LOGO One Financial Center
Boston, MA 02111
March 20, 2018
Xxxxxxx Xxxxxxx
Invesco
00 Xxxxxxxx Xxxxx, 0xx Xxxxx
Xxxxxxx, XX 00000
Re: Agreements with General American Life Insurance Company
Dear Xx. Xxxxxxx:
Please be advised that, subject to regulatory approvals, MetLife, Inc., the
parent company of General American Life Insurance Company ("GALIC"), intends to
cause the merger of GALIC into Metropolitan Tower Life Insurance Company ("Met
Tower"), with Met Tower being the surviving company. The merger currently is
scheduled to occur on Friday, April 27, 2018.
As a result of the merger, Met Tower will assume ownership of the GALIC
separate accounts by operation of law. Please be advised that some of your
funds are available as underlying investment options in the impacted separate
accounts. After the merger, Met Tower will continue to administer the variable
products currently administered by GALIC. There will be no other contractual
changes to the variable products, other than the change in the issuing
insurance company. In addition, MetLife Investors Distribution Company will
continue as the principal underwriter and general distributor of the variable
products. Met Tower wishes to continue to offer your funds as available
underlying investment options for the impacted separate accounts upon
consummation of the merger.
Based on our review of the Participation Agreement dated October 12, 1999, by
and among GALIC, AIM Variable Insurance Funds, Inc., and AIM Distributors, Inc.
(et al.), Administrative Services Agreement dated October 1, 2016, between
GALIC and Invesco Advisers, Inc., and Financial Support Agreement dated
October 1, 2015, between GALIC and Invesco Distributors, Inc. (collectively,
the "Agreements"), we are requesting your firm's affirmative consent to assign
the Agreements from GALIC to Met Tower upon consummation of the merger.
Effective April 30, 2018, all wires, checks or other correspondence should
reference Metropolitan Tower Life Insurance Company and any references to
General American Life Insurance Company should be removed. Please note there is
no change to the bank accounts, wire instructions or addresses when submitting
payments.
We have attached a copy of the press release issued on January 16, 2017
announcing the planned merger, which may help you with any questions you may
have. Should you have any additional questions, please feel free to contact me
via email at xxxxxx@xxxxxxx.xxx or via telephone at (000) 000-0000.
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Sincerely,
/s/ Xxxxx X. Xxxx
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Xxxxx X. Xxxx
Assistant Vice President - Fund Management
cc: Xxxxxx Xxxxxxxx - Account Executive
ACKNOWLEDGED AND AGREED:
INVESCO DISTRIBUTORS, INC.
By: /s/ Xxxxxxx Xxxxxxxxx
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Print Name: Xxxxxxx Xxxxxxxxx
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Title: Vice President
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Date Signed: 3/20/2018
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INVESCO ADVISERS, INC.
By: /s/ Xxxxxxx Xxxxxx
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Print Name: Xxxxxxx Xxxxxx
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Title: Vice President
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Date Signed: 3/20/2018
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AIM VARIABLE INSURANCE FUNDS
(INVESCO VARIABLE INSURANCE FUNDS)
By: /s/ Xxxx X. Xxxx
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Print Name: Xxxx X. Xxxx
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Title: Senior Vice President
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Date Signed: 3-22-18
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