SEC Comment Letter for METLIFE (MET) — Jun 18, 2015
METLIFE INC
Date: June 18, 2015 · CIK: 0001099219 · Accession: 0000000000-15-032284
AI Filing Summary & Sentiment
Referenced dates: June 8, 2015
Letter
June 18, 2015 Via E -Mail Benjamin Nixon Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, NY 10019 -6099
Re: MetLife, Inc. Schedule TO-I/A filed June 1 2, 2015 Response letter dated June 10 , 2015 File No. 5-58857
Dear Mr. Nixo n:
This letter serves to memorialize the matters discussed in our telephone conversation on June 12, 2015.
We have considered your June 10, 2015 responses to comments 3 and 4 in our prior comme nt letter dated June 8, 2015 . We continue to ha ve concerns regarding the application of Rules 13e -4(f)(6) and 14e -5 as applied to the facts of your of fer, and specifically to the redemption that will occur immediately thereafter. We continue to believe that redemptions effecte d on the timing described in your offer materials would implicate Rules 13e -4(f)(6) and 14e-5. However, the staff will not conduct a ny further re view of this issue at this time.
Please direct any questions about th is letter or your filing to me at 202 -551-3263.
Sincerely,
/s/ Christina Chalk
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June 18, 2015
Via E -Mail
Benjamin Nixon
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019 -6099
Re: MetLife, Inc.
Schedule TO-I/A filed June 1 2, 2015
Response letter dated June 10 , 2015
File No. 5-58857
Dear Mr. Nixo n:
This letter serves to memorialize the matters discussed in our telephone conversation on
June 12, 2015.
We have considered your June 10, 2015 responses to comments 3 and 4 in our prior
comme nt letter dated June 8, 2015 . We continue to ha ve concerns regarding the application of
Rules 13e -4(f)(6) and 14e -5 as applied to the facts of your of fer, and specifically to the
redemption that will occur immediately thereafter. We continue to believe that redemptions
effecte d on the timing described in your offer materials would implicate Rules 13e -4(f)(6) and
14e-5. However, the staff will not conduct a ny further re view of this issue at this time.
Please direct any questions about th is letter or your filing to me at 202 -551-3263.
Sincerely,
/s/ Christina Chalk
Christina Chalk
Senior Special Counsel
Office of Mergers and Acquisitions