Restructuring Costs

6 Months Ended

Jun. 30, 2019

Restructuring and Related Activities [Abstract]

During the second quarter of 2018, Marsh initiated a program to simplify the organization through reduced management layers and more common structures across regions and businesses to more closely align with its more formalized segmentation strategy across large risk management, middle market corporate, and small commercial & personal segments. These efforts are expected to create increased efficiencies and additional capacity for reinvestment in people and technology. The Company incurred severance and consulting costs of $2 million and $7 million for the three and six month periods ended June 30, 2019, respectively, related to this initiative.

During the fourth quarter of 2018, Mercer initiated a program to restructure its business to further optimize the way Mercer operates, setting up the Company for a more fluid and nimble structure and operating model for the future. The Company incurred restructuring severance and consulting costs of $22 million and $32 million for the three and six month periods, ended June 30, 2019, respectively, related to this initiative.

In addition to the changes discussed above, the Company incurred $5 million of restructuring costs related to severance and future rent under non-cancelable leases, primarily in Corporate.

Details of the restructuring activity from January 1, 2018 through June 30, 2019, which includes liabilities from actions prior to 2019, are as follows:



(In millions)	Liability at 1/1/18		Amounts Accrued		Cash Paid			Other			Liability at 12/31/18		Amounts Accrued		Cash Paid			Other			Liability at 6/30/19
Severance	$	15	$	137	$	(77	)	$	(2	)	$	73	$	38	$	(73	)	$	(1	)	$	37
Future rent under non-cancelable leases and other costs	50		24		(37		)	2			39		6		(9		)	(1		)	35
Total	$	65	$	161	$	(114	)	$	—		$	112	$	44	$	(82	)	$	(2	)	$	72

The expenses associated with the above initiatives are included in compensation and benefits and other operating expenses in the consolidated statements of income. The liabilities associated with these initiatives are classified on the consolidated balance sheets as accounts payable and accrued liabilities, other liabilities or accrued compensation and employee benefits, depending on the nature of the items. These programs are substantially completed as of June 30, 2019.

JLT Related Integration and Restructuring

The Company has begun its integration and restructuring activities related to JLT. The process will involve combining the business practices and colocating colleagues in most geographies, rationalization of real estate leases around the world, realization of synergies and migration of legacy JLT systems onto MMC’s information technology environment and security protocols. Costs will be recognized based on applicable accounting guidance which includes accounting for disposal or exit activities, guidance related to impairment of long lived assets (for right of use assets related to real estate leases), as well as other costs resulting from accelerated depreciation or amortization of leasehold improvements and other property and equipment. Based on its current estimates, the Company expects to incur costs of approximately $375 million in connection with the integration and restructuring of the combined businesses, primarily related to severance, real estate rationalization and technology. The Company expects to incur approximately half of these costs in 2019, with the remaining costs incurred evenly over the next two years. These integration and restructuring plans are still developing, and these estimates may change as the Company completes its detailed plans for each business and location.

In connection with the JLT integration and restructuring, the Company incurred costs of $98 million (RIS - $75 million, Consulting - $5 million, and Corporate - $18 million) in the second quarter of 2019 and $134 million (RIS - $95 million, Consulting - $5 million, and Corporate - $34 million) during the six months ended June 30, 2019. The severance and related costs were included in compensation and benefits and the other costs were included in other operating expenses in the consolidated statement of income.

Details of the JLT integration and restructuring activity from January 1, 2019 through June 30, 2019, is as follows:



(In millions)	Liability at 1/1/19		Amounts Accrued		Cash Paid			Other		Liability at 6/30/19
Severance	$	—	$	73	$	(27	)	$	—	$	46
Real estate related costs	—		—		—			—		—
Consulting and other outside services	—		61		(33		)	—		28
Total	$	—	$	134	$	(60	)	$	—	$	74