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Published on 3/3/2011 in the Prospect News Convertibles Daily.

New Issue: MetLife prices $3.3 billion proceeds of 3.5-year convertible equity units at 5%

By Rebecca Melvin

New York, March 2 - MetLife Inc. priced $3.3 billion proceeds of three-year mandatory convertible equity units with a 5% coupon late Wednesday, a day ahead of schedule, and two concurrent common stock offerings for $6.35 billion, including one primary and one secondary offering, according to a syndicate source.

The mandatory convertible sale was made up of 40 million units a stated amount of $75.00 each for a total of $3 billion. The units priced at $82.88 for gross proceeds of $3.32 billion.

There was no greenshoe.

The units' threshold appreciation price is $44.275, which is 25% above the $35.42 stock reference price.

The units were sold by the Alico Holdings LLC subsidiary of American International Group, Inc.

In the concurrent stock offerings, Alico sold 146,809,712 shares and MetLife sold 68,570,000 shares, in each case at $43.25 each. Proceeds were $3.38 billion and $2.97 billion respectively.

Goldman Sachs & Co. and Citigroup Global Markets Inc. were bookrunners for the equity units while Goldman Sachs, Citigroup and Credit Suisse handled the stock sale.

The offerings by Alico are intended to provide for an orderly disposition of the MetLife securities owned by AIG. AIG is selling all of its holdings of MetLife securities received in MetLIfe's acquisition of Alico.

Based in New York, MetLife is a life insurance company.

Issuer:MetLife Inc.
Issue:Mandatory convertible equity units
Amount:$3.3 billion proceeds (40 million units), $3 billion face value
Maturity:Oct. 8, 2014
Concurrent offering:146.8 million shares of common stock at $43.25 each
Distribution rate:5%
Price:$82.88, par of $75
Threshold appreciation price:$44.275
Minimum conversion ratio:1.6940
Maximum conversion ratio:2.1174
Bookrunners:Goldman Sachs and Citigroup
Pricing date:March 2
Settlement:March 8
Listing:NYSE: MET
Distribution:Registered
Stock reference price:$35.42
Market capitalization:$45.9 billion

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