Marsh & McLennan Companies 8-K 2007
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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:
Item 8.01 Other Events
On August 24, 2007, Marsh & McLennan Companies, Inc. (MMC) issued a press release announcing that it had entered into an agreement (the ASR Agreement) with a financial institution counterparty (Seller) to repurchase $800 million worth of outstanding MMC common stock in an accelerated share repurchase transaction. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
MMC has paid Seller the full purchase price of $800 million under the ASR Agreement, in exchange for which Seller has delivered to MMC 21,320,530 shares of MMC common stock. Pursuant to a contractually specified price cap provision, that is the minimum number of shares deliverable to MMC under the ASR Agreement. If the average price per share of MMCs common stock during an agreed calculation period is less than the specified cap price, Seller will be obligated to deliver additional shares to MMC based on a contractual formula (subject to adjustment under certain circumstances). MMC expects that Seller will deliver any required additional shares by the first quarter of 2008.
Item 9.01 Financial Statements and Exhibits
Exhibit 99.1 Press release issued by Marsh & McLennan Companies, Inc. on August 24, 2007.
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.