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MARSH & MCLENNAN COMPANIES, INC. 8-K Report, Agreement Terminated (Nov 15, 2024)

Reports
Acquisitions & Dispositions·Material Agreements·Other Events
Filing Date
Filed November 15, 2024
Period End
November 15, 2024
Securities
MRSHMMC
In the record · 2016–202610-K1110-Q338-K115

MRSH filed 11 annual reports (10-K), 33 quarterly reports (10-Q) and 115 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Mar ’18Mar ’18
  2. Leadership change8-K · Mar ’20Mar ’20
  3. Leadership change8-K · Mar ’22Mar ’22
  4. Material agreement8-K · Jun ’26Jun ’26

Summary

Summary of the 8-K filed November 15, 2024. Cited figures are marked; the original filing is the authoritative source.

On November 15, 2024, Marsh & McLennan Companies (NYSE: MMC) completed its previously announced acquisition of McGriff Insurance Services for an aggregate cash purchase price of $7.75 billiona, subject to customary adjustments.

The transaction was executed through Marsh & McLennan Agency LLC (MMA), the company's indirect wholly-owned subsidiary, which merged Merger Sub into McGriff's parent entity (TIH Blocker II, Inc.), leaving McGriff Parent as a wholly owned subsidiary of MMA. The company expects to assume a deferred tax asset of roughly $500 millionb as part of the deal, a item investors may want to track for its future tax-related benefit. The acquisition brings McGriff's more than 3,500 colleagues into Marsh McLennan Agency and expands MMC's presence in the U.S. middle market, with McGriff offering property and casualty, surety, cyber, management liability, captives, employee benefits, and personal and life and health lines.

Management frames the deal as strengthening MMA's value proposition and client capabilities, though the filing itself does not disclose projected revenue, earnings contribution, or synergy estimates. Separately, the company terminated a $-denominated bridge loan commitment letter with Citigroup Global Markets dated September 29, 2024, on November 8, 2024. The filing states the bridge facility was not needed and no payments were made, which indicates the acquisition was funded without that short-term debt facility.

Key Highlights

  1. Completed the acquisition of McGriff Insurance Services on November 15, 2024, for $7.75 billion in cash, subject to customary purchase price adjustments.
  2. Acquisition executed through Marsh & McLennan Agency LLC, with McGriff Parent (TIH Blocker II, Inc.) becoming a wholly owned subsidiary of MMA.
  3. Company expects to assume a deferred tax asset of approximately $500 million in connection with the transaction.
  4. McGriff's more than 3,500 colleagues join Marsh McLennan Agency, expanding MMC's reach in the U.S. middle market.
  5. McGriff is a full-service U.S. insurance broker founded in 1886, offering P&C, cyber, surety, employee benefits, captives, and other risk solutions.
  6. The $-denominated Citigroup bridge loan commitment (Bridge Facility) was terminated on November 8, 2024, with no payments made, as it was not required.
  7. The filing does not disclose expected revenue, earnings accretion, or synergy estimates for the acquisition.

Frequently Asked Questions

  1. How much did Marsh McLennan pay to acquire McGriff?

    The aggregate purchase price was $7.75 billion in cash, subject to certain customary adjustments set forth in the Merger Agreement dated September 29, 2024.

  2. Which entity acquired McGriff, and how was the deal structured?

    Marsh & McLennan Agency LLC, an indirect wholly owned subsidiary of MMC, completed the deal. Merger Sub, a wholly owned subsidiary of MMA, merged into McGriff's parent, TIH Blocker II, Inc., which survived as a wholly owned subsidiary of MMA.

  3. Does the acquisition include any tax benefits?

    Yes. The company will assume a deferred tax asset valued at approximately $500 million as part of the transaction. The filing does not describe how or when this asset will be realized.

  4. Why was the Citigroup bridge facility terminated?

    The company terminated its September 29, 2024 commitment letter for a short-term unsecured bridge term loan on November 8, 2024, because the facility was not required. No payments resulted from the termination.

  5. What does McGriff add to Marsh McLennan Agency?

    McGriff brings more than 3,500 colleagues and expertise across commercial property and casualty, corporate bonding and surety, cyber, management liability, captives, alternative risk transfer, small business, employee benefits, title, personal lines, and life and health. Management says this strengthens MMA's value proposition in the middle market.