BlackRock, Inc. Contacts: MetLife, Inc. Contacts:
Investors: Paul Audet Investors: Tracey Dedrick
212-409-3555 212-578-5140
invrel@blackrock.com tdedrick@metlife.com
Media: Jim Badenhausen Media: John Calagna
Robinson Lerer & Montgomery 212-578-6252
646-805-2006 jcalagna@metlife.com
jbaden@rlmnet.com
BLACKROCK TO PURCHASE SSRM HOLDINGS FROM METLIFE
BlackRock to Hold Conference Call Today at 9:30 a.m.
NEW YORK, August 26, 2004 - BlackRock, Inc. (NYSE: BLK), one of the largest
publicly traded investment management firms in the United States, and MetLife,
Inc. (NYSE: MET), a leading provider of insurance and other financial services
to a broad spectrum of individual and institutional customers, today announced
that they have entered into a definitive agreement under which BlackRock will
acquire SSRM Holdings Inc. (SSRM), the holding company of State Street Research
& Management Company and SSR Realty Advisors Inc., from MetLife for $375 million
in cash and stock.
Under the terms of the transaction, which has been approved by the Boards of
Directors of BlackRock and MetLife, MetLife will receive at closing $325 million
in cash and $50 million of BlackRock class A common stock. Additional cash
consideration, which could increase the purchase price by up to 25%, may be paid
over 5 years contingent on certain measures.
Closing is expected in early 2005 pending required regulatory and fund
shareholder approvals and satisfaction of other customary closing conditions.
The transaction is expected to be accretive to BlackRock's earnings in 2005 and
is not expected to have a material impact on MetLife's 2005 operating earnings,
although MetLife expects the transaction to have a positive impact to net income
of between $145 million and $165 million.
At July 31, 2004, BlackRock had $314 billion of assets under management. At June
30, 2004, SSRM had $52 billion of assets under management. With $366 billion of
assets under management, the combined company would be one of the 20 largest
asset managers in the world. The acquisition of SSRM is expected to enhance
BlackRock's investment management platform with additional U.S. equity,
alternative investment and real estate equity management capabilities, expanding
the universe of products offered to institutional and individual investors
worldwide. In addition, the transaction is expected to expand the scale and
scope of BlackRock's mutual fund products and distribution capabilities. The
acquisition will also augment BlackRock's strength as a global leader in fixed
income investing.
Following the transaction, BlackRock will manage over $325 billion for
institutional investors, including pension plans, corporations, insurance
companies, banks and other financial services companies. All of these clients
will continue to benefit from the company's independent
investment management, risk management, investment system outsourcing and
financial advisory services. In addition, the combined firm will build on SSRM's
80-year history of serving individual investors with the highest quality
investment products. The combination of SSRM Funds and BlackRock Funds will
constitute the 17th largest broker-distributed mutual fund family in the U.S.
with more than $26 billion of assets under management.
In connection with this transaction, BlackRock and MetLife have agreed to enter
into a cooperation agreement at closing to enhance and expand the products and
services provided to the clients of SSRM, MetLife and BlackRock.
Laurence D. Fink, BlackRock chairman and chief executive officer, stated, "This
transaction brings to BlackRock the benefit of SSRM's talented professionals as
well as an important alliance with MetLife - both of which will further
strengthen BlackRock's ability to work with clients to meet their investment and
financial needs. Importantly, BlackRock and SSRM share a similar culture defined
by a commitment to excellence, integrity and teamwork. We believe that this
common culture is critical to successfully combining the complementary
capabilities of our two companies and delivering the benefit of greater breadth
and depth of resources to the clients of SSRM, MetLife and BlackRock."
Robert H. Benmosche, MetLife chairman and chief executive officer, said, "We are
pleased that MetLife customers invested through SSRM will gain the investment
management expertise and track record of one of the nation's leading investment
management firms. We will work with BlackRock to allow the continuation of
outstanding asset management services for our clients and work with BlackRock to
develop opportunities to enhance the ways we serve our clients."
Richard S. Davis, SSRM chief executive officer, said, "We are excited to join
forces with BlackRock's highly accomplished team and our combined asset
management capabilities form a powerful presence among asset managers. We share
a common culture with a commitment to attracting and retaining highly talented
professionals who deliver excellence through investment results and provide
superior service to institutional clients and mutual fund shareholders."
BlackRock expects the combined firm to maintain significant presence in all of
the cities in which SSRM currently operates, including Boston, San Francisco and
Morristown, New Jersey. Davis will join BlackRock's management team to ensure a
smooth integration of the two firms and to lead BlackRock's expanded efforts in
Boston. Similarly, Fred Lieblich, SSR Realty Advisors president and chief
executive officer, is expected to continue to lead the real estate equity
business of the combined firm.
BlackRock today provided its initial guidance for fiscal year 2005, indicating
that, based on current market conditions and before giving effect to the
acquisition of SSRM, management expects earnings to be between $3.20 and $3.40
per fully diluted share.
Teleconference Call and Supplementary Information: BlackRock will host a
teleconference call for investors and analysts at 9:30 a.m. (ET) today. If you
are interested in participating in the call, please dial (800) 374-0176
(domestic) or (706) 679-4634 (international) and reference the BlackRock
Conference Call. Supplementary information, which includes significant financial
information that will be discussed on the teleconference call, will be available
on BlackRock's website at www.blackrock.com under "Investor Relations" prior to
the beginning of the teleconference call. Please note that the teleconference
call will be available for replay beginning at 11:30 a.m. on Thursday, August
26, 2004 and ending at 11:59 p.m. on September 2, 2004. To access the replay,
please dial (800) 642-1687 (domestic) or (706) 645-9291 (international) and
enter the Conference ID Number 9655142.
About BlackRock: BlackRock is one of the largest publicly traded investment
management firms in the United States with approximately $314 billion of assets
under management at July 31, 2004. BlackRock manages assets on behalf of
institutional and individual investors worldwide through a variety of equity,
fixed income, liquidity and alternative investment products. In addition,
BlackRock provides risk management, investment system outsourcing and financial
advisory services to a growing number of institutional investors. Clients are
served from the Company's headquarters in New York City, as well as offices in
Boston, Edinburgh, Hong Kong, San Francisco, Tokyo and Wilmington. BlackRock is
majority owned by The PNC Financial Services Group, Inc. (NYSE: PNC) and by
BlackRock employees. For additional information, please visit the company's Web
site at www.blackrock.com.
About MetLife: MetLife, through its subsidiaries and affiliates, is a leading
provider of insurance and other financial services to individual and
institutional customers. The MetLife companies serve individuals in
approximately 13 million households in the U.S. and provide benefits to 37
million employees and family members through their plan sponsors. Outside the
U.S., the MetLife companies serve approximately 8 million customers through
direct insurance operations in Argentina, Brazil, Chile, China, Hong Kong,
India, Indonesia, Mexico, South Korea, Taiwan and Uruguay. For more information
about MetLife, please visit the company's Web site at www.metlife.com.
About SSRM: State Street Research & Management Company, with a history dating
back to 1924, is one of the nation's first investment management organizations.
The firm together with its affiliate SSR Realty Advisors actively manages stock,
bond, balanced and real estate portfolios for both institutional and individual
investors. SSRM manages pension money for many of the largest U.S. corporate
pension plans and traces several of its institutional client relationships
nearly 30 years. SSRM also manages money for public and union pension plans,
foundations and endowments, and mutual funds for over 540,000 shareholder
accounts. As of June 30, 2004, the firm, together with SSR Realty Advisors, had
$52 billion in assets under management, including $26 billion in fixed income,
$20 billion in equity, and $6 billion in real estate. Additional information is
available at the company's Web site, www.ssrm.com.
Forward Looking Statements
This press release contains statements that constitute forward-looking
statements within the meaning of the U.S. Private Securities Litigation Reform
Act of 1995. Forward-looking statements are statements that are not historical
facts. These statements include financial projections and estimates and their
underlying assumptions, statements regarding plans, objectives and expectations
with respect to future operations, products and services and statements
regarding future performance. Forward-looking statements are generally
identified
by the words "expect," "anticipates," "believes," "intends," "estimates" and
similar expressions. Investors are cautioned that forward-looking information
and statements are subject to various risks and uncertainties, many of which are
difficult to predict, that could cause actual results and developments to differ
materially from those expressed in, or implied or projected by, the
forward-looking information and statements.
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