MetLife 2010 Annual Report Download - page 221

members of the Board of Directors of the Holding Company. The Convertible Preferred Stock is not redeemable and is not subject to any
sinking fund, retirement fund, purchase fund or similar provisions.
For purposes of the earnings per common share calculation, the Convertible Preferred Stock is assumed converted into shares of
commonstockforbothbasicanddilutedweightedaverageshares.SeeNote20.
Common Stock
Issuances
In connection with the financing of the Acquisition (see Note 2) in November 2010, the Holding Company issued to ALICO Holdings
78,239,712 new shares of its common stock at $40.90 per share with a fair value of $3,200 million.
In anticipation of the Acquisition (see Note 2), in August 2010, the Holding Company issued 86,250,000 new shares of its common stock
at $42.00 per share for gross proceeds of $3,623 million. In connection with the offering of common stock, the Holding Company incurred
$94 million of issuance costs which have been recorded as a reduction of additional paid-in capital.
In February 2009, the Holding Company delivered 24,343,154 shares of newly issued common stock for $1,035 million, and in August
2008 the Holding Company delivered 20,244,549 shares of its common stock from treasury stock also for $1,035 million. Each issuance was
made in connection with the initial settlement of the stock purchase contracts issued as part of the common equity units sold in June 2005, as
described in Note 14.
In October 2008, the Holding Company issued 86,250,000 shares of its common stock at a price of $26.50 per share for gross proceeds
of $2,286 million. Of the shares issued, 75,000,000 shares, with a value of $4,040 million were issued from treasury stock for consideration
of $1,988 million. In connection with the offering of common stock, the Holding Company incurred $60 million of issuance costs which have
been recorded as a reduction of additional paid-in capital.
During the years ended December 31, 2010, 2009 and 2008, 332,121 shares, 861,586 shares and 2,271,188 shares of common stock
were issued from treasury stock for $18 million, $46 million and $118 million, respectively, to satisfy various stock option exercises and other
stock-based awards. During the year ended December 31, 2010, 2,182,174 new shares of common stock were issued for $74 million to
satisfy various stock option exercises and other stock-based awards. There were no new shares of common stock issued to satisfy the
various stock option exercises and other stock-based awards during both of the years ended December 31, 2009 and 2008.
Repurchase Programs
At January 1, 2008, the Company had $511 million remaining under its September 2007 stock repurchase program authorization. In both
January and April 2008, the Company’s Board of Directors authorized additional $1.0 billion common stock repurchase programs. During the
year ended December 31, 2008, the Company repurchased 19,716,418 shares under accelerated share repurchase programs and
1,550,000 shares under open market repurchases for $1,162 million and $88 million, respectively. During the years ended December 31,
2010 and 2009, the Company did not repurchase any shares. At December 31, 2010, the Company had $1,261 million remaining under its
January and April 2008 stock repurchase program authorizations.
Under these authorizations, the Holding Company may purchase its common stock from the MetLife Policyholder Trust, in the open market
(including pursuant to the terms of a pre-set trading plan meeting the requirements of Rule 10b5-1 under the Exchange Act) and in privately
negotiated transactions. Any future common stock repurchases will be dependent upon several factors, including the Company’s capital
position, its liquidity, its financial strength and credit ratings, general market conditions and the market price of MetLife, Inc.’s common stock
compared to management’s assessment of the stock’s underlying value and applicable regulatory, legal and accounting factors. Whether or
not to purchase any common stock and the size and timing of any such purchases will be determined in the Company’s complete discretion.
Other
In September 2008, in connection with the split-off of RGA as described in Note 2, the Holding Company received from MetLife, Inc.
stockholders 23,093,689 shares of MetLife, Inc.’s common stock with a fair market value of $1,318 million and, in exchange, delivered
29,243,539 shares of RGA Class B common stock with a net book value of $1,716 million resulting in a loss on disposition, including
transaction costs, of $458 million.
Dividends
The table below presents declaration, record and payment dates, as well as per share and aggregate dividend amounts, for the common
stock:
Declaration Date Record Date Payment Date Per Share Aggregate
Dividend
(In millions, except
per share data)
October 26, 2010 . . . . . . . . . . . . . . . . . . . . . . November 9, 2010 December 14, 2010 $0.74 $784(1)
October 29, 2009 . . . . . . . . . . . . . . . . . . . . . . November 9, 2009 December 14, 2009 $0.74 $610
October 28, 2008 . . . . . . . . . . . . . . . . . . . . . . November 10, 2008 December 15, 2008 $0.74 $592
(1) Includes dividends on Convertible Preferred Stock (see above).
Stock-Based Compensation Plans
Description of Plans for Employees and Agents — General Terms
The MetLife, Inc. 2000 Stock Incentive Plan, as amended (the “2000 Stock Plan”) authorized the granting of awards to employees and
agents in the form of options to buy shares of MetLife, Inc. common stock (“Stock Options”) that either qualify as incentive Stock Options
F-132 MetLife, Inc.
MetLife, Inc.
Notes to the Consolidated Financial Statements — (Continued)