-----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, E8bg6uf+ufaq192eprl/kAaGd/jtK2R4tYxskQKieCmxA8vRvj6P2ry3K94E1U/P G/4oinqZ5Ri9Bf8tirgg6w== 0001209191-03-011422.txt : 20030710 0001209191-03-011422.hdr.sgml : 20030710 20030709180331 ACCESSION NUMBER: 0001209191-03-011422 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20030701 FILED AS OF DATE: 20030710 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MARSH & MCLENNAN CAPITAL PROFESSIONALS FUND LP CENTRAL INDEX KEY: 0001098152 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31721 FILM NUMBER: 03780826 BUSINESS ADDRESS: STREET 1: 20 HORSENECK LN CITY: GREENWICH STATE: CT ZIP: 06830 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AXIS CAPITAL HOLDINGS L CENTRAL INDEX KEY: 0001214816 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] BUSINESS ADDRESS: STREET 1: 106 PITTS BAY ROAD CITY: PEMBROKE STATE: D0 ZIP: 00000 BUSINESS PHONE: 4412962600 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MARSH & MCLENNAN COMPANIES INC CENTRAL INDEX KEY: 0000062709 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31721 FILM NUMBER: 03780827 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 NAME: FORMER CONFORMED NAME: MARLENNAN CORP DATE OF NAME CHANGE: 19760505 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MARSH & MCLENNAN EMPLOYEES SECURITIES CO LP CENTRAL INDEX KEY: 0001096727 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31721 FILM NUMBER: 03780825 BUSINESS ADDRESS: STREET 1: MMC CAPITAL INC STREET 2: 20 HORSENECK LANE CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2038622900 MAIL ADDRESS: STREET 1: 1166 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MARSH & MCLENNAN RISK CAPITAL HOLDINGS LTD CENTRAL INDEX KEY: 0001026605 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31721 FILM NUMBER: 03780823 BUSINESS ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036-2774 BUSINESS PHONE: 2123455000 MAIL ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MARSH & MCLENNAN GP I INC CENTRAL INDEX KEY: 0001249874 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-31721 FILM NUMBER: 03780824 BUSINESS ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 100362774 BUSINESS PHONE: 2123455000 MAIL ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 100362774 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0101 4/A2003-07-012003-07-030 0001214816 AXIS CAPITAL HOLDINGS L AXS 0000062709 MARSH & MCLENNAN COMPANIES INC 0010 0001098152 MARSH & MCLENNAN CAPITAL PROFESSIONALS FUND LP 0010 0001096727 MARSH & MCLENNAN EMPLOYEES SECURITIES CO LP 0010 0001249874 MARSH & MCLENNAN GP I INC 0010 0001026605 MARSH & MCLENNAN RISK CAPITAL HOLDINGS LTD 0010Common Shares2003-07-014S051754220.68D7482458IFootnoteCommon Shares2003-07-014S02002620.68D289547IFootnoteCommon Shares2003-07-014S035654120.68D5160586IFootnoteThese Common Shares are own of record by Marsh & McLennan Risk Capital Holdings, Ltd., an indirect wholly owned subsidiary of MMC (???MMRCH???).Marsh & McLennan Companies, Inc. (???MMC???) is making this joint filing on Form 4 on its behalf and on behalf of MMRCH, Marsh & McLennan GP I, Inc. (???MMGPI???), Marsh & McLennan Capital Professionals Fund, L.P. (???CPF???) and Marsh & McLennan Employees??? Securities Company, L.P. (???ESC???). MMRCH has agreed that it will coordinate the timing of the sale of Common Shares held by it with the sale of Common Shares held by Trident II, L.P. (???Trident???). As a result of such agreement, MMC and MMRCH may be deemed to beneficially own Common Shares that are held by Trident. See Footnotes 7, 8 and 9. M MC and MMRCH disclaim any beneficial ownership of any Common Shares held by Trident (other than the shares held by CPF and ESC). Trident has made separate filings with respect to the Common Shares beneficially owned by it.CPF disposed of 34,299 Common Shares and ESC disposed of 34,493 Common Shares. By virtue of holding indirect partnership interests in ESC and CPF, MMC has a pecuniary interest in approximately 1.09% of the Common Shares beneficially owned by ESC and 57.29% of the Common Shares beneficially owned by CPF. As a result of the foregoing dispositions, MMC's pecuniary interest in the Common Shares held by CPF and ESC has decreased by 20,026 Common Shares. As a result of the dispositions, ESC beneficially owns 498,634 Common Shares and CPF beneficially owns 495,901 Common Shares. By virtue of holding indirect partnership interests in ESC and CPF, MMC has a pecuniary interest in approximately 1.09% of the Common Shares beneficially owned b y ESC (5,425 Common Shares) and 57.29% of the Common Shares beneficially owned by CPF (284,122 Common Shares).See footnotes 3 and 4.Trident disposed of 1,223,769 Common Shares. MMC, by virtue of holding interests (including through MMRCH and MMGPI) in Trident, may be deemed to have a pecuniary interest in approximately 29.13% of the Common Shares beneficially owned by Trident. As a result of the foregoing dispositions, MMC's pecuniary interest in the Common Shares held by Trident has decreased by 356,541 Common Shares. As a result of the dispositions, Trident beneficially owns 17,712,895 Common Shares. MMC, by virtue of holding interests (including through MMRCH and MMGPI) in Trident, may be deemed to have a pecuniary interest in approximately 29.13% of the Common Shares beneficially owned by Trident (i.e. 5,160,586 Common Shares).Trident has made separate filings on its behalf and on behalf of Trident Capital II, L.P. (???Trident GP???), CPF and ESC. The general partners of Trident GP are MMGPI and two single member limited liability companies that are owned by individuals who are senior executive officers of MMC. In the Trident filings, the two single member limited liability companies that act as general partners of Trident GP each disclaimed beneficial ownership of Common Shares that are, or may be deemed to be, beneficially owned by Trident. MMC, MMRCH, and MMGPI each disclaim beneficial ownership of Common Shares that are, or may be deemed to be, beneficially owned by Trident, other than Common Shares in which they may be deemed to have a pecuniary interest.This filing is an amendment to the price listing for Common Shares; the amended price shown is the price per Common Shares ($22.00) minus expenses for underwriting discounts and commissions ($1.32).See footnote A1.See footnote A1.MARSH & MCLENNAN COMPANIES, INC. By: /s/ Mark J. Dallara Name: Mark J. Dallara Title: Vice President and Counsel2003-07-09Marsh & McLennan Capital Professionals Fund, L.P., By: Marsh & McLennan GP I, Inc., its sole general partner; By /s/ David J. Wermuth, Assistant Secretary2003-07-09Marsh & McLennan Employees' Securities Company, LP; Marsh & McLennan GP I, Inc., its sole general partner; By: /s/ David J. Wermuth, Assistant Secretary2003-07-09Marsh & McLennan GP I, Inc., By: David J. Wermuth, Assistant Secretary2003-07-09Marsh & McLennan Risk Capital Holdings, Ltd., By; Mark J. Dallara, Secretary2003-07-09 -----END PRIVACY-ENHANCED MESSAGE-----