment contract through the general account of the Company. Accordingly, no
quoted market valuation is readily available. The Fixed Income Fund includes a
reported contract value for this contract of $223,333 and $217,386 at December
31, 2005 and 2004, respectively. The Company estimated the fair value of this
contract to be $231,157 and $225,098 as of December 31, 2005 and 2004,
respectively. This fair market value was estimated by discounting the related
cash flows using the yield of the Moody's Baa Industrial Bond Index on the
appropriate valuation date.
5. TERMINATION OF THE PLAN
While the Participating Affiliates intend that the Plan be permanent, each
of the Participating Affiliates (with respect to that particular company) has
the right to amend or discontinue it. In the event of termination of the Plan,
each participant shall be fully vested in Company contributions made to the
Plan, and have a right to receive a distribution of his or her interest, in
accordance with the provisions of the Plan.
6. FEDERAL INCOME TAX STATUS
The Internal Revenue Service ("IRS") has determined and informed the
Company by letter dated May 23, 2002 that the Plan is designed in accordance
with the applicable requirements of the IRC. The Plan has been amended and
restated since receiving such determination letter. The Plan Administrator and
the Plan's tax counsel believe that the Plan is designed and currently being
operated in material compliance with the applicable requirements of the IRC and
the Plan Document and related trust continue to be tax-exempt. Therefore, no
provision for income taxes has been included in the Plan's financial statements
for the year ended December 31, 2005.
In March 2002, the Company filed an application with the IRS concerning
certain proposed changes to the administration of Plan loans during the
1998-2002 Plan years and the implementation of contribution suspensions
following certain withdrawals during the 1999-2001 Plan years. In a letter from
the IRS dated January 2004, the Company was informed that its application was
accepted with no adverse effect on the Plan.
In May 2004, a second application was filed with the IRS requesting
approval of an alternative method relating to the above-noted contribution
suspensions; this application is currently pending. The Company does not expect
this application or the response thereto to have a material adverse effect on
the Plan.
7. RELATED-PARTY TRANSACTIONS
Certain Plan investments are shares of separate accounts managed by the
Company or affiliates of the Company. The balances of these investments were
$1,571,222 and $1,460,290 at December 31, 2005, and 2004, respectively. Net
appreciation for these investments was $121,970 for the year ended December 31,
2005. The Company is the sponsor of the Plan and, therefore, transactions
qualify as party-in-interest transactions. During the year ended December 31,
2005, the Plan paid to the Company or such affiliates
9
and recognized as Plan expenses investment advisory and management fees of
$5,980.
Certain of the separate accounts underlying the group annuity contracts
with the Company (Note 4) are also managed by the Company or affiliates of the
Company. The balances of these investments were $1,926,329 and $1,875,881 at
December 31, 2005 and 2004, respectively. Net appreciation for these investments
was $44,830 for the year ended December 31, 2005. As discussed in Note 2 above,
investment advisory and management fees related to these separate accounts are
not charged against the reported contract value of these group annuity contracts
and therefore are not recognized as expenses paid by the Plan. During the year
ended December 31, 2005, the Company or its affiliates received investment
advisory and management fees of $4,272 from these separate accounts.
Certain participants, who are also employees of the Participating
Affiliates, perform other non-investment related services for the Plan. Neither
the employees nor the Participating Affiliates receive compensation from the
Plan in exchange for these services.
At December 31, 2005 and 2004, the Plan held 3,954,576 and 3,075,933
shares, respectively, of common stock of MetLife, Inc. with a cost basis of
$132,889 and $91,041, respectively, through its investment in the MetLife
Company Stock Fund. During the year ended December 31, 2005, the Plan recorded
dividend income on MetLife, Inc. common stock of $1,976.
8. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits
between the financial statements and the Form 5500, Schedule H, Part 1, Asset
and Liability Statement as of:
December 31,
-----------------------
2005 2004
---------- ----------
Net assets available for benefits per
the financial statements $3,984,588 $3,690,746
Benefits payable (800) (819)
Cumulative deemed distributions of
participant loans (1,610) (1,641)
---------- ----------
Net assets per Form 5500, Schedule H,
Part I, Line 1l $3,982,178 $3,688,287
========== ==========
The following is a reconciliation between total additions per the financial
statements and total income per Form 5500. Schedule H, Part II, Income and
Expense Statement for the year ended December 31, 2005:
Total additions per financial statements $496,549
Transfers into the Plan, reported on Form 5500,
Part II, Line 2l(1) (942)
--------
Total income per Form 5500, Schedule H,
Part II, Line 2d $495,607
========
10
The following is a reconciliation between total deductions per the
financial statements and total expenses per Form 5500, Schedule H, Part II,
Income and Expense Statement for the year ended December 31, 2005:
Total deductions per financial statements $202,707
Benefits payable at December 31, 2005 800
Benefits payable at December 31, 2004 (819)
Current year cumulative Deemed Distributions 1,610
Prior year cumulative Deemed Distributions (1,641)
--------
Total expenses per Form 5500, Schedule H,
Part II, Line 2j $202,657
========
9. SUBSEQUENT EVENTS
Effective January 1, 2006, participants who are current employees of the
Company or Participating Affiliates may make contributions to a Roth 401(k)
feature on an after-tax basis. Additionally, the 2006 annual 401(k) employee
contribution limit has increased to $15 for combined before-tax 401(k) and Roth
401(k) contributions and the 401(k) catch-up contribution limit for participants
50 or older in 2006 has increased to $5.
On September 1, 2005, the Company purchased from Citigroup a 100% interest
in CitiStreet Associates, a division of CitiStreet LLC. Employees of CitiStreet
Associates became employees of the Company on January 1, 2006 and were credited
with service recognized by Citigroup for purposes of determining eligibility and
vesting for future benefits under the Plan. Except to the extent that such
employees elect, subject to the terms of the Plan, to rollover their qualifying
benefits from plans of Citigroup, the Plan will assume no obligation for
benefits due under plans of Citigroup.
******
11
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE AND PARTICIPATING AFFILIATES
FORM 5500, SCHEDULE H, PART IV, LINE 4i,
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
AS OF DECEMBER 31, 2005
(c) Description of investment including maturity
(a) (b) Identity of issuer, borrower, date, rate of interest, collateral,
lessor, or similar party par or maturity value (d) Cost (e) Current value
------------------------------------- ----------------------------------------- --------- -----------------
(in thousands)
* Metropolitan Life Insurance Group Annuity Contracts (**):
Company GAC #11557 *** $ 330,665
GAC #24888 *** 314,657
GAC #28894 *** 792,116
GAC #28895 *** 479,149
GAC #25767 (NEF Accumulation Account) *** 223,333
----------
Total assets in group annuity contracts --
Fixed Income Fund 2,139,920
----------
* Metropolitan Life Insurance Separate Account Contracts:
Company GAC #8550:
Equity Fund -- 413 *** 504,149
Common Stock Index Fund -- MI *** 426,523
Blended Small Company Stock Fund -- 334 *** 76,379
International Equity Fund -- 79 *** 111,512
Small Company Stock Fund -- 307 *** 195,242
Value Equity Fund -- 267 (GAC #24959) *** 108,083
Emerging Markets Equity Fund -- 247
(GAC #24960) *** 149,333
MetLife Company Stock Fund (GAC #25645) *** 193,813
Self-Directed Account (GAC #25768) *** 20,437
----------
Total assets held for investment in
insurance company separate accounts 1,785,471
----------
GAC #28576 - General Account Fund *** 2,351
* Various participants Loans to participants (maturing 2005 to
2019 with interest rates from 3.93% to 10.65%) *** 56,846
----------
Total assets available for benefits $3,984,588
==========
* Permitted party-in-interest
** At contract value
*** Cost has been omitted with respect to participant directed investments
12
SIGNATURES
THE PLAN. Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the Plan) have duly caused
this annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
Savings and Investment Plan for
Employees of Metropolitan Life and
Participating Affiliates
By: /s/ MARGERY BRITTAIN
------------------------------------
Name: Margery Brittain
Title: Plan Administrator
June 27, 2006
13
EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT NAME
------- ------------
23.1 Consent of Independent Registered Public Accounting Firm
14