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Regulation and Compliance > Federal Regulation > SEC

SEC: MetLife Still A Well-Known Issuer

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The U.S. Securities and Exchange Commission says a financial services giant can continue to have easy access to the U.S. capital markets.

Mary Kosterlitz, an official in the SEC’s corporate finance division, has issued a determination letter permitting MetLife Inc., New York, to continue to operate as a “well-known seasoned issuer” of securities, or “WKSIs.”

The determination means that MetLife will be able to take advantage of a new, streamlined SEC financial document filing process.

The process, which took effect Dec. 1, 2005, permits large, publicly traded companies to file registration statements that take effect immediately, without SEC review, and to pay registration fees as they go along. The changes may mean that the WKSIs can sell stocks and bonds more quickly than other companies can.

The new WKSI rules prohibit a company that has recently been the subject of a judicial or administrative decree or order in connection with violations of federal securities fraud laws from being a WKSI. But the WKSI qualification rules apply to settlements only if the settlement decree or order was issued on or after Dec. 1, 2005.

New England Securities Corp., a MetLife unit, agreed in February to pay $2.6 million in restitution in connection with allegations that it failed to rebalance assets properly for customers who had purchased asset rebalancing services.

New England Securities is neither admitting nor denying wrongdoing, but it reported the rebalancing problems to the SEC itself in March 2003. The company paid $7.9 million in restitution to customers in 2004, according to a copy of the order posted on the SEC Web site.

Steven Hansen, a Boston lawyer representing MetLife in connection with the New England Securities settlement, sent a letter asking SEC officials to keep MetLife out of the “ineligible issuer” category.

Even though the New England Securities settlement order was entered in February, the terms were negotiated before Dec. 1, 2005, Hansen writes in the letter.

“The [SEC] staff requested nonsubstantive changes in the offer of settlement and NES agreed to submit a revised offer of settlement,” Hansen writes.

The SEC should treat New England Securities as if the settlement were reached before Dec. 1, 2005, because the settlement was entered after that date only because New England Securities agreed to make the changes, Hansen writes.

Kosterlitz agreed in the determination letter that MetLife is still eligible to be a WKSI because the settlement was negotiated before Dec. 1, 2005.


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