-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LRhgADyHzwbeqA+ukHxVxiuJYHiSYm4tWz8S9HA5bVT786kdXJn2jrVDCxx0+RQS d4TU/p2NzKYg7iVS8U0hiw== 0000062709-05-000221.txt : 20050909 0000062709-05-000221.hdr.sgml : 20050909 20050909130017 ACCESSION NUMBER: 0000062709-05-000221 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050909 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050909 DATE AS OF CHANGE: 20050909 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARSH & MCLENNAN COMPANIES, INC. CENTRAL INDEX KEY: 0000062709 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 362668272 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05998 FILM NUMBER: 051077105 BUSINESS ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2123455000 MAIL ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: MARSH & MCLENNAN COMPANIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: MARLENNAN CORP DATE OF NAME CHANGE: 19760505 8-K 1 f8ksept9-2005appts.htm CURRENT REPORT (APPTS. CHANGES)

 

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

_____________________

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

 

 

Date of report (Date of earliest event reported)

September 9, 2005

 

 

 

 

Marsh & McLennan Companies, Inc.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware

1-5998

36-2668272

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

1166 Avenue of the Americas, New York, NY

10036

(Address of Principal Executive Offices)

(Zip Code)

 

 

 

Registrant's telephone number, including area code

(212) 345-5000

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 



Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 

 

Item 8.01.   Other Events.

 

 

On September 9, 2005, Marsh & McLennan Companies, Inc. (the "Company") issued a press release announcing that Brian M. Storms has been named chairman and chief executive officer of Marsh Inc., its risk and insurance services subsidiary, and that E. Michael Caulfield has been appointed president of Mercer Human Resources Consulting. Both appointments are effective immediately. The press release is attached as Exhibit 99.1 hereto.

 

Item 9.01.   Financial Statements and Exhibits.

 

(a)

Not applicable

 

(b)

Not applicable

 

(c)

Exhibits

 

99.1

Press release issued by Marsh & McLennan Companies, Inc. on

                               September 9, 2005

 

 

 

2

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

MARSH & McLENNAN COMPANIES, INC.

 

By:    /s/ Bart Schwartz                                         

Name: Bart Schwartz

Title:   Vice President & Deputy

              General Counsel

Date:

September 9, 2005

 

 

 

3

 

 

 

Exhibit Index

 

Exhibit No.

Description

 

99.1

Press release issued by Marsh & McLennan Companies, Inc. on September 9, 2005

 

 

 

4

 

 

 

EX-99 2 ex99pressrel9-2005appts.htm PRESS RELEASE (APPTS. CHANGES)

 

 

 

 

Exhibit 99.1

 

News Release

 

 

 

MMC NAMES BRIAN STORMS CHAIRMAN AND CEO OF MARSH INC.; MICHAEL CAULFIELD APPOINTED PRESIDENT OF MERCER HUMAN RESOURCE CONSULTING

 

NEW YORK, NEW YORK, September 9, 2005-Michael G. Cherkasky, president and chief executive officer of Marsh & McLennan Companies, Inc. (MMC), announced today that Brian M. Storms has been named chairman and chief executive officer of Marsh Inc., its risk and insurance services subsidiary, and that E. Michael Caulfield has been appointed president of Mercer Human Resource Consulting. Both appointments are effective immediately.

 

Mr. Storms, who served most recently as president and chief executive officer of Mercer Human Resource Consulting, succeeds Mr. Cherkasky, who continues as president and chief executive officer of MMC. Mr. Caulfield, formerly chief operating officer of Mercer Human Resource Consulting, succeeds Mr. Storms as president of the firm.

 

Mr. Cherkasky said, "With Marsh making progress in its recovery, it is time for me to dedicate my full attention to refining and implementing MMC's overall growth strategy and to creating value for MMC's clients and shareholders by bringing together our full portfolio of capabilities to serve our clients' complex, global needs.

 

"In the relatively short time Brian Storms has been with MMC, he has demonstrated decisive, effective leadership and an ability to implement positive change. He is a highly regarded

 

 

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executive with a long track record of managing and delivering bottom-line performance in financial services businesses. Brian will work closely with Marsh President William Malloy, who has 25 years of experience in the insurance industry on both the underwriting and insurance broking sides. Brian and Bill, along with the rest of the firm's seasoned senior management team, will build upon Marsh's leadership in the risk and insurance services market to drive profitable growth."

 

Mr. Storms said, "As I turn over the global leadership of Mercer Human Resource Consulting to Michael Caulfield, the firm is strongly positioned and on strategic course. Mercer has exceptional leaders, a highly talented group of professionals, and unrivalled expertise across the HR consulting and solutions domain. I am confident that Mercer will continue to execute on its growth strategy and enhance its position as an industry leader and the trusted advisor and solutions provider of choice for its clients' needs."

 

Mr. Storms, 50, has extensive experience in business development, client relations, marketing, operations, product development, and international management in the financial services industry. Before joining MMC as vice chairman of Mercer Human Resource Consulting in August 2004, Mr. Storms served as president and chief executive officer of UBS Global Asset Management, Americas. He has spent more than 25 years in a variety of management roles in the financial services industry, both in the United States and overseas.

 

As chief operating officer of Mercer Human Resource Consulting, Mr. Caulfield, 58, was responsible for coordinating and globalizing core operating processes and for compliance, finance, human resources, information technology, and legal functions. Mr. Caulfield has more than 30 years' experience in financial services, including having served as executive vice president, Finance Management, of the Prudential Insurance Company of America and chief executive officer of Prudential Investments and as a member of the Board of Directors of UnumProvident Corporation. In these roles, Mr. Caulfield successfully guided major organizations through periods of significant market change, focused resources on emerging client

 

3

 

needs, and enhanced revenue and profit growth by broadening and deepening customer relationships and developing new markets.

 

MMC is a global professional services firm with annual revenues exceeding $12 billion. It is the parent company of Marsh, the world's leading risk and insurance services firm; Guy Carpenter, the world's leading risk and reinsurance specialist; Kroll, the world's leading risk consulting company; Mercer, a major global provider of human resource and specialty consulting services; and Putnam Investments, one of the largest investment management companies in the United States. Approximately 60,000 employees provide analysis, advice, and transactional capabilities to clients in over 100 countries. Its stock (ticker symbol: MMC) is listed on the New York, Chicago, Pacific, and London stock exchanges. MMC's website address is www.mmc.com.

 

Marsh & McLennan Companies, Inc. and its subsidiaries ("MMC") and their representatives may from time to time make verbal or written statements (including certain statements contained in this press release and MMC filings with the Securities and Exchange Commission and in our reports to stockholders) relating to future results, which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such statements may include, without limitation, discussions concerning the matters raised in the complaint filed by the New York Attorney General's Office stating a claim for, among other things, fraud and violations of New York State antitrust and securities laws, the complaint filed by the Connecticut Attorney General and numerous other investigations being conducted by other state attorneys general and state superintendents or commissioners of insurance, elimination of market services agreements ("MSA"), the new business model of Marsh Inc., the adverse consequences arising from market-timing issues at Putnam, including fines and restitution, revenues, expenses, earnings and cash flow, capital structure, existing credit facilities, and access to public capital markets including commercial paper markets, pension funding, market and industry conditions, premium rates, financial markets, interest rates, foreign exchange rates, claims, lawsuits and other contingencies, and matters relating to MMC's operations and income taxes.

 

Such forward-looking statements are based on management's expectations concerning current and future events impacting MMC. Forward-looking statements by their very nature involve risks and uncertainties. Factors that may cause actual results to differ materially from those contemplated by forward-looking statements that we make include

 

the impact of litigation and regulatory proceedings brought by the New York Attorney General’s Office, the Connecticut Attorney General’s Office and other federal and state regulators and law enforcement authorities concerning insurance and reinsurance brokerage operations;

the impact of class actions, derivative actions and individual suits brought by policyholders and shareholders (including MMC employees) asserting various claims, including claims under U.S. securities laws, ERISA, RICO, unfair business practices and other common law or statutory claims;

loss of producers or key managers;

 

inability to negotiate satisfactory compensation arrangements with insurance carriers or clients;

inability to reduce expenses to the extent necessary to achieve desired levels of profitability;

 

inability to collect previously accrued MSA revenue;

 

changes in competitive conditions;

 

 

 

4

 

 

changes in the availability of and the market conditions and the premiums insurance carriers charge for insurance products;

mergers between client organizations;

 

insurance or reinsurance company insolvencies;

 

the impact of litigation and other regulatory matters stemming from market-timing issues at Putnam;

 

changes in worldwide and national equity and fixed income markets;

 

actual and relative investment performance of the Putnam mutual funds;

 

the level of sales and redemptions of Putnam mutual fund shares;

 

Putnam’s ability to maintain investment management and administrative fees at current levels;

 

the ability of MMC to successfully access the public capital markets to meet long term financing needs;

the continued strength of MMC’s relationships with its employees and clients;

 

the ability to successfully integrate acquired businesses and realize expected synergies;

 

changes in general worldwide and national economic conditions;

 

the impact of terrorist attacks;

 

changes in the value of investments made in individual companies and investment funds;

 

fluctuations in foreign currencies;

 

actions of regulators and law enforcement authorities;

 

changes in interest rates or the inability to access financial markets;

 

adverse developments relating to claims, lawsuits and contingencies;

 

prospective and retrospective changes in the tax or accounting treatment of MMC's operations; and

 

the impact of other legislation and regulation in the jurisdictions in which MMC operates.

 

 

Forward-looking statements speak only as of the date on which they are made, and MMC undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which it is made or to reflect the occurrence of unanticipated events.

 

MMC and its operating companies use their websites to convey meaningful information about their businesses, including the anticipated release of quarterly financial results and the posting of updates of assets under management at Putnam. Monthly updates of total assets under management at Putnam will be posted to the MMC website the first business day following the end of each month. Putnam posts mutual fund and performance data to its website regularly. Assets for most Putnam retail mutual funds are posted approximately two weeks after each month-end. Mutual fund net asset value (NAV) is posted daily. Historical performance and Lipper rankings are also provided. Investors can link to MMC and its operating company websites through www.mmc.com.  

 

 

 

 

 

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