●  QUARTERLY REPORT · FORM 10-Q 

Marsh & Mclennan Companies, Inc,
Fiscal Year 2024 Q3.

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●  SYMBOLOGY.ONLINE · text diffs 

What's changed since the last filing.

In the Management Discussion:

escalated

The financial highlights were significantly restructured, replacing general categories like "Risk and Insurance Services" and "Consulting revenue" with specific segment breakdowns for Marsh, Guy Carpenter, Mercer, and Oliver Wyman Group. Furthermore, the company disclosed completing four acquisitions in the third quarter of 2024, including The Horton Group Inc., and announced a quarterly dividend of $0.815 per share.
§7.3 Open

In the Management Discussion:

escalated

The Company added a specific disclosure detailing that it received closure notices and assessments from the U.K. tax authority regarding disallowed interest expense deductions stemming from its 2016-2020 examinations. Furthermore, the filing provided details on a past discrete event where a $48 million valuation allowance was released for non-U.S. operations in Q3 2023.
§7.71 Open

In the Management Discussion:

de-emphasised

The expected additional funding for non-U.S. defined benefit plans over the remainder of 2024 decreased from $27 million to $17 million, while required U.S. qualified plan contributions were reduced from $2 million to $1 million in 2024. Furthermore, deficit contributions made to the JLT section increased slightly to $19 million but covered a longer nine-month period compared to the prior six months.
§7.75 Open

In the Management Discussion:

escalated

The disclosure expanded significantly from reporting historical expense totals to detailing an active restructuring plan initiated in Q4 2022, which focuses on workforce actions and real estate reductions. This plan anticipates total charges of approximately $650 million, with the company expecting over $500 million in related savings by 2025.
§7.49 Open

In the Management Discussion:

escalated

The disclosure was expanded to include new information on other credit and overdraft facilities, aggregating $124 million as of September 30, 2024, and outstanding guarantees and letters of credit totaling $153 million at that date. Additionally, the prior borrowings under the Uncommitted Credit Facility were repaid in the third quarter of 2023.
§7.77 Open

In the Management Discussion:

escalated

Corporate expenses for the three months ended September 30, 2024, increased by $19 million, reversing the prior period's decrease; additionally, the explanation shifted from being primarily due to lower restructuring costs to reflecting both lower nine-month and higher three-month restructuring costs.
§7.64 Open
●  FILING HISTORY 

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●  DOCUMENTS 

5 filing documents, in order.

§1
Risk Factors
§2
Controls & Procedures
§3
Market Risk
§4
Management Discussion
§5
Legal Proceedings
●  symbology.online · text diffs 

Side-by-side against the prior Management Discussion.

Management Discussion

38 changes
escalated Financial Highlights The financial highlights were significantly restructured, replacing general categories like "Risk and Insurance Services" and "Consulting revenue" with specific segment breakdowns for Marsh, Guy Carpenter, Mercer, and Oliver Wyman Group. Furthermore, the company disclosed completing four acquisitions in the third quarter of 2024, including The Horton Group Inc., and announced a quarterly dividend of $0.815 per share.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Financial Highlights •Consolidated revenue for the three months ended June 30, 2024 was $6.2 billion, an increase of 6%, on a reported and underlying basis. For the six months ended June 30, 2024, consolidated revenue was $12.7 billion, an increase of 8%, on a reported and underlying basis compared to the corresponding period in the prior year. •Consolidated operating income increased $185 million, or 13% to $1.6 billion for the three months ended June 30, 2024, compared to the corresponding quarter in the prior year. Net income attributable to the Company was $1.1 billion. Earnings per share on a diluted basis increased to $2.27 from $2.07, or 10%, compared to the corresponding quarter in the prior year. For the six months ended June 30, 2024, consolidated operating income increased $384 million, or 12% to $3.6 billion, compared to the corresponding period in the prior year. Net income attributable to the Company was $2.5 billion. Earnings per share on a diluted basis increased to $5.08 from $4.55, or 12%, compared to the corresponding period in the prior year. •Risk and Insurance Services revenue for the three months ended June 30, 2024 was $4.0 billion, an increase of 8%, or 7% on an underlying basis. Operating income was $1.3 billion, compared with $1.2 billion for the corresponding quarter in the prior year. For the six months ended June 30, 2024, Risk and Insurance Services revenue was $8.3 billion, an increase of 9%, or 8% on an underlying basis. Operating income was $2.9 billion, compared with $2.6 billion for the corresponding period in the prior year. •Consulting revenue for the three months ended June 30, 2024 was $2.2 billion, an increase of 2%, or 4% on an underlying basis. Operating income was $410 million, compared with $388 million for the corresponding quarter in the prior year. For the six months ended June 30, 2024, Consulting revenue was $4.4 billion, an increase of 5%, or 6% on an underlying basis. Operating income was $842 million, compared with $799 million for the corresponding period in the prior year.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Financial Highlights •Consolidated revenue for the three months ended September 30, 2024 was $5.7 billion, an increase of 6%, or 5% on an underlying basis. For the nine months ended September 30, 2024, consolidated revenue was $18.4 billion, an increase of 7%, on both a reported and underlying basis compared to the corresponding period in the prior year. •Consolidated operating income increased $112 million, or 11% to $1.1 billion for the three months ended September 30, 2024, compared to the corresponding quarter in the prior year. Net income attributable to the Company was $747 million. Earnings per share on a diluted basis increased to $1.51 from $1.47, or 3%, compared to the corresponding quarter in the prior year. For the nine months ended September 30, 2024, consolidated operating income increased $496 million, or 12% to $4.7 billion, compared to the corresponding period in the prior year. Net income attributable to the Company was $3.3 billion. Earnings per share on a diluted basis increased to $6.59 from $6.01, or 10%, compared to the corresponding period in the prior year. •Risk and Insurance Services revenue for the three months ended September 30, 2024 was $3.5 billion, an increase of 8%, or 6% on an underlying basis. Operating income was $733 million, compared with $640 million for the corresponding quarter in the prior year. For the nine months ended September 30, 2024, Risk and Insurance Services revenue was $11.7 billion, an increase of 9%, or 8% on an underlying basis. Operating income was $3.6 billion, compared with $3.2 billion for the corresponding period in the prior year. •Marsh's revenue for the three months ended September 30, 2024 was $2.9 billion, an increase of 9%, or 7% on an underlying basis. For the nine months ended September 30, 2024, Marsh revenue was $9.2 billion, an increase of 8%, or 7% on an underlying basis. •Guy Carpenter's revenue for the three months ended September 30, 2024 was $381 million, an increase of 6%, or 7% on an underlying basis. For the nine months ended September 30, 2024, Guy Carpenter revenue was $2.2 billion, an increase of 8%, on both a reported and underlying basis. •Consulting revenue for the three months ended September 30, 2024 was $2.3 billion, an increase of 3%, or 4% on an underlying basis. Operating income was $462 million, compared with $424 million for the corresponding quarter in the prior year. For the nine months ended September 30, 2024, Consulting revenue was $6.7 billion, an increase of 4%, or 5% on an underlying basis. Operating income was $1.3 billion, compared with $1.2 billion for the corresponding period in the prior year. •Mercer's revenue for the three months ended September 30, 2024 was $1.5 billion, an increase of 2%, or 5% on an underlying basis. For the nine months ended September 30, 2024, Mercer revenue was $4.3 billion, an increase of 3%, or 6% on an underlying basis. •Oliver Wyman Group's revenue for the three months ended September 30, 2024 was $810 million, an increase of 4%, or 1% on an underlying basis. For the nine months ended September 30, 2024, Oliver Wyman Group revenue was $2.4 billion, an increase of 8%, or 5% on an underlying basis. •The Company completed 4 acquisitions in the third quarter of 2024, the largest being the acquisition of The Horton Group Inc., by Marsh McLennan Agency ("MMA") in Risk and Insurance Services. •The Company repurchased 1.4 million shares for $300 million in the third quarter of 2024. For the nine months ended September 30, 2024, the Company repurchased 4.3 million shares for $900 million. •In September 2024, the Board of Directors of the Company declared a quarterly dividend of $0.815 per share on outstanding common stock, payable in November 2024. 39

escalated Restructuring Activities The disclosure expanded significantly from reporting historical expense totals to detailing an active restructuring plan initiated in Q4 2022, which focuses on workforce actions and real estate reductions. This plan anticipates total charges of approximately $650 million, with the company expecting over $500 million in related savings by 2025.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Restructuring Activities The Company incurred a total of $44 million and $86 million for restructuring activities for the three and six months ended June 30, 2024, compared to $65 million and $118 million for the corresponding quarter in the prior year.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Restructuring Activities The Company incurred a total of $54 million and $140 million for restructuring activities for the three and nine months ended September 30, 2024, compared to $52 million and $170 million for the corresponding periods in the prior year. In the fourth quarter of 2022, the Company initiated activities focused on workforce actions, rationalization of technology and functional services, and reductions in real estate. In the third quarter of 2024, the Company finalized its detailed plans and anticipates total charges related to these activities to be approximately $650 million. The Company has incurred approximately $540 million of these restructuring costs through September 30, 2024, primarily severance and lease exit charges, of which $36 million and $96 million were incurred for the three and nine months ended September 30, 2024, respectively. The Company is expected to complete these activities by the end of 2024. Related estimated savings are now expected to be over $500 million, with approximately $400 million realized by the end of 2024. The remaining savings are expected to be realized in 2025.

escalated Operating income margin21.2 %20.0 %30.6 %29.5 %

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Operating income$1,297$1,157$2,862$2,552 Operating income margin32.2 %31.1 %34.5 %33.5 % (a)The Company reclassified certain prior period amounts between Compensation and benefits and Other operating expenses for each reporting segment for comparability purposes. The reclassification had no impact on consolidated or reporting segment total expenses.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

6256121,8321,792 Operating expenses2,7202,5508,1537,626 Operating income$733$640$3,595$3,192 Operating income margin21.2 %20.0 %30.6 %29.5 % (a)The Company reclassified certain prior period amounts between Compensation and benefits and Other operating expenses for each reporting segment for comparability purposes. The reclassification had no impact on consolidated or reporting segment total expenses. 46

escalated Corporate and Other Corporate expenses for the three months ended September 30, 2024, increased by $19 million, reversing the prior period's decrease; additionally, the explanation shifted from being primarily due to lower restructuring costs to reflecting both lower nine-month and higher three-month restructuring costs.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Corporate and Other Corporate expenses decreased $23 million, or 27% to $65 million for the three months ended June 30, 2024, compared to $88 million for the three months ended June 30, 2023. Corporate expenses decreased $31 million, or 18% to $137 million for the six months ended June 30, 2024, compared to $168 million for the six months ended June 30, 2023. Corporate expenses for the three and six months ended June 30, 2024 decreased primarily due to lower restructuring costs compared to the corresponding periods in the prior year.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Corporate and Other Corporate expenses increased $19 million, or 26% to $87 million for the three months ended September 30, 2024, compared to $68 million for the three months ended September 30, 2023. Corporate expenses decreased $12 million, or 5% to $224 million for the nine months ended September 30, 2024, compared to $236 million for the nine months ended September 30, 2023. Corporate expenses reflect primarily lower restructuring costs for the nine months ended September 30, 2024, partially offset by higher restructuring costs for the three months ended September 30, 2024, compared to the corresponding periods in the prior year.

escalated Income and Other Taxes The Company added a specific disclosure detailing that it received closure notices and assessments from the U.K. tax authority regarding disallowed interest expense deductions stemming from its 2016-2020 examinations. Furthermore, the filing provided details on a past discrete event where a $48 million valuation allowance was released for non-U.S. operations in Q3 2023.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Income and Other Taxes The Company's effective tax rate for the three months ended June 30, 2024 was 27.1%, compared with 24.4% for the corresponding quarter of 2023. The effective tax rates for the six months ended June 30, 2024 and 2023 were 25.4% and 24.6%, respectively. The tax rate in each period reflects the impact of discrete tax items such as excess tax benefits related to share-based compensation, enacted tax legislation, changes in uncertain tax positions, deferred tax adjustments, non-taxable adjustments related to contingent consideration for acquisitions, and valuation allowances for certain tax credits and attributes. The rate for the three and six months ended June 30, 2024 reflects the previously enacted change in the United Kingdom (U.K.) corporate income tax rate from 19% to 25%, which was effective April 1, 2023. The blended U.K. statutory tax rate for 2023 was 23.5%. The excess tax benefit related to share-based payments is the most significant discrete item in both periods, reducing the effective tax rate by 0.7% and 1.2% for the three months ended June 30, 2024 and 2023, respectively, and by 1.6% and 1.3% for the six months periods ended June 30, 2024 and 2023, respectively. The effective tax rate may vary significantly from period to period. The effective tax rate is sensitive to the geographic mix and repatriation of the Company's earnings, which may result in higher or lower effective tax rates. Therefore, a shift in the mix of profits among jurisdictions, or changes in the Company's repatriation strategy to access offshore cash, can affect the effective tax rate. In addition, losses in certain jurisdictions cannot be offset by earnings from other operations and may require valuation allowances that affect the rate in a particular period, depending on estimates of the value of associated deferred tax assets which can be realized. A valuation allowance was recorded to reduce deferred tax assets to the amount that the Company believes is more likely than not to be realized. The effective tax rate is also sensitive to changes in unrecognized tax benefits, including the impact of settled tax audits and expired statutes of limitations. The Company has established liabilities for uncertain tax positions in relation to potential assessments in the jurisdictions in which it operates. The Company believes the resolution of tax matters will not have a material effect on the consolidated financial position of the Company, although a resolution of tax matters could have a material impact on the Company's net income or cash flows and on its effective tax rate in a particular future period. It is reasonably possible that the total amount of unrecognized tax benefits could decrease up to approximately $66 million within the next twelve months due to settlement of audits and expiration of statutes of limitations. Changes in tax laws, rulings, policies, or related legal and regulatory interpretations occur frequently and may have significant favorable or adverse impacts on our effective tax rate. In 2021, the Organization for Economic Cooperation and Development ("OECD") released model rules for a 15% global minimum tax, known as Pillar Two. Pillar Two has now been enacted by approximately 35 countries, including the U.K. and Ireland. This minimum tax is treated as a period cost beginning in 2024 and does not have a material impact on the Company's financial results of operations for the current period. The Company is monitoring legislative developments, as well as additional guidance from countries that have enacted legislation. We anticipate further legislative activity and administrative guidance in 2024. As a U.S. domiciled parent holding company, the Company is the issuer of essentially all the Company's external indebtedness, and incurs the related interest expense in the U.S. The Company's interest expense deductions are not currently limited. However, the Company may not be able to fully deduct intercompany interest on loans used to finance the Company's foreign operations. Further, most senior executive and oversight functions are conducted in the U.S. and the associated costs are incurred primarily in the U.S. Some of these expenses may not be deductible in the U.S., which may impact the effective tax rate. Changes to the U.S. tax law in recent years have allowed the Company to repatriate foreign earnings without incurring additional U.S. federal income tax costs as foreign income is generally already taxed in the U.S. However, permanent reinvestment continues to be a component of the Company's global capital strategy. The Company continues to evaluate its global investment and repatriation strategy in light of our capital requirements and potential costs of repatriation, which are generally limited to local country withholding taxes. 47

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Income and Other Taxes The Company's effective tax rate for the three months ended September 30, 2024 was 27.3%, compared with 20.6% for the corresponding quarter of 2023. The effective tax rates for the nine months ended September 30, 2024 and 2023 were 25.8% and 23.7%, respectively. The tax rate in each period reflects the impact of discrete tax items such as excess tax benefits related to share-based compensation, enacted tax legislation, changes in uncertain tax positions, deferred tax adjustments, non-taxable adjustments related to contingent consideration for acquisitions, and valuation allowances for certain tax credits and attributes. The rate for the three and nine months ended September 30, 2024 reflects the previously enacted change in the United Kingdom (U.K.) corporate income tax rate from 19% to 25%, which was effective April 1, 2023. The blended U.K. statutory tax rate for 2023 was 23.5%. The excess tax benefit related to share-based payments is the most significant discrete item for the nine months ended September 30, 2024 and 2023, reducing the effective tax rate by 1.3% and 1.2%, respectively. The reduction to the effective tax rate for the three months ended September 30, 2024 and 2023 is 0.3% and 1.0%, respectively. During the third quarter of 2023, the Company released a valuation allowance related to the realizability of deferred tax assets for its non-U.S. operations of $48 million as a discrete tax benefit, primarily due to the sustained profitability of its operations. This was the most significant discrete item for the three months ended September 30, 2023, reducing the effective tax rate by 4.8%. For the nine months ended September 30, 2023, the reduction to the effective tax rate was 1.1%. The effective tax rate may vary significantly from period to period. The effective tax rate is sensitive to the geographic mix and repatriation of the Company's earnings, which may result in higher or lower effective tax rates. Therefore, a shift in the mix of profits among jurisdictions, or changes in the Company's repatriation strategy to access offshore cash, can affect the effective tax rate. In addition, losses in certain jurisdictions cannot be offset by earnings from other operations and may require valuation allowances that affect the rate in a particular period, depending on estimates of the value of associated deferred tax assets which can be realized. A valuation allowance was recorded to reduce deferred tax assets to the amount that the Company believes is more likely than not to be realized. The effective tax rate is also sensitive to changes in unrecognized tax benefits, including the impact of settled tax audits and expired statutes of limitations. The Company has established liabilities for uncertain tax positions in relation to potential assessments in the jurisdictions in which it operates. In the third quarter of 2024, the Company received closure notices and assessments from the U.K. tax authority in relation to its 2016-2020 examinations which disallowed certain interest expense deductions. The Company has appealed the assessments and resolving this matter through litigation or alternative dispute resolution may take several years. The Company believes the resolution of tax matters will not have a material effect on the consolidated financial position of the Company. However, an adverse resolution of tax matters could have a material impact on the Company's net income or cash flows and on its effective tax rate in a particular future period. It is reasonably possible that the total amount of unrecognized tax benefits could decrease up to approximately $66 million within the next twelve months due to settlement of audits and expiration of statutes of limitations. 50 Changes in tax laws, rulings, policies, or related legal and regulatory interpretations occur frequently and may have significant favorable or adverse impacts on our effective tax rate. In 2021, the Organization for Economic Cooperation and Development ("OECD") released model rules for a 15% global minimum tax, known as Pillar Two. Pillar Two has now been enacted by most key non-U.S. jurisdictions where the Company operates, including the U.K. and Ireland. This minimum tax is treated as a period cost beginning in 2024 and does not have a material impact on the Company's financial results of operations for the current period. The Company is monitoring legislative developments, as well as additional guidance from countries that have enacted legislation. We anticipate further legislative activity and administrative guidance in 2024. As a U.S. domiciled parent holding company, the Company is the issuer of essentially all the Company's external indebtedness, and incurs the related interest expense in the U.S. The Company's interest expense deductions are not currently limited. However, the Company may not be able to fully deduct intercompany interest on loans used to finance the Company's foreign operations. Further, most senior executive and oversight functions are conducted in the U.S. and the associated costs are incurred primarily in the U.S. Some of these expenses may not be deductible in the U.S., which may impact the effective tax rate. Changes to the U.S. tax law in recent years have allowed the Company to repatriate foreign earnings without incurring additional U.S. federal income tax costs as foreign income is generally already taxed in the U.S. However, permanent reinvestment continues to be a component of the Company's global capital strategy. The Company continues to evaluate its global investment and repatriation strategy in light of our capital requirements and potential costs of repatriation, which are generally limited to local country withholding taxes. 51

escalated Credit Facilities The disclosure was expanded to include new information on other credit and overdraft facilities, aggregating $124 million as of September 30, 2024, and outstanding guarantees and letters of credit totaling $153 million at that date. Additionally, the prior borrowings under the Uncommitted Credit Facility were repaid in the third quarter of 2023.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Credit Facilities In October 2023, the Company increased its multi-currency unsecured $2.8 billion five-year revolving credit facility (the "Credit Facility") capacity to $3.5 billion and extended the expiration to October 2028. The interest rate on the Credit Facility was initially based on LIBOR plus a fixed margin which varied with the Company's credit rating. In the second quarter of 2023, the Credit Facility was amended so that borrowings under the Credit Facility bear interest at a rate per annum, equal, at the Company's option, either at (a) SOFR benchmark rate for U.S. dollar borrowings, or (b) a currency specific benchmark rate, plus an applicable margin which varies with the Company's credit ratings. The Company is required to maintain certain coverage and leverage ratios for the Credit Facility, which are evaluated quarterly. The Credit Facility includes provisions for determining a benchmark replacement rate in the event existing benchmark rates are no longer available or in certain other circumstances, in which an alternative rate may be required. At June 30, 2024 and December 31, 2023, the Company had no borrowings under this facility. In October 2023, the Company terminated its one-year uncommitted revolving credit facility ("Uncommitted Credit Facility"). At June 30, 2023, the Company had $200 million borrowings outstanding under this facility with a

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Credit Facilities In October 2023, the Company increased its multi-currency unsecured five-year revolving credit facility (the "Credit Facility") capacity to $3.5 billion from $2.8 billion and extended the expiration to October 2028. The interest rate on the Credit Facility was initially based on LIBOR plus a fixed margin which varied with the Company's credit rating. In the second quarter of 2023, the Credit Facility was amended so that borrowings under the Credit Facility bear interest at a rate per annum, equal, at the Company's option, either at (a) SOFR benchmark rate for U.S. dollar borrowings, or (b) a currency specific benchmark rate, plus an applicable margin which varies with the Company's credit ratings. The Company is required to maintain certain coverage and leverage ratios for the Credit Facility, which are evaluated quarterly. The Credit Facility includes provisions for determining a benchmark replacement rate in the event existing benchmark rates are no longer available or in certain other circumstances, in which an alternative rate may be required. At September 30, 2024 and December 31, 2023, the Company had no borrowings under this facility. In October 2023, the Company terminated its one-year uncommitted revolving credit facility ("Uncommitted Credit Facility"). In the third quarter of 2023, the Company repaid $200 million of borrowings outstanding under this facility with a weighted average interest rate of 5.50%. There were no borrowings outstanding under the Uncommitted Credit Facility at September 30, 2023. The Company also maintains other credit and overdraft facilities with various financial institutions aggregating $124 million and $113 million, at September 30, 2024 and December 31, 2023, respectively. There were no outstanding borrowings under these facilities at September 30, 2024 and December 31, 2023. The Company also has outstanding guarantees and letters of credit with various banks aggregating $153 million and $139 million, at September 30, 2024 and December 31, 2023, respectively.

escalated In March 2024, the Company repaid $1 billion of 3.875% senior notes at maturity.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

In March 2024, the Company repaid $1 billion of 3.875% senior notes at maturity. In February 2024, the Company issued $500 million of 5.150% senior notes due 2034 and $500 million of 5.450% senior notes due 2054. The Company used the net proceeds from these issuances for general corporate purposes. 49

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

In June 2024, the Company repaid $600 million of 3.50% senior notes at maturity. In March 2024, the Company repaid $1 billion of 3.875% senior notes at maturity. 53 In February 2024, the Company issued $500 million of 5.150% senior notes due 2034 and $500 million of 5.450% senior notes due 2054. The Company used the net proceeds from these issuances for general corporate purposes.

de-emphasised The results of operations for the Risk and Insurance Services segment are as follows:

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

The results of operations for the Risk and Insurance Services segment are as follows: Three Months Ended June 30,Six Months Ended June 30, (In millions, except percentages)2024202320242023

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

The results of operations for the Risk and Insurance Services segment are as follows: Three Months Ended September 30,Nine Months Ended September 30,

de-emphasised Interest expense was $469 million for the nine months ended September 30, 2024, compared to $427 million for the nine months ended September 30, 2023.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Interest expense was $315 million for the six months ended June 30, 2024, compared to $282 million for the six months ended June 30, 2023. Interest expense for the three and six months ended June 30, 2024, increased $10 million and $33 million, respectively, reflecting higher levels of debt and higher interest rates, compared to the corresponding periods in the prior year.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Interest expense was $469 million for the nine months ended September 30, 2024, compared to $427 million for the nine months ended September 30, 2023. 49

de-emphasised (In millions, except per share data)2024202320242023

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Consolidated Results of Operations Three Months Ended June 30,Six Months Ended June 30, (In millions, except per share data)2024202320242023 Revenue$6,221 $5,876 $12,694 $11,800

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Consolidated Results of Operations Three Months Ended September 30,Nine Months Ended September 30, (In millions, except per share data)2024202320242023

de-emphasised The Company also made required contributions of $1 million to its U.S. qualified plans in 2024. The expected additional funding for non-U.S. defined benefit plans over the remainder of 2024 decreased from $27 million to $17 million, while required U.S. qualified plan contributions were reduced from $2 million to $1 million in 2024. Furthermore, deficit contributions made to the JLT section increased slightly to $19 million but covered a longer nine-month period compared to the prior six months.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Pension Related Items Contributions The Company's policy for funding its tax-qualified defined benefit plans is to contribute amounts at least sufficient to meet the funding requirements set forth in accordance with applicable law. For the three and six months ended June 30, 2024, the Company contributed $9 million and $17 million, respectively, to its U.S. defined benefit pension plans and $18 million and $34 million to its non-U.S. defined benefit pension plans, respectively. For the three and six months ended June 30, 2023, the Company contributed $7 million and $15 million to its U.S. defined benefit pension plans, respectively, and $19 million and $32 million to its non-U.S. defined benefit pension plans, respectively. In the U.S., contributions to the tax-qualified defined benefit plans are based on Employee Retirement Income Security Act ("ERISA") guidelines and the Company generally expects to maintain a funded status of 80% or more of the liability determined in accordance with the ERISA guidelines. For the three and six months ended June 30, 2024, the Company made contributions of $9 million and $17 million, respectively, to its non-qualified plans, and expects to contribute approximately an additional $14 million over the remainder of 2024. The Company is also required to make $2 million of contributions to its U.S. qualified plans in 2024. Outside the U.S., the Company has a large number of non-U.S. defined benefit pension plans, the largest of which are in the U.K., which comprise approximately 79% of non-U.S. plan assets at December 31, 2023. Contribution rates for non-U.S. plans are generally based on local funding practices and statutory requirements, which may differ significantly from measurements in accordance with U.S. GAAP. 48 In the U.K., the assumptions used to determine pension contributions are the result of legally-prescribed negotiations between the Company and the plans' trustee that typically occur every 3 years in conjunction with the actuarial valuation of the plans. Currently, this results in a lower funded status compared to U.S. GAAP and may result in contributions irrespective of the U.S. GAAP funded status. In 2021, the JLT Pension Scheme was merged into the MMC U.K. Pension Fund with a new segregated JLT section created (referred to as the "JLT section"). For the first six months of 2024, the Company made deficit contributions of $21 million to the JLT section of its U.K. plans, and does not expect to make any additional contributions for the remainder of 2024. For the MMC U.K. Pension Fund, excluding the JLT section, an agreement was reached with the trustee in the fourth quarter of 2022, based on the surplus funding position at December 31, 2021. In accordance with the agreement, no deficit funding is required at the earliest until 2026. The funding level will be re-assessed during 2025 as part of the December 31, 2024 actuarial valuation to determine if contributions are required in 2026. In December 2022, the Company renewed its agreement to support annual deficit contributions that may be required by the U.K. operating companies under certain circumstances, up to £450 million (or $568 million) over a seven year period. This is part of an agreement which gives the Company greater influence over asset allocation and overall investment decisions. The Company expects to fund an additional $27 million to its non-U.S. defined benefit plans over the remainder of 2024, comprising approximately $1 million to the U.K. plans and $26 million to plans outside of the U.K.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

The Company also made required contributions of $1 million to its U.S. qualified plans in 2024. Outside the U.S., the Company has a large number of non-U.S. defined benefit pension plans, the largest of which are in the U.K., which comprise approximately 79% of non-U.S. plan assets at December 31, 2023. Contribution rates for non-U.S. plans are generally based on local funding practices and statutory requirements, which may differ significantly from measurements in accordance with U.S. GAAP. 52 In the U.K., the assumptions used to determine pension contributions are the result of legally-prescribed negotiations between the Company and the plans' trustee that typically occur every 3 years in conjunction with the actuarial valuation of the plans. Currently, this results in a lower funded status compared to U.S. GAAP and may result in contributions irrespective of the U.S. GAAP funded status. In 2021, the JLT Pension Scheme was merged into the MMC U.K. Pension Fund with a new segregated JLT section created (referred to as the "JLT section"). For the first nine months of 2024, the Company made deficit contributions of $19 million to the JLT section of its U.K. plans, and does not expect to make additional contributions for the remainder of 2024. For the MMC U.K. Pension Fund, excluding the JLT section, an agreement was reached with the trustee in the fourth quarter of 2022, based on the surplus funding position at December 31, 2021. In accordance with the agreement, no deficit funding is required at the earliest until 2026. The funding level will be re-assessed during 2025 as part of the December 31, 2024 actuarial valuation to determine if contributions are required in 2026. In December 2022, the Company renewed its agreement to support annual deficit contributions that may be required by the U.K. operating companies under certain circumstances, up to £450 million (or $604 million) over a seven year period. This is part of an agreement which gives the Company greater influence over asset allocation and overall investment decisions. The Company expects to fund an additional $17 million to its non-U.S. defined benefit plans over the remainder of 2024, primarily to plans outside of the U.K.

de-emphasised Long-term debt12,433 - 1,254 1,544 9,635

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

(In millions) TotalWithin1 Year1-3 Years4-5 YearsAfter5 Years Commercial paper$749 $749 $- $- $- Current portion of long-term debt519 519 - - - Long-term debt12,384 - 1,227 1,544 9,613

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

(In millions) TotalWithin1 Year1-3 Years4-5 YearsAfter5 Years Current portion of long-term debt519 519 - - - Long-term debt12,433 - 1,254 1,544 9,635

reworded Shares outstanding at September 30,491 493 491 493

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Average number of shares outstanding: - Basic492 495 492 495 - Diluted496 499 497 499 Shares outstanding at June 30,492 494 492 494 Consolidated operating income increased $185 million, or 13% to $1.6 billion for the three months ended June 30, 2024, compared to $1.5 billion for the corresponding quarter in the prior year, reflecting a 6% increase in revenue and a 4% increase in expenses. Revenue growth was driven by increases in the Risk and Insurance Services and Consulting segments of 8% and 2%, respectively. Consolidated operating income increased $384 million, or 12% to $3.6 billion for the six months ended June 30, 2024, compared to $3.2 billion in the corresponding period in the prior year, reflecting an 8% increase in revenue and a 6% increase in expenses. Revenue growth was driven by increases in the Risk and Insurance Services and Consulting segments of 9% and 5%, respectively. 38

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Average number of shares outstanding: - Basic492 494 492 494 - Diluted496 499 496 499 Shares outstanding at September 30,491 493 491 493 Consolidated operating income increased $112 million, or 11% to $1.1 billion for the three months ended September 30, 2024, compared to $996 million for the corresponding quarter in the prior year, reflecting a 6% increase in revenue and a 5% increase in expenses. Revenue growth was driven by increases in the Risk and Insurance Services and Consulting segments of 8% and 3%, respectively. Consolidated operating income increased $496 million, or 12% to $4.7 billion for the nine months ended September 30, 2024, compared to $4.2 billion in the corresponding period in the prior year, reflecting a 7% increase in revenue and a 5% increase in expenses. Revenue growth was driven by increases in the Risk and Insurance Services and Consulting segments of 9% and 4%, respectively. 41

reworded The following table provides more detailed revenue information for certain of the components presented in the previous table:

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Total Consulting2,216 2,172 2 %2,191 2,104 4 % Corporate Eliminations(17)(18)(17)(18) Total Revenue$6,221 $5,876 6 %$6,172 $5,807 6 % The following table provides more detailed revenue information for certain of the components presented in the previous table: Three Months Ended June 30,

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Total Consulting2,262 2,206 3 %2,221 2,139 4 % Corporate Eliminations(18)(14)(18)(14) Total Revenue$5,697 $5,382 6 %$5,599 $5,314 5 % The following table provides more detailed revenue information for certain of the components presented in the previous table: Three Months Ended September 30,

reworded GAAP Revenue% Change GAAP Revenue*Non-GAAP RevenueNon-GAAP Underlying Revenue*

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

(*) Rounded to whole percentages. 39 Six Months Ended June 30, (In millions, except percentages) GAAP Revenue% Change GAAP Revenue*Non-GAAP RevenueNon-GAAP Underlying Revenue*

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

(*) Rounded to whole percentages. 42 Nine Months Ended September 30, (In millions, except percentages) GAAP Revenue% Change GAAP Revenue*Non-GAAP RevenueNon-GAAP Underlying Revenue*

reworded EMEA$2,684 $2,482 8 %$2,671 $2,480 8 %

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

(In millions, except percentages) GAAP Revenue% Change GAAP Revenue*Non-GAAP RevenueNon-GAAP Underlying Revenue* 2024202320242023 Marsh: EMEA$1,937 $1,790 8 %$1,930 $1,789 8 %

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

(In millions, except percentages) GAAP Revenue% Change GAAP Revenue*Non-GAAP RevenueNon-GAAP Underlying Revenue* 2024202320242023 Marsh: EMEA$2,684 $2,482 8 %$2,671 $2,480 8 %

reworded The following tables provide the reconciliation of GAAP revenue to Non-GAAP revenue for the three and nine months ended September 30, 2024 and 2023:

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Total Mercer$2,804 $2,718 3 %$2,775 $2,626 6 % (*) Rounded to whole percentages. 40 Revenue - Reconciliation of Non-GAAP Measures The following tables provide the reconciliation of GAAP revenue to Non-GAAP revenue for the three and six months ended June 30, 2024 and 2023:

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Total Mercer$4,256 $4,143 3 %$4,209 $3,984 6 % (*) Rounded to whole percentages. 43 Revenue - Reconciliation of Non-GAAP Measures The following tables provide the reconciliation of GAAP revenue to Non-GAAP revenue for the three and nine months ended September 30, 2024 and 2023:

reworded §7.29

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

20242023 Three Months Ended June 30, (In millions) GAAP RevenueCurrency ImpactAcquisitions/Dispositions/Other ImpactNon-GAAP RevenueGAAP RevenueAcquisitions/Dispositions/Other ImpactNon-GAAP Revenue

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

20242023 Three Months Ended September 30, (In millions) GAAP RevenueCurrency ImpactAcquisitions/Dispositions/Other ImpactNon-GAAP RevenueGAAP RevenueAcquisitions/Dispositions/Other ImpactNon-GAAP Revenue

reworded 20242023

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

The following table provides more detailed revenue information for certain of the components presented in the previous table: 20242023 Three Months Ended June 30,

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

The following table provides more detailed revenue information for certain of the components presented in the previous table: 20242023 Three Months Ended September 30,

reworded Consolidated revenue growth for the three and nine months ended September 30, 2024, reflects the continued demand for our advice and solutions.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Note: Amounts in the tables above are rounded to whole numbers. 42 Consolidated Revenue Consolidated revenue increased $345 million, or 6% to $6.2 billion for the three months ended June 30, 2024, compared to $5.9 billion for the three months ended June 30, 2023. Consolidated revenue also increased 6% on an underlying basis and 1% from acquisitions, partially offset by a decrease of 1% from the impact of foreign currency translation. On an underlying basis, revenue increased 7% and 4% for the three months ended June 30, 2024 in the Risk and Insurance Services and Consulting segments, respectively. Consolidated revenue increased $894 million, or 8% to $12.7 billion for the six months ended June 30, 2024, compared to $11.8 billion for the six months ended June 30, 2023. Consolidated revenue also increased 8% on an underlying basis and 1% from acquisitions, partially offset by a decrease of 1% from the impact of foreign currency translation. On an underlying basis, revenue increased 8% and 6% for the six months ended June 30, 2024 in the Risk and Insurance Services and Consulting segments, respectively.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Note: Amounts in the tables above are rounded to whole numbers. Consolidated Revenue Consolidated revenue growth for the three and nine months ended September 30, 2024, reflects the continued demand for our advice and solutions. Revenue increased $315 million, or 6% to $5.7 billion for the three months ended September 30, 2024, compared to $5.4 billion for the three months ended September 30, 2023. Consolidated revenue increased 5% on an underlying basis and 1% from acquisitions. On an underlying basis, revenue increased 6% and 4% for the three months ended September 30, 2024 in the Risk and Insurance Services and Consulting segments, respectively. Revenue increased $1.2 billion, or 7% to $18.4 billion for the nine months ended September 30, 2024, compared to $17.2 billion for the nine months ended September 30, 2023. Consolidated revenue also increased 7% on an underlying basis and 1% from acquisitions. On an underlying basis, revenue increased 8% and 5% for the nine months ended September 30, 2024 in the Risk and Insurance Services and Consulting segments, respectively. 45

reworded Consolidated Operating Expenses

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Consolidated Operating Expenses Consolidated operating expenses increased $160 million, or 4% to $4.6 billion for the three months ended June 30, 2024, compared to $4.4 billion for the three months ended June 30, 2023. Expenses reflect an increase of 1% from acquisitions, offset by a decrease of 1% from the impact of foreign currency translation. Consolidated operating expenses increased $510 million, or 6% to $9.1 billion for the six months ended June 30, 2024, compared to $8.6 billion for the six months ended June 30, 2023. Expenses reflect an increase of 1% from acquisitions, offset by a decrease of 1% from the impact of foreign currency translation.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Consolidated Operating Expenses Consolidated operating expenses for the three and nine months ended September 30, 2024, increased primarily due to compensation and benefits, driven by higher base salary and incentive compensation. Expenses increased $203 million, or 5% to $4.6 billion for the three months ended September 30, 2024, compared to $4.4 billion for the three months ended September 30, 2023. Expenses reflect an increase of 1% from acquisitions. Expenses increased $713 million, or 5% to $13.7 billion for the nine months ended September 30, 2024, compared to $13.0 billion for the nine months ended September 30, 2023. Expenses reflect an increase of 1% from acquisitions.

reworded Revenue

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Revenue Revenue in the Risk and Insurance Services segment increased $300 million, or 8% to $4.0 billion for the three months ended June 30, 2024, compared to $3.7 billion for the three months ended June 30, 2023. Revenue increased 7% on an underlying basis and 2% from acquisitions, partially offset by a decrease of 1% from the impact of foreign currency translation. Interest earned on fiduciary funds increased $17 million to $125 million for the three months ended June 30, 2024, compared to $108 million for the corresponding quarter in the prior year. 43 Revenue in the Risk and Insurance Services segment increased $667 million, or 9% to $8.3 billion for the six months ended June 30, 2024, compared to $7.6 billion for the six months ended June 30, 2023. Revenue increased 8% on an underlying basis and 1% from acquisitions, partially offset by a decrease of 1% from the impact of foreign currency translation. Interest earned on fiduciary funds increased by $48 million to $247 million for the six months ended June 30, 2024, compared to $199 million for the corresponding period in the prior year. Marsh's revenue increased $227 million, or 8% to $3.3 billion for the three months ended June 30, 2024, compared to $3.0 billion for the three months ended June 30, 2023. This reflects increases of 7% on an underlying basis and 2% from acquisitions, partially offset by a decrease of 1% from the impact of foreign currency translation. U.S./Canada rose 6% on an underlying basis. Total International operations produced underlying revenue growth of 7%, reflecting growth of 8% in Latin America, and 7% in both Asia Pacific and EMEA. Marsh's revenue increased $486 million, or 8% to $6.3 billion for the six months ended June 30, 2024, compared to $5.8 billion for the six months ended June 30, 2023. This reflects increases of 7% on an underlying basis and 2% from acquisitions, partially offset by a decrease of 1% from the impact of foreign currency translation. U.S./Canada rose 7% on an underlying basis. Total International operations produced underlying revenue growth of 8%, reflecting growth of 8% in both EMEA and Latin America, and 7% in Asia Pacific. Guy Carpenter's revenue increased $56 million, or 10% to $632 million for the three months ended June 30, 2024, compared to $576 million for the three months ended June 30, 2023. This reflects an increase of 11% on an underlying basis, partially offset by a decrease of 1% from the impact of foreign currency translation. Guy Carpenter's revenue increased $133 million, or 8% to $1.8 billion for the six months ended June 30, 2024, compared to $1.6 billion for the six months ended June 30, 2023. This reflects an increase of 9% on an underlying basis, partially offset by a decrease of 1% from acquisitions. The Risk and Insurance Services segment completed 5 acquisitions for the six months ended June 30, 2024. Information regarding these acquisitions is included in Note 8, Acquisitions and Dispositions, in the notes to the consolidated financial statements.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Revenue Revenue in the Risk and Insurance Services segment increased $263 million, or 8% to $3.5 billion for the three months ended September 30, 2024, compared to $3.2 billion for the three months ended September 30, 2023. Revenue increased 6% on an underlying basis and 2% from acquisitions. Interest earned on fiduciary funds increased $7 million to $138 million for the three months ended September 30, 2024, compared to $131 million for the corresponding quarter in the prior year. Revenue in the Risk and Insurance Services segment increased $930 million, or 9% to $11.7 billion for the nine months ended September 30, 2024, compared to $10.8 billion for the nine months ended September 30, 2023. Revenue increased 8% on an underlying basis and 1% from acquisitions, partially offset by a decrease of 1% from the impact of foreign currency translation. Interest earned on fiduciary funds increased by $55 million to $385 million for the nine months ended September 30, 2024, compared to $330 million for the corresponding period in the prior year. In Risk and Insurance Services, underlying revenue growth for the three and nine months ended September 30, 2024, was driven by solid retention and new business growth at Marsh and Guy Carpenter. Results also benefited from continued economic growth in most major markets and inflation. Marsh's revenue increased $234 million, or 9% to $2.9 billion for the three months ended September 30, 2024, compared to $2.7 billion for the three months ended September 30, 2023. This reflects an increase of 7% on an underlying basis and 2% from acquisitions. U.S./Canada rose 6% on an underlying basis. Total International operations produced underlying revenue growth of 7%, reflecting growth of 8% in Latin America, 7% in EMEA and 5% in Asia Pacific. Marsh's revenue increased $720 million, or 8% to $9.2 billion for the nine months ended September 30, 2024, compared to $8.5 billion for the nine months ended September 30, 2023. This reflects an increase of 7% on an underlying basis and 2% from acquisitions, partially offset by a decrease of 1% from the impact of foreign currency translation. U.S./Canada rose 7% on an underlying basis. Total International operations produced underlying revenue growth of 7%, reflecting growth of 8% in both EMEA and Latin America, and 6% in Asia Pacific. Guy Carpenter's revenue increased $22 million, or 6% to $381 million for the three months ended September 30, 2024, compared to $359 million for the three months ended September 30, 2023. This reflects an increase of 7% on an underlying basis. Guy Carpenter's revenue increased $155 million, or 8% to $2.2 billion for the nine months ended September 30, 2024, compared to $2.0 billion for the nine months ended September 30, 2023. Revenue on an underlying basis also increased by 8%. At Guy Carpenter, underlying revenue growth for the three months ended September 30, 2024 was primarily driven by strong growth international, including global specialities. Underlying revenue growth for the nine months ended September 30, 2024, was driven by growth both in U.S./Canada and International. The Risk and Insurance Services segment completed 8 acquisitions for the nine months ended September 30, 2024. Information regarding these acquisitions is included in Note 8, Acquisitions and Dispositions, in the notes to the consolidated financial statements.

reworded (In millions, except percentages)2024202320242023

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

The results of operations for the Consulting segment are as follows: Three Months Ended June 30,Six Months Ended June 30, (In millions, except percentages)2024202320242023

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

The results of operations for the Consulting segment are as follows: Three Months Ended September 30,Nine Months Ended September 30, (In millions, except percentages)2024202320242023

reworded For additional details, refer to the Consolidated Results of Operations and Liquidity and Capital Resources sections in this MD&A.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

For additional details, refer to the Consolidated Results of Operations and Liquidity and Capital Resources sections in this MD&A. Acquisitions and dispositions impacting the Risk and Insurance Services and Consulting segments are discussed in Note 8, Acquisitions and Dispositions, in the notes to the consolidated financial statements.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

For additional details, refer to the Consolidated Results of Operations and Liquidity and Capital Resources sections in this MD&A. Acquisitions and dispositions impacting the Risk and Insurance Services and Consulting segments are discussed in Note 8, Acquisitions and Dispositions, in the notes to the consolidated financial statements. 40

reworded Interest income was $61 million for the nine months ended September 30, 2024, compared to $40 million for the nine months ended September 30, 2023.

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Interest income was $49 million for the six months ended June 30, 2024, compared to $24 million for the six months ended June 30, 2023. Interest income for the three and six months ended June 30, 2024 increased $2 million and $25 million, respectively, due to higher average corporate funds and interest rates compared to the corresponding periods in the prior year.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Interest income was $61 million for the nine months ended September 30, 2024, compared to $40 million for the nine months ended September 30, 2023. Interest income increased for the nine months ended September 30, 2024, due to higher average corporate funds compared to the corresponding period in the prior year.

reworded Investment Income

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Investment Income The caption "Investment income" in the consolidated statements of income comprises realized and unrealized gains and losses from investments. It includes, when applicable, other than temporary declines in the value of securities, mark-to-market increases or decreases in equity investments with readily determinable fair values and equity method gains or losses on its investments in private equity funds. The Company's investments may include direct investments in insurance, consulting or other strategically linked companies and investments in private equity funds. The Company recorded net investment income of $1 million and $2 million for the three and six months ended June 30, 2024, compared to net investment income of $3 million and $5 million, respectively, for the corresponding periods in the prior year. 46

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Investment Income The caption "Investment income" in the consolidated statements of income comprises realized and unrealized gains and losses from investments. It includes, when applicable, other than temporary declines in the value of securities, mark-to-market increases or decreases in equity investments with readily determinable fair values and equity method gains or losses on its investments in private equity funds. The Company's investments may include direct investments in insurance, consulting or other strategically linked companies and investments in private equity funds. The Company recorded net investment income of $1 million and $3 million for the three and nine months ended September 30, 2024, compared to net investment income of $1 million and $6 million, respectively, for the corresponding periods in the prior year.

reworded Liquidity and Capital Resources

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Liquidity and Capital Resources The Company is organized as a legal entity separate and distinct from its operating subsidiaries. As the Company does not have significant operations of its own, the Company is dependent upon dividends and other payments from its operating subsidiaries to pay principal and interest on its outstanding debt obligations, pay dividends to stockholders, repurchase its shares and pay corporate expenses. The Company can also provide financial support to its operating subsidiaries for acquisitions, investments and certain parts of their business that require liquidity, such as the capital markets business of Guy Carpenter. Other sources of liquidity include borrowing facilities discussed in the Financing Cash Flows section. The Company derives a significant portion of its revenue and operating profit from operating subsidiaries located outside of the U.S. Funds from those operating subsidiaries are regularly repatriated to the U.S. out of annual earnings. At June 30, 2024, the Company had approximately $1.3 billion of cash and cash equivalents in its foreign operations, which includes $481 million of operating funds required to be maintained for regulatory requirements or as collateral under certain captive insurance arrangements. The Company expects to continue its practice of repatriating available funds from its non-U.S. operating subsidiaries out of current annual earnings. Where appropriate, a portion of the current year earnings will continue to be permanently reinvested. For the six months ended June 30, 2024, the Company recorded foreign currency translation adjustments which decreased net equity by $241 million. Continued strengthening of the U.S. dollar against foreign currencies would further decrease the translated U.S. dollar value of the Company's net investments in its non-U.S. subsidiaries, as well as the translated U.S. dollar value of cash repatriations from those subsidiaries. Cash and cash equivalents on our consolidated balance sheets includes funds available for general corporate purposes. Fiduciary assets are shown separately in the consolidated balance sheets as cash and cash equivalents held in a fiduciary capacity, with a corresponding amount in current liabilities. Fiduciary assets cannot be used for general corporate purposes, and should not be considered as a source of liquidity for the Company.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Liquidity and Capital Resources The Company is organized as a legal entity separate and distinct from its operating subsidiaries. As the Company does not have significant operations of its own, the Company is dependent upon dividends and other payments from its operating subsidiaries to pay principal and interest on its outstanding debt obligations, pay dividends to stockholders, repurchase its shares and pay corporate expenses. The Company can also provide financial support to its operating subsidiaries for acquisitions, investments and certain parts of their business that require liquidity, such as the capital markets business of Guy Carpenter. Other sources of liquidity include borrowing facilities discussed in the Financing Cash Flows section. The Company derives a significant portion of its revenue and operating profit from operating subsidiaries located outside of the U.S. Funds from those operating subsidiaries are regularly repatriated to the U.S. out of annual earnings. At September 30, 2024, the Company had approximately $1.7 billion of cash and cash equivalents in its foreign operations, which includes $482 million of operating funds required to be maintained for regulatory requirements or as collateral under certain captive insurance arrangements. The Company expects to continue its practice of repatriating available funds from its non-U.S. operating subsidiaries out of current annual earnings. Where appropriate, a portion of the current year earnings will continue to be permanently reinvested. For the nine months ended September 30, 2024, the Company recorded foreign currency translation adjustments which increased net equity by $291 million. Continued weakening of the U.S. dollar against foreign currencies would further increase the translated U.S. dollar value of the Company's net investments in its non-U.S. subsidiaries, as well as the translated U.S. dollar value of cash repatriations from those subsidiaries. Cash and cash equivalents on our consolidated balance sheets includes funds available for general corporate purposes. Fiduciary assets are shown separately in the consolidated balance sheets as cash and cash equivalents held in a fiduciary capacity, with a corresponding amount in current liabilities. Fiduciary assets cannot be used for general corporate purposes, and should not be considered as a source of liquidity for the Company.

reworded Operating Cash Flows

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Operating Cash Flows The Company provided $434 million of cash from operations for the six months ended June 30, 2024, compared to $665 million provided by operations in the first six months of 2023. These amounts reflect the net income of the Company during the periods, excluding gains or losses from investments, adjusted for non-cash charges and changes in working capital which relate primarily to the timing of payments of accrued liabilities, including incentive compensation, or receipts of receivables and pension plan contributions. The Company used cash of $153 million and $151 million related to its restructuring activities for the six months ended June 30, 2024 and 2023, respectively.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Operating Cash Flows The Company provided $2.3 billion of cash from operations for the nine months ended September 30, 2024, compared to $2.5 billion provided by operations in the first nine months of 2023. These amounts reflect the net income of the Company during the periods, excluding gains or losses from investments, adjusted for non-cash charges and changes in working capital which relate primarily to the timing of payments of accrued liabilities, including incentive compensation, or receipts of receivables and pension plan contributions. The Company used cash of $195 million and $215 million related to its restructuring activities for the nine months ended September 30, 2024 and 2023, respectively.

reworded Financing Cash Flows

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Financing Cash Flows Net cash used for financing activities was $384 million for the six months ended June 30, 2024, compared with $227 million provided by financing activities for the corresponding period in 2023.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Financing Cash Flows Net cash used for financing activities was $1.8 billion for the nine months ended September 30, 2024, compared with $1.2 billion provided by financing activities for the corresponding period in 2023.

reworded Share Repurchases

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Share Repurchases For the first six months of 2024, the Company repurchased 3.0 million shares of its common stock for $600 million. At June 30, 2024, the Company remained authorized by the Board of Directors to repurchase up to approximately $2.6 billion in shares of its common stock. There is no time limit on the authorization. For the first six months of 2023, the Company repurchased 3.5 million shares of its common stock for $600 million.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Share Repurchases For the nine months ended September 30, 2024, the Company repurchased 4.3 million shares of its common stock for $900 million. At September 30, 2024, the Company remained authorized by the Board of Directors to repurchase up to approximately $2.3 billion in shares of its common stock. There is no time limit on the authorization. For the nine months ended September 30, 2023, the Company repurchased 5.1 million shares of its common stock for $900 million.

reworded Dividends

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Dividends The Company paid dividends on its common stock shares of $706 million ($1.42 per share) for the first six months of 2024, as compared with $591 million ($1.18 per share) for the first six months of 2023. In July 2024, the Board of Directors of the Company declared a quarterly dividend of $0.815 per share on outstanding common stock, payable in August 2024.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Dividends The Company paid dividends on its common stock shares of $1.1 billion ($2.235 per share) for the nine months ended September 30, 2024, as compared with $944 million ($1.89 per share) for the first nine months of 2023. In September 2024, the Board of Directors of the Company declared a quarterly dividend of $0.815 per share on outstanding common stock, payable in November 2024.

reworded The following amounts are included in the consolidated statements of cash flows as operating and financing activities:

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

The following amounts are included in the consolidated statements of cash flows as operating and financing activities: For the Six Months Ended June 30,

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

The following amounts are included in the consolidated statements of cash flows as operating and financing activities: For the Nine Months Ended September 30,

reworded Contingent consideration for prior year acquisitions$(73)$(135)

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Acquisition/disposition related net charges for adjustments15 17 Adjustments and payments related to contingent consideration$(75)$(23) Financing: Contingent consideration for prior year acquisitions$(71)$(134)

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Acquisition/disposition related net charges for adjustments21 21 Adjustments and payments related to contingent consideration$(69)$(19) Financing: Contingent consideration for prior year acquisitions$(73)$(135)

reworded Receipt of contingent consideration for dispositions$1 $2

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Deferred consideration related to prior year acquisitions (10)(51) Payments of deferred and contingent consideration for acquisitions$(81)$(185) Receipt of contingent consideration for dispositions$1 $2 For acquisitions completed during the first six months of 2024 and in prior years, remaining estimated future contingent payments of $121 million and deferred consideration payments of $116 million, are recorded in accounts payable and accrued liabilities or other liabilities in the consolidated balance sheet at June 30, 2024. 50

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Deferred consideration related to prior year acquisitions (18)(52) Payments of deferred and contingent consideration for acquisitions$(91)$(187) Receipt of contingent consideration for dispositions$1 $2 54 For acquisitions completed during the first nine months of 2024 and in prior years, remaining estimated future contingent payments of $168 million and deferred consideration payments of $189 million, are recorded in accounts payable and accrued liabilities or other liabilities in the consolidated balance sheet at September 30, 2024.

reworded Derivatives - Net Investment Hedge

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Derivatives - Net Investment Hedge The Company has investments in various subsidiaries with Euro functional currencies. As a result, the Company is exposed to the risk of fluctuations between the Euro and U.S. dollar exchange rates. As part of its risk management program, the Company issued €1.1 billion senior notes, and designated the debt instruments as a net investment hedge of its Euro denominated subsidiaries. The hedge is re-assessed each quarter to confirm that the designated equity balance at the beginning of each period continues to equal or exceed 80% of the outstanding balance of the Euro debt instrument and that all the critical terms of the hedging instrument and the hedged net investment continue to match. If the hedge is highly effective, the change in the debt balance related to foreign exchange fluctuations is recorded in accumulated other comprehensive loss in the consolidated balance sheets. The U.S. dollar value of the Euro notes decreased by $47 million through June 30, 2024, related to the change in foreign exchange rates. The Company concluded that the hedge was highly effective and recorded a decrease to accumulated other comprehensive loss for the six months ended June 30, 2024.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Derivatives - Net Investment Hedge The Company has investments in various subsidiaries with Euro functional currencies. As a result, the Company is exposed to the risk of fluctuations between the Euro and U.S. dollar exchange rates. As part of its risk management program, the Company issued €1.1 billion senior notes, and designated the debt instruments as a net investment hedge of its Euro denominated subsidiaries. The hedge is re-assessed each quarter to confirm that the designated equity balance at the beginning of each period continues to equal or exceed 80% of the outstanding balance of the Euro debt instrument and that all the critical terms of the hedging instrument and the hedged net investment continue to match. If the hedge is highly effective, the change in the debt balance related to foreign exchange fluctuations is recorded in accumulated other comprehensive loss in the consolidated balance sheets. The U.S. dollar value of the Euro notes increased by $8 million through September 30, 2024, related to the change in foreign exchange rates. The Company concluded that the hedge was highly effective and recorded an increase to accumulated other comprehensive loss for the nine months ended September 30, 2024.

reworded Fiduciary Liabilities

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Fiduciary Liabilities Since fiduciary assets are not available for corporate use, they are shown separately in the consolidated balance sheets as cash and cash equivalents held in a fiduciary capacity, with a corresponding amount in current liabilities. Financing cash flows reflect an increase of $901 million and $682 million for the six months ended June 30, 2024 and 2023, respectively, related to fiduciary liabilities.

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Fiduciary Liabilities Since fiduciary assets are not available for corporate use, they are shown separately in the consolidated balance sheets as cash and cash equivalents held in a fiduciary capacity, with a corresponding amount in current liabilities. Financing cash flows reflect an increase of $916 million and $1.2 billion for the nine months ended September 30, 2024 and 2023, respectively, related to fiduciary liabilities.

reworded Investing Cash Flows

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Investing Cash Flows Net cash used for investing activities amounted to $783 million for the first six months of 2024, compared with $501 million used for investing activities for the corresponding period in 2023. The Company paid $644 million and $292 million, net of cash, cash equivalents and cash and cash equivalents held in a fiduciary capacity acquired, for acquisitions it made during the first six months of 2024 and 2023, respectively. The outflow of funds in 2024 relates primarily to the acquisitions of Vanguard's Institutional Advisory Services business unit ("Vanguard") and Fischer Brown Bottrell Insurance Inc., for $469 million. The outflow of funds in 2023 primarily relates to the completion of the Westpac Transaction for $233 million. On January 1, 2024, the Company sold its Mercer U.K pension administration and U.S. health and benefits administration businesses for approximately $114 million, comprising of cash proceeds of $30 million and deferred consideration of $84 million. In connection with the disposition of Mercer's U.S. affinity business in 2022, the Company transferred to the buyer an additional $20 million of cash and cash equivalents held in a fiduciary capacity during the first quarter of 2023. The Company's additions to fixed assets and capitalized software, which amounted to $167 million for the first six months of 2024, and $185 million for the first six months of 2023, related primarily to software development costs, the refurbishing and modernizing of office facilities, and technology equipment purchases. Cash used for long-term investments for the first six months of 2024 is due to investments in private equity funds. At June 30, 2024, the Company has commitments for potential future investments of approximately $114 million in private equity funds that invest primarily in financial services companies. 51

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Investing Cash Flows Net cash used for investing activities amounted to $1.2 billion for the first nine months of 2024, compared with $943 million used for investing activities for the corresponding period in 2023. The Company paid $1 billion and $619 million, net of cash, cash equivalents and cash and cash equivalents held in a fiduciary capacity acquired, for acquisitions it made during the first nine months of 2024 and 2023, respectively. The outflow of funds in 2024 relates primarily to the acquisitions of the Horton Group, Inc. and Fischer Brown Bottrell Insurance Inc., for $705 million. The outflow of funds in 2023 primarily relates to the completion of the Westpac Transaction for $233 million and the Graham Company acquisition for $307 million. On January 1, 2024, the Company sold its Mercer U.K pension administration and U.S. health and benefits administration businesses for approximately $114 million, comprising of cash proceeds of $30 million and deferred consideration of $84 million. The Company received $76 million of deferred consideration during the third quarter of 2024. In connection with the disposition of Mercer's U.S. affinity business in 2022, the Company transferred to the buyer an additional $20 million of cash and cash equivalents held in a fiduciary capacity during the first quarter of 2023. The Company's additions to fixed assets and capitalized software, which amounted to $240 million for the nine months ended September 30, 2024, and $296 million for the nine months ended September 30, 2023, related primarily to software development costs, the refurbishing and modernizing of office facilities, and technology equipment purchases. Cash used for long-term investments for the nine months ended September 30, 2024 is due to investments in private equity funds. At September 30, 2024, the Company has commitments for potential future investments of approximately $120 million in private equity funds that invest primarily in financial services companies. 55

reworded Payment due by Period

FY 2024 Q2 10-Q
Removed
Filed Jul 18, 2024

Commitments and Obligations The following sets forth the Company's future contractual obligations by the type at June 30, 2024: Payment due by Period

FY 2024 Q3 10-Q
Added
Filed Oct 17, 2024

Commitments and Obligations The following sets forth the Company's future contractual obligations by the type at September 30, 2024: Payment due by Period

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Side-by-side against the prior Risk Factors.