-----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, Ms0Q+zRx0+SO7xNhaauTpgsrdCXTVXZyck8cavQYhnWW+JZ0zfsdZt645EQYLjSr bbyvFXUeJGkxpzCE8WobuQ== 0000062709-07-000150.txt : 20070806 0000062709-07-000150.hdr.sgml : 20070806 20070806151305 ACCESSION NUMBER: 0000062709-07-000150 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070803 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070806 DATE AS OF CHANGE: 20070806 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: 071027686 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 f8kaugust3-2007putnamclosing.htm PUTNAM CLOSING

 

 

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)

August 3, 2007

 

 

 

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:

 

 

o

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

 

o

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

 

o

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

 

o

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

 

 

Item 2.01        Completion of Acquisition or Disposition of Assets

 

On August 3, 2007, Marsh & McLennan Companies, Inc. (“MMC”) closed the previously announced transaction by which Great-West Lifeco Inc. purchased MMC’s investment management subsidiary Putnam Investments Trust (“Putnam”) for cash consideration of approximately $3.9 billion. After taxes and minority interest, MMC’s net proceeds from the transaction will approach $2.5 billion. The terms of the transaction were described in Item 1.01 of, and the related stock purchase agreement was attached as Exhibit 10.1 to, MMC’s Form 8-K filed on February 1, 2007.

 

MMC has classified Putnam as discontinued operations since the first quarter of 2007. This classification is reflected in: (i) MMC’s audited consolidated income statements for each of the three years in the period ended December 31, 2006, as set forth in Exhibit 99.3 to MMC’s Form 8-K filed on June 11, 2007; and (ii) MMC’s unaudited consolidated income statements for the three months ended March 31, 2007 and 2006, as set forth in MMC’s Form 10-Q for the three months ended March 31, 2007.

 

A copy of a press release issued by MMC on August 3, 2007 is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

 

Item 9.01        Financial Statements and Exhibits

 

(d)

Exhibits

 

99.1

Press release issued by Marsh & McLennan Companies, Inc. on August 3, 2007.

 

 

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/ Luciana Fato

 

 

Name:

Luciana Fato

 

Title:

Deputy General Counsel-Corporate &

  Corporate Secretary

 

 

Date:

August 6, 2007

 

 

 

2

 

EXHIBIT INDEX

 

Exhibit No.

Exhibit

 

99.1

Press release issued by Marsh & McLennan Companies, Inc. on August 3, 2007.

 

 

 

3

 

 EX-99 2 ex99august3-2007pressrel.htm PRESS RELEASE

 

 

Exhibit 99.1

 

News Release

 

 

 

MMC COMPLETES SALE OF PUTNAM INVESTMENTS

TO GREAT-WEST LIFECO

 

NEW YORK, Aug. 3, 2007—Marsh & McLennan Companies, Inc. (MMC) announced today that it has completed the sale of Putnam Investments to Great-West Lifeco Inc., a financial services holding company controlled by Canada-based Power Financial Corp.

 

Under terms of the agreement, MMC sold Putnam Investments to Great-West Lifeco for $3.9 billion in cash. After accounting for taxes and minority interest, MMC will net approximately $2.5 billion in cash proceeds.

 

MMC management will discuss the transaction in more detail, including intended use of the cash received from the sale, on its second quarter 2007 conference call with analysts, scheduled for August 7. Dial-in details for the call are below.

 

Conference Call

A conference call to discuss second quarter 2007 results will be held at 8:30 a.m. Eastern Time on Tuesday, August 7. To participate in the teleconference, please dial (866) 564-7444 or (719) 234-0008 (international). The audio webcast may be accessed at www.mmc.com. A replay of the webcast will be available approximately two hours after the event at the same web address.

 

2

 

 

 

MMC (Marsh & McLennan Companies) is a global professional services firm providing advice and solutions in the areas of risk, strategy and human capital. It is the parent company of some of the world’s leading risk experts and specialty consultants, including Marsh, the insurance broker and risk advisor; Guy Carpenter, the risk and reinsurance specialist; Kroll, the risk consulting firm; Mercer Human Resource Consulting, the provider of HR and related financial advice and services; and Oliver Wyman, the management consultancy. With more than 54,000 employees worldwide and annual revenue of approximately $10.5 billion, MMC provides analysis, advice, and transactional capabilities to clients in more than 100 countries. Its stock (ticker symbol: MMC) is listed on the New York, Chicago, and London stock exchanges. MMC's website address is www.mmc.com.

 

 

 

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