SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001
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 INSURANCE
COMPANY AND PARTICIPATING AFFILIATES
(Exact Name of the Plan)
B. Name of Issuer of the securities held pursuant to the plan and the
address of its principal executive office:
METLIFE, INC.
ONE MADISON AVENUE
NEW YORK, NEW YORK 10010
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE INSURANCE COMPANY AND PARTICIPATING AFFILIATES
TABLE OF CONTENTS
PAGE
INDEPENDENT AUDITORS' REPORT...................................... 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for
Benefits as of December 31, 2001 and 2000..................... 2
Statement of Changes in Net Assets Available
for Benefits for the Year Ended December 31, 2001............. 3
Notes to Financial Statements................................... 4
Supplemental Schedule of Assets Held for
Investment Purposes as of December 31, 2001................... 8
Signature....................................................... 9
Exhibit 23 -- Consent of Deloitte & Touche LLP.................. 10
Note: Supplemental schedules not listed are omitted due to the absence of
conditions under which they are required.
INDEPENDENT AUDITORS' REPORT
Savings and Investment Plan for Employees of
Metropolitan Life Insurance Company 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 Insurance
Company and Participating Affiliates (the "Plan") as of December 31, 2001 and
2000, and the related statement of changes in net assets available for benefits
for the year ended December 31, 2001. 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 auditing standards generally accepted
in the United States of America. 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 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, 2001 and 2000, and the changes in net assets available for the year
ended December 31, 2001, in conformity with accounting principles generally
accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of Assets Held
for Investment Purposes as of December 31, 2001 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 schedule is the responsibility of
the Plan's management. Such schedule has been subjected to the auditing
procedures applied in the audit of the basic 2001 financial statements and, in
our opinion, is fairly stated in all material respects when considered in
relation to the basic financial statements taken as a whole.
Deloitte & Touche LLP
New York, New York
June 14, 2002
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE INSURANCE COMPANY
AND PARTICIPATING AFFILIATES
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2001 AND 2000
(DOLLARS IN THOUSANDS)
2001 2000
---------- ----------
ASSETS:
Investments ............................ $3,025,716 $2,771,215
Loans to Participants .................. 56,096 57,954
---------- ----------
Net Assets Available for Benefits ...... $3,081,812 $2,829,169
========== ==========
See accompanying notes to financial statements.
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE INSURANCE COMPANY
AND PARTICIPATING AFFILIATES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 2001
(DOLLARS IN THOUSANDS)
2001
----
Additions:
Participant contributions ...... $ 118,760
Employer contributions ......... 52,191
Interest income ................ 112,763
Net depreciation in fair
value of Investments .......... (263,928)
----------
Total additions ............... 19,786
----------
Deductions:
Benefit payments ............... 171,201
Investment advisory and
management fees ............... 4,101
Other expenses ................. 309
----------
Total deductions .............. 175,611
----------
Decrease in Net Assets ........... (155,825)
----------
Net Transfers to the plan ........ 408,468
Net Assets available for benefits,
beginning of year ............. 2,829,169
----------
Net Assets available for
benefits, end of year ......... $3,081,812
==========
See accompanying notes to financial statements.
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE INSURANCE COMPANY AND
PARTICIPATING AFFILIATES
NOTES TO FINANCIAL STATEMENTS
(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 Insurance Company and Participating Affiliates (the "Plan") is
provided for general information purposes only. Participants should refer to the
Plan Document for more complete information.
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"). The Plan
is administered by the Company's Human Resources Department. The administrator
of the Plan is appointed by the Company's Employee Benefits Committee.
The Plan is a defined contribution plan consisting of nine distinct funds --
Fixed Income Fund, 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 and MetLife Company Stock Fund. Contributions
to each fund are remitted to Metropolitan Life Insurance Company (the "Company")
pursuant to group annuity contracts. The Plan also offers a Self-Directed
Account to all participants. The Self-Directed Account is an investment option
that supplements the Plan's core funds. It 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.
CONTRIBUTION AND FUNDING -- Contributions, as defined in the Summary Plan
Description for the Plan, consist of employee basic contributions which are
matched by Metropolitan Life Insurance Company, Metropolitan Property and
Casualty Insurance Company, MetLife Funding, Inc., Edison Supply and
Distribution, Inc., Farmers National Company, Texas Life Insurance Company,
MetLife Securities, Inc., MetLife Credit Corp., MetLife Trust Company N.A., New
England Financial, MetLife Bank, N.A. and GenAmerica Financial Corporation
(collectively, the "Companies"), each for its own employees, and employee
supplemental contributions which are not matched by any of the Companies.
Contributions of the Companies vest in the employees' accounts in accordance
with the terms of the Plan. Contributions of the employees and Companies are
credited to the respective Funds in the manner elected by the employees and
provided by the Plan. Pursuant to the terms of the Plan, matching contributions
of the Companies are reduced to reflect termination of nonvested employee
interest and suspended for prescribed periods of time if money is withdrawn by
the employee from certain restricted funds.
Contributions to the Fixed Income Fund are allocated to the Company's
Separate Accounts No. 78 and 253. During 2001, the New England Financial
Accumulation Account, a frozen Fixed Income Fund, was transferred to the Plan.
Contributions to the Equity Fund, the Common Stock Index Fund, the Blended Small
Company Stock Fund, the International Equity Fund, the Small Company Stock Fund,
the Value Equity Fund and the Emerging Markets Equity Fund are allocated to the
Company's Separate Accounts 12, MI, 334, 79, 307, 267 and 247, respectively.
Contributions to the MetLife Company Stock Fund are invested primarily in shares
of common stock of MetLife, Inc.
PARTICIPATION -- Generally, all employees of the Company and its
participating affiliates, with the exception of certain groups of employees
(e.g., leased employees, independent contractors, employees of the Grand Bank
Division of MetLife Bank, N.A., and certain collectively bargained employees),
are eligible to become participants in the Plan on the first of the month
following 30 days of service.
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 grade vesting
schedule.
WITHDRAWALS AND DISTRIBUTIONS -- A participant may request cash withdrawals
from the Plan under the conditions set forth in the Summary Plan Description.
Distributions from the Plan occur upon a participant's retirement, death or
termination of employment.
LOANS -- Loans are available to participants from their accounts. Loan
repayments are made to any or all of the funds in accordance with the
participant's investment allocation at the time of repayment. The loan balance
outstanding as of December 31, 2001 and 2000 was $56,096 thousand and $57,954
thousand, respectively.
ADMINISTRATIVE EXPENSES -- Expenses of the Plan, other than some
investment-related expenses and a limited amount of administrative expenses, are
paid by the Companies.
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. The preparation of financial statements in accordance
with accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts and disclosures in the financial statements. Actual results could differ
from those estimates. The Plan utilizes various investment instruments.
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 Statements
of Net Assets Available for Benefits.
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.
VALUATION OF INVESTMENTS -- The Plan's net assets in the Fixed Income Fund
are valued at contract value. Contract value represents contributions made under
the contract, plus interest at the annual rate guaranteed by the fund (7.00% and
6.70% in 2001 and 2000, respectively), less withdrawals, disbursements and loans
to participants.
Funds held in Separate Account No. 12, Separate Account MI, Separate
Account No. 334, Separate Account No. 79, Separate Account No. 307,
Separate Account No. 96, Separate Account No. 267, Separate Account No.
247, the MetLife Company Stock Fund and the Self-Directed Account 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 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.
In June 2000, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standard No. 138, Accounting for Certain
Derivative Instruments and Certain Hedging Activities -- an Amendment of FASB
Statement No. 133 ("SFAS 138"). In June 1999, the FASB also issued Statement of
Financial Accounting Standards No. 137, Accounting for Derivative Instruments
and Hedging Activities -- Deferral of the Effective Date of FASB Statement No.
133 ("SFAS 137"). SFAS 137 deferred the provisions of Statement of Financial
Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging
Activities ("SFAS 133") until January 1, 2001. SFAS 133 and SFAS 138 require,
among other things, that all derivatives be recognized in the balance sheets as
either assets or liabilities and measured at fair value. Adoption of the
provisions of SFAS 133 and SFAS 138 on January 1, 2001 did not have a material
effect on the Plan's financial statements.
3. INVESTMENTS
The following table represents the fair value of investments as of:
DECEMBER 31,
-------------------------------
2001 2000
---------- ----------
Fixed Income Fund $1,695,705* $1,287,312*
Equity Fund 573,423* 736,875*
Common Stock Index Fund 391,096* 414,826*
Blended Small Company Stock Fund 19,351 --
International Equity Fund 47,480 49,282
Small Company Stock Fund 143,055 161,914*
Value Equity Fund 51,824 31,815
Emerging Markets Equity Fund 27,502 28,205
MetLife Company Stock Fund 67,922 60,986
Self-Directed Account 8,358 --
---------- ----------
Total Investments $3,025,716 $2,771,215
========== ==========
* Represents five percent or more of net assets available for benefits.
During 2001, the Plan's investments (including gains and losses on
investments bought and sold, as well as held during the year) depreciated in
value by $ 263,928 thousand, as follows:
Net depreciation in fair value of investments:
Separate accounts $(263,803)
Mutual funds (125)
---------
Net depreciation in fair value of investments $(263,928)
=========
4. TERMINATION OF THE PLAN
While the Companies intend that the Plan be permanent, each of the Companies
has the right to amend or discontinue it. In the event of termination of the
Plan, each participant shall receive a distribution of his or her interest, in
accordance with the provisions of the Plan.
5. TAX STATUS
The Internal Revenue Service has determined and informed the Company by
letter dated June 27, 1995, that the Plan and related trust are designed in
accordance with the applicable sections of the Internal Revenue Code of 1986, as
amended ("IRC"). The Plan has been amended and restated since receiving such
determination letter. However, the Plan Administrator and the Plan's tax counsel
believe that the Plan is designed and currently being operated in compliance
with the applicable requirements of the IRC. Moreover, the Plan has recently
submitted a new determination letter application. Therefore, no provision for
income taxes has been included in the Plan's financial statements.
6. RELATED-PARTY TRANSACTIONS
Certain Plan investments are shares of Separate Accounts managed by the
Company or affiliates of the Company. The Company is the sponsor of the Plan
and, therefore, these transactions qualify as party-in-interest transactions.
7. CHANGES IN THE PLAN
Effective December 31, 2000, the New England Financial 401(k) Plan and Trust
(the "NEF Plan") and the GenAmerica Progress Sharing Plan (the "GenAm Plan")
were merged into the Plan. In January 2001, net assets of $ 295,397 thousand and
$117,117 thousand from the NEF Plan and the GenAm Plan, respectively, were
transferred into the Plan. The net assets transferred from the NEF Plan
represented all but one of the NEF Plan Accounts. The exception was the NEF
Accumulated Account, a Fixed Income investment account that remained intact but
was transferred to the Plan as a frozen account.
During 2002, the Security First Savings 401(k) Plan and the Nathan & Lewis
401(k) Plan were merged into the Plan and net assets of $8,634 thousand and
$2,882 thousand, respectively, were transferred into the Plan.
******
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE INSURANCE COMPANY AND
PARTICIPATING AFFILIATES
SUPPLEMENTAL SCHEDULE
SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES OF
METROPOLITAN LIFE INSURANCE COMPANY AND
PARTICIPATING AFFILIATES
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 2001
ISSUER DESCRIPTION FAIR VALUE
------ ----------- ----------
(DOLLARS IN
THOUSANDS)
* Metropolitan Life Insurance Company Group Annuity Contracts (**):
GAC #11557 $ 658,372
GAC #24888 842,261
NEF Frozen Accumulation Account 196,040
Earnings in excess of stated effective (968)
annual return
Total assets in separate account group ----------
annuity contracts -- Fixed Income Fund $1,695,705
----------
* Metropolitan Life Insurance Company Separate Account Contracts:
GAC #8550:
Equity Fund -- 12 $ 573,423
Common Stock Index Fund -- MI 391,096
Blended Small Company Stock Fund -- 334 19,351
International Equity Fund -- 79 47,480
Small Company Stock Fund -- 307 143,055
Value Equity Fund -- 267 51,824
Emerging Markets Equity Fund -- 247 27,502
MetLife Company Stock Fund 67,922
Self-Directed Account 8,358
----------
Total assets held for investment in
insurance company separate accounts 1,330,011
Loans to participants 56,096
Total assets held for investment ----------
purposes $3,081,812
==========
--------------
* Permitted party-in-interest
** At contract value, which approximates fair value.
SIGNATURE
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 Insurance Company and
Participating Affiliates
By: /s/ JAMES N. HESTON
------------------------------------
Name: James N. Heston
Title: Plan Administrator
June 14, 2002