-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, H3x7VnE/QNWJs0D0rugYqWWbCFZRqKbFDGMDc54t/v5tqbAqGjri+wkyTsw7jjYT ZkIsMYm1ZuFUwiY1eGt74A== 0000807932-94-000014.txt : 19940701 0000807932-94-000014.hdr.sgml : 19940701 ACCESSION NUMBER: 0000807932-94-000014 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARSH & MCLENNAN COMPANIES INC CENTRAL INDEX KEY: 0000062709 STANDARD INDUSTRIAL CLASSIFICATION: 6411 IRS NUMBER: 362668272 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05998 FILM NUMBER: 94536028 BUSINESS ADDRESS: STREET 1: 1166 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2123455000 FORMER COMPANY: FORMER CONFORMED NAME: MARLENNAN CORP DATE OF NAME CHANGE: 19760505 11-K 1 FILED PURSUANT TO SECTION 15(D) Securities and Exchange Commission Washington, D.C. 20549 Form 11-K Annual Report Pursuant to Section 15 (d) of the Securities Exchange Act of 1934 For Fiscal Year Ended December 31, 1993 A. Full title of the plan: PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN B. Name the issuer of the securities held pursuant to the Plan and the address of its principal executive office: MARSH & McLENNAN COMPANIES, INC. 1166 Avenue of the Americas New York, NY 10036 PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN The Trustees of the plan currently are Gregory F. Van Gundy, Frank J. Borelli, and Francis N. Bonsignore. Mr. Van Gundy is General Counsel and Secretary of Marsh & McLennan Companies, Incorporated (MMC). Mr. Borelli is Senior Vice President and Chief Financial Officer of MMC. Mr. Bonsignore is Senior Vice President - Human Resources and Administration of MMC and has been appointed as Plan Administrator. The business address of all the Trustees is c/o MMC, 1166 Avenue of the Americas, New York, NY 10036. The members of the Application Review Committee currently are Douglas B. Jamieson, Robert W. Burke, and Karen L. Kay. They are officers of Putnam Investments, Inc. or its subsidiaries. The business address of each Committee member is c/o Putnam Investments, Inc. One Post Office Square, Boston, MA 02109. The financial statements of the Plan are included in this Form 11-K and consists of the statements of net assets available for plan benefits as of December 31, 1993 and 1992, and the statements of changes in net assets available for plan benefits for the years ended December 31, 1993, 1992, and 1991 and the report and consent of Deloitte & Touche, independent public accountants, with respect thereto. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustees of Putnam Investments, Inc. Profit Sharing Retirement Plan have duly caused this annual report to be signed this 27th day of June, 1994 by the undersigned thereunto duly authorized. PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN By _______________________________ Francis N. Bonsignore Plan Administrator PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN Financial Statements for the Years Ended December 31, 1993, 1992 and 1991 and Supplemental Schedules for the Year Ended December 31, 1993 and Independent Auditors' Report PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN TABLE OF CONTENTS Page INDEPENDENT AUDITORS' REPORT 1 FINANCIAL STATEMENTS: Statements of Net Assets Available for Plan Benefits, December 31, 1993 and 1992 2 Statements of Changes in Net Assets Available for Plan Benefits for the Years Ended December 31, 1993, 1992 and 1991 3 Notes to Financial Statements 4-9 SUPPLEMENTAL SCHEDULES FOR THE YEAR ENDED DECEMBER 31, 1993: I - Item 27a - Schedule of Assets Held for Investment Purposes 10-11 II - Item 27d - Schedule of Reportable Transactions 12 INDEPENDENT AUDITORS' REPORT To the Trustees of Putnam Investments, Inc. Profit Sharing Retirement Plan: We have audited the accompanying statements of net assets available for plan benefits of Putnam Investments, Inc. Profit Sharing Retirement Plan (formerly The Putnam Companies, Inc. Profit Sharing Retirement Plan) as of December 31, 1993 and 1992, and the related statements of changes in net assets available for plan benefits for each of the three years in the period ended December 31, 1993. These financial statements are the responsibility of the Plan's trustees. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the net assets available for Plan benefits of Putnam Investments, Inc. Profit Sharing Retirement Plan as of December 31, 1993 and 1992, and the changes in its net assets available for plan benefits for each of the three years in the period ended December 31, 1993 in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules listed in the table of contents are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These schedules are the responsibility of the Plan's trustees. Such schedules have been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. //Deloitte & Touche// March 31, 1994
PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS DECEMBER 31, 1993 AND 1992 Notes 1993 1992 ASSETS: Investments at fair value: 1,2,3 Mutual funds $109,887,593 $ 86,087,200 Guaranteed investment contracts 11,408,537 11,161,824 Marsh & McLennan Companies, Inc. common stock 1,271,968 1,345,860 Participant loans 1,752,053 1,268,180 -------------- -------------- Total investments at fair value 124,320,151 99,863,064 Employer and employee contributions receivable 2 2,200,930 2,033,311 -------------- -------------- TOTAL ASSETS $126,521,081 $101,896,375 NET ASSETS AVAILABLE FOR PLAN BENEFITS $126,521,081 $101,896,375 See notes to financial statements. /TABLE
PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS YEARS ENDED DECEMBER 31, 1993, 1992 AND 1991 Notes 1993 1992 1991 ADDITIONS: Employer contributions 2 $ 8,290,627 $ 9,053,311 $ 8,482,364 Employee contributions 2 4,286,986 2,586,738 1,797,090 Dividend income 6,561,290 6,015,120 4,613,287 Interest income 939,537 1,129,974 1,266,216 Net appreciation in fair value of investments 1,4 7,867,469 778,203 7,584,754 ------------ ----------- ----------- Total additions 27,945,909 19,563,34623,743,711 DEDUCTIONS - Distributions to participants 3,321,203 5,466,873 5,453,516 ------------ ------------ ----------- NET ADDITIONS 24,624,706 14,096,47318,290,195 NET ASSETS AVAILABLE FOR PLAN BENEFITS: Beginning of year 101,896,375 87,799,902 69,509,707 ------------- ------------ ----------- End of year $126,521,081 $101,896,375 $87,799,902 See notes to financial statements.
PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN NOTES TO FINANCIAL STATEMENTS 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation - The accompanying financial statements of Putnam Investments, Inc. Profit Sharing Retirement Plan (formerly The Putnam Companies, Inc. Profit Sharing Retirement Plan) (the Plan) have been prepared on the accrual basis of accounting and present the net assets available for Plan benefits and changes in those net assets. Investments - Investments in equity securities and mutual funds are stated at fair value as determined by quoted market prices based on the last reported sales prices, or the reported net asset value per share on the last business day of the Plan year. Investments in insurance contracts are stated at contract value which equals cost plus interest accrued at the rate guaranteed by the issuer insurance company. Security transactions are recognized on a trade-date basis. Dividend income is recorded on the ex-dividend date; interest income is recorded as earned. The change in the difference between fair value and the cost of investments, including realized gains and losses, is reflected in the statements of changes in net assets available for plan benefits as net appreciation in fair value of investments. Federal Income Taxes - The Plan obtained its latest determination letter on December 24, 1986 in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan has been amended since receiving the determination letter. The plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in these financial statements. Administrative Expenses - Expenses of the Plan have been paid by Putnam Investments, Inc. (formerly The Putnam Companies, Inc.) and its subsidiaries, but such payment is at their discretion. 2. DESCRIPTION OF THE PLAN The following description of the Plan is provided for general information purposes only. Participants should refer to the Plan document for a more complete description of the Plan's provisions. (a) General - The Plan, as amended and restated January 1, 1989, is a defined contribution plan that is intended to qualify as a profit- sharing plan under Section 401(a) of the Internal Revenue Code (the Code) and to constitute a qualified cash or deferred arrangement under Section 401(k) of the Code. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). (b) Investment Programs - The Plan allows each participant to elect to have employer contributions and reallocated forfeitures invested in one or more of the following authorized investment vehicles: (1) Any one or a combination of the open-end management investment companies, excluding tax-exempt income funds, for which a subsidiary of Putnam Investments, Inc. acts as an investment adviser. (2) Any one or a combination of contracts with insurance companies which guarantee principal and interest at a fixed rate. (3) Marsh & McLennan Companies, Inc. common stock. (4) Other investment options approved by the Board of Directors of Putnam Investments, Inc., the trustees of the Plan, and the Chief Executive Officer of Marsh & McLennan Companies, Inc. There were no investments in this option at December 31, 1993, 1992 or 1991. Employer contributions and forfeitures must generally be allocated to not fewer than three or more than eight investments, with apportionments to be no less than 10% and no more than 50% per investment. Participants may, however, at their discretion, allocate 100% of their balance to either (1) the Putnam Daily Dividend Trust or (2) a contract, or combination of contracts, with insurance companies which guarantees principal and interest at a fixed rate. Participants may also elect to have their voluntary contributions invested in any one or more of the authorized investments noted above in (1), (2), (3) and/or (4), provided such elections are allocated to not more than eight authorized investments, with apportionments to be at least 10% to any one investment. 2. DESCRIPTION OF THE PLAN (CONTINUED) (b) Investment Programs (Continued) - With proper written notice, participants may elect to change their investment in either their participation or voluntary accounts twice during a fiscal quarter, not to exceed six investment changes per year. (c) Contributions - The Plan covers substantially all of the employees of Putnam Investments, Inc. and its subsidiaries that have adopted the Plan. Employer contributions are determined at the discretion of each company's Board of Directors. Contributions may not exceed the amount permitted as a deduction under the applicable provisions of the Internal Revenue Code. Employer contributions, by company, for 1993, 1992 and 1991 were as follows: Employer Contributions 1993 1992 1991 Putnam Investments, Inc. $ 812,839 $ 844,831 $ 741,204 Putnam Investment Management, Inc. 1,397,177 1,658,748 1,626,624 Putnam Mutual Funds Corp. and Subsidiary 933,114 949,817 816,381 Putnam Fiduciary Trust Company 3,625,466 4,335,253 4,252,945 The Putnam Advisory Company, Inc. and Subsidiary 1,522,031 1,264,662 1,045,210 Total $ 8,290,627 $ 9,053,311 $ 8,482,364 Voluntary employee contributions are accepted within certain limits as defined in the Plan. Participants making contributions are not allowed to withdraw any appreciation on such contributions before termination of employment, but may withdraw their contributions, subject to certain restrictions. Employee contributions, by company, for 1993, 1992 and 1991 were as follows: Employee Contributions 1993 1992 1991 Putnam Investments, Inc. $ 280,811 $ 245,242 $ 169,739 Putnam Investment Management, Inc. 1,275,263 323,813 478,401 Putnam Mutual Funds Corp. and Subsidiary 284,452 305,472 455,931 Putnam Fiduciary Trust Company 1,457,016 1,067,971 591,612 The Putnam Advisory Company, Inc. and Subsidiary 989,444 644,240 101,407 Total $ 4,286,986 $ 2,586,738 $ 1,797,090 2. DESCRIPTION OF THE PLAN (CONTINUED) (d) Forfeitures - Forfeitures of invested employer contributions are reallocated among the remaining eligible participants one year after the fiscal year in which the forfeitures occur. Reallocation of forfeitures amounted to $1,317,892 in 1993, $571,906 in 1992 and $432,342 in 1991. (e) Participant Accounts and Vesting - The Plan provides that the market value of investments in participant accounts shall be determined each quarter. Unrealized appreciation or depreciation, equal to the difference between actual cost and the quoted market price of the investments at the applicable valuation date, is recognized in determining the value of each fund. The change in unrealized appreciation or depreciation, investment income received and realized gains or losses on investments sold or distributed are allocated to participants' accounts based on each participant's proportionate interest in the investment. Employer contributions and forfeitures are allocated annually based on a uniform percentage of eligible earnings per participant. This percentage was 15% in 1993. An employee is not eligible to become a participant until the nearest July 1 or January 1 following the completion of twelve months of continuous service. The vesting of participants, other than voluntary contributions, is as follows: Vested Interest Years of continuous service: Less than two None Two but less than three 25% Three but less than four 50% Four but less than five 75% Five or more 100% If a participant has reached age 60 100% Participants are automatically fully vested in their voluntary contributions. Distributions are based on the vested portion of the participant's account valuation as of the liquidation date coinciding with or following the next valuation date after the individual ceases to be a participant. Such distributions are made within a reasonable period after the individual ceases to be a participant, but not later than sixty days after the close of the fiscal year. The Plan allows terminated participants to maintain their accounts in the Plan, but such accounts do not share in contributions and forfeiture reallocations. The value of these accounts will continue to be determined each quarter. 2. DESCRIPTION OF THE PLAN (CONTINUED) (f) Salary Savings Contributions - It is the intention of the Trustees that the salary savings program be qualified under Section 401(k) of the Internal Revenue Code. The terms of the salary savings agreement provide that the participants' earnings contribution to the Plan will be deducted from their payroll, and that the employer shall contribute this amount to the Plan on behalf of the participants. Investments into the various investment vehicles are at the discretion of the participant. The market value of assets relating to the salary savings program at December 31, 1993 and 1992 was $12,321,913 and $8,963,369, respectively. (g) Loans - Upon the approval of the loan committee, appointed by the Trustees, participants of the Plan may borrow from their accounts, to alleviate financial need as defined by the Plan, an amount which, when added to all other loans to the participant, would not exceed the lesser of (1) a maximum borrowing limit of $50,000 or (2) 50% of the vested balance of the participant's account. All loans shall be secured by the participant's account and will be repaid through payroll deductions according to a fixed repayment schedule which includes interest at a rate consistent with area lending institutions personal loan rates. Loans outstanding at December 31, 1993 and 1992 were $1,752,053 and $1,268,180, respectively. 3. INVESTMENTS Investments that represent 5% or more of total Plan assets at December 31 are as follows: 1993 Putnam Daily Dividend Trust $15,113,221 Putnam Voyager Fund 13,753,676 The Putnam Fund for Growth and Income 12,529,306 The George Putnam Fund of Boston 8,828,419 Putnam New Opportunities Fund 8,328,314 1992 Putnam Daily Dividend Trust $16,526,735 Putnam Voyager Fund 10,705,903 The George Putnam Fund of Boston 8,212,230 The Putnam Fund for Growth and Income 8,550,758 Hartford Life Insurance, 8.50%, 1/31/96 5,738,415 4. NET APPRECIATION (DEPRECIATION) IN FAIR VALUE OF INVESTMENTS The net appreciation (depreciation) in fair value of each significant class of investment for the year ended December 31 is as follows: 1993 1992 1991 Mutual funds $8,024,221 $ 621,572 $7,540,862 Marsh & McLennan Companies, Inc. common stock (156,752) 156,631 43,892 ----------- ---------- ---------- Total $7,867,469 $778,203 $7,584,754 5. SUBSEQUENT DISTRIBUTIONS At December 31, 1993, terminated employees had requested distributions of the vested portion of their accounts, including the applicable 1993 employer contributions, totaling $2,126,068. The source of these distributions by investment program is as follows: Source Amount Mutual Funds $2,020,496 Unallocated assets* 105,572 ----------- $2,126,068 *These assets represent 1993 employer contributions receivable which will be allocated to participant accounts prior to distribution. * * * * * *
SCHEDULE I PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1993 Number Current of Shares Cost Value MUTUAL FUNDS: The George Putnam Fund of Boston 636,971 $ 8,464,346$ 8,828,419 The Putnam Fund for Growth and Income 921,273 11,679,14512,529,306 Putnam Investors Fund 379,540 3,219,056 3,097,044 Putnam Income Fund 420,443 2,940,467 3,035,597 Putnam Global Growth Fund 586,720 4,439,715 5,644,245 Putnam Vista Basic Value Fund 578,163 4,077,317 4,347,786 Putnam Voyager Fund 1,147,096 10,264,57613,753,676 Putnam Convertible Income - Growth Trust 162,694 2,696,963 3,192,049 Putnam American Government Income Fund 37,163 369,557 333,351 Putnam Managed Income Trust 17,801 158,269 162,170 Putnam High Yield Advantage 417,537 4,102,844 4,396,663 Putnam Federal Income Trust 13,624 141,732 139,786 Putnam Global Governmental Income Trust 244,331 3,731,178 3,743,150 Putnam OTC Emerging Growth Fund 446,540 4,036,303 5,112,882 Putnam Adjustable Rate U.S. Government Fund 13,642 152,350 143,245 Putnam Diversified Income Trust 70,982 879,445 921,349 Putnam Utilities Growth and Income Fund 73,718 706,029 729,811 Putnam Overseas Growth Fund 14,137 135,813 168,231 Putnam Asia Pacific Growth Fund 186,199 2,138,475 2,614,236 Putnam Dividend Growth Fund 75,029 734,733 742,037 Putnam Europe Growth Fund 119,088 1,256,585 1,395,712 Putnam New Opportunities Fund 337,726 5,860,206 8,328,314 Putnam Daily Dividend Trust 15,113,221 15,113,22115,113,221 Putnam Equity Income Fund 123,986 1,076,862 1,081,160 Putnam High Yield Trust 336,505 4,401,999 4,475,514 Putnam Health Sciences Trust 108,940 2,738,156 2,895,615 Putnam U.S. Government Income Trust 125,943 1,715,205 1,693,929 Putnam Energy - Resources Trust 87,827 1,438,394 1,269,095 ---------- ----------- ----------- Total Mutual Funds 98,668,941 109,887,593 (Continued) SCHEDULE I PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1993 Number Current of Shares Cost Value GUARANTEED INVESTMENT CONTRACTS: New York Life, 9.30%, 9/30/94 621,261 621,261 621,261 Hartford Life, 8.50%, 1/31/96 4,906,238 4,906,238 4,906,238 Principle Mutual Life Insurance Co., 5.00%, 1/30/97 2,756,832 2,756,832 2,756,832 Putnam Fiduciary Trust Co. Stable Value Fund, 6.00% 3,124,206 3,124,206 3,124,206 ------------ ------------ ------------ Total Guaranteed Investment Contracts 11,408,537 11,408,53711,408,537 MARSH & McLENNAN COMPANIES, INC. COMMON STOCK 15,655 1,071,082 1,271,968 PARTICIPANT LOANS (Various maturities from 1994 to 2004 at interest rates ranging from 7.5% to 12.75%) - 1,752,053 1,752,053 ----------- ----------- TOTAL ASSETS HELD FOR INVESTMENT PURPOSES $112,900,613$124,320,151 (Concluded) /TABLE
SCHEDULE II PUTNAM INVESTMENTS, INC. PROFIT SHARING RETIREMENT PLAN ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED DECEMBER 31, 1993 Purchases Sales -------------------------- ----------------------- Number of Number of Date Description of Investment Transactions Principal Transactions Principal Various Putnam Daily Dividend Trust 4,601 $12,734,325 783 $14,147,840 /TABLE INDEPENDENT AUDITORS' CONSENT Putnam Investments, Inc. Profit Sharing Retirement Plan: We hereby consent to the incorporation by reference in Registration Statement No. 2-65096 on Form S-8 of our report dated March 31, 1994, appearing in this Annual Report on Form 11-K of Putnam Investments, Inc. Profit Sharing Retirement Plan for the year ended December 31, 1993. //Deloitte & Touche// June 27, 1994 Boston, Massachusetts -----END PRIVACY-ENHANCED MESSAGE-----