Marsh McLennan (NYSE: MMC) (the “Company”) announced today that it has priced $950 million aggregate principal amount of its 4.550% Senior Notes due 2027, $1,000 million aggregate principal amount of its 4.650% Senior Notes due 2030, $1,000 million aggregate principal amount of its 4.850% Senior Notes due 2031, $2,000 million aggregate principal amount of its 5.000% Senior Notes due 2035, $500 million aggregate principal amount of its 5.350% Senior Notes due 2044, $1,500 million aggregate principal amount of its 5.400% Senior Notes due 2055 and $300 million aggregate principal amount of its Floating Rate Senior Notes due 2027 (collectively, the “Notes”). The Company intends to use the net proceeds from the Notes offering to fund, in part, the pending acquisition (the “Transaction”) of the parent company of McGriff Insurance Services, LLC, an affiliate of TIH Insurance Holdings, including the payment of related fees and expenses, as well as for general corporate purposes. The Transaction is targeted to close by year-end, subject to regulatory approval and other standard closing conditions. The closing of the Notes offering is not conditioned upon the closing of the Transaction and is expected to occur on November 8, 2024, subject to the satisfaction of certain customary closing conditions.
All series of Notes (other than the 5.400% Senior Notes due 2055 (the “2055 Notes”)) are subject to a special mandatory redemption, at a redemption price equal to 101% of the aggregate principal amount thereof plus accrued and unpaid interest to, but excluding, the special mandatory redemption date, under certain circumstances if the Transaction is terminated or does not close by an agreed upon date. If the Transaction is not completed, the Company intends to use the net proceeds of the 2055 Notes for general corporate purposes.
Citigroup Global Markets Inc., BofA Securities, Inc., Deutsche Bank Securities Inc., HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, Wells Fargo Securities, LLC, Barclays Capital Inc., Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, Scotia Capital (USA) Inc., TD Securities (USA) LLC and U.S. Bancorp Investments, Inc. are acting as joint book-running managers for the Notes offering. Academy Securities, Inc., ANZ Securities, Inc., BNP Paribas Securities Corp., BNY Mellon Capital Markets, LLC, CIBC World Markets, Corp., ING Financial Markets LLC, MUFG Securities Americas Inc., PNC Capital Markets LLC, Siebert Williams Shank & Co., LLC and Standard Chartered Bank are acting as co-managers for the Notes offering.
An effective shelf registration statement related to the Notes has previously been filed with the Securities and Exchange Commission (the “SEC”). The offering and sale of the Notes are being made by means of a prospectus supplement and an accompanying base prospectus related to the offering. Before you invest, you should read the prospectus supplement and the base prospectus for more complete information about the issuer and this offering.
You may obtain these documents for free by visiting the SEC website at www.sec.gov. Alternatively, copies may be obtained from any of the underwriters at (i) Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone at 1-800-831-9146, (ii) BofA Securities, Inc., North Tryon Street, Charlotte, NC 28255 or Attn: Prospectus Department Email: dg.prospectus_requests@bofa.com or by telephone at 1-800-294-1322, (iii) Deutsche Bank Securities Inc., Attn.: Prospectus Group 1 Columbus Circle, New York, NY 10019 or Email: Prospectus.Ops@db.com or Tel: 1-800-503-4611, (iv) HSBC Securities (USA) Inc., Attn: Transaction Management Group, 66 Hudson Boulevard, New York, NY 10001 or email: tmg.americas@us.hsbc.com, (v) J.P. Morgan Securities LLC, 383 Madison Avenue, New York, NY 10179, Attn: Investment Grade Syndicate Desk or by calling collect at 1-212-834-4533 and (vi) Wells Fargo Securities, LLC, 608 2nd Avenue South, Suite 1000, Minneapolis, MN 55402 Attn: WFS Customer Service, Telephone: 1-800-645-3751, Email: wfscustomerservice@wellsfargo.com.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities, nor does it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.
About Marsh McLennan
Marsh McLennan (NYSE: MMC) is a global leader in risk, strategy and people, advising clients in 130 countries across four businesses: Marsh, Guy Carpenter, Mercer and Oliver Wyman. With annual revenue of $23 billion and more than 85,000 colleagues, Marsh McLennan helps build the confidence to thrive through the power of perspective.
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