Item 1.01. Entry into a Material Definitive Agreement
On April 2, 2021, Marsh & McLennan Companies, Inc. (the "Company") and certain
of its foreign subsidiaries entered into a new Amended and Restated 5 Year
Credit Agreement, dated as of April 2, 2021, among the Company, as borrower, the
designated subsidiaries party thereto as borrowers, Citibank, N.A., as
administrative agent, and the lenders from time to time party thereto (the
"Credit Agreement"). The Credit Agreement provides for a multi-currency
unsecured $2.8 billion five-year revolving credit facility (the "New Facility").
The interest rate on the New Facility is based on LIBOR plus a fixed margin
which varies with the Company's credit ratings. The New Facility expires in
April 2026 and requires the Company to maintain certain coverage and leverage
ratios which are tested quarterly. The New Facility includes provisions for
determining a LIBOR successor rate in the event LIBOR reference rates are no
longer available or in certain other circumstances which are determined to make
using an alternative rate desirable.
The foregoing summary of the Credit Agreement is only a summary and is subject
to, and qualified in its entirety by, the full text of the Credit Agreement,
which is filed as Exhibit 10.1 hereto and incorporated by reference herein.
Item 1.02 Termination of a Material Definitive Agreement
In connection with the New Facility, on April 2, 2021, the Company terminated
(i) its multi-currency unsecured $1.8 billion five-year revolving credit
facility under the Amended and Restated 5 Year Credit Agreement, dated as of
October 12, 2018, among the Company, as borrower, the designated subsidiaries
party thereto, as borrowers, Citibank, N.A., as administrative agent, and the
lender from time to time party thereto and (ii) its unsecured $1 billion 364-day
revolving credit facility under the 364-Day Credit Agreement, dated as of April
8, 2020, among the Company, as borrower, Citibank, N.A., as administrative
agent, and the lenders from time to time party thereto.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
On April 2, 2021 the Company entered into the Credit Agreement as described
under Item 1.01 above. The description of the Credit Agreement set forth in Item
1.01 above is incorporated into this Item 2.03 by reference.
Item 9.01. Financial Statements and Exhibits
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(d) Exhibits.
10.1 Amended and Restated 5 Year Credit Agreement, dated as of April 2, 2021,
among Marsh & McLennan Companies, Inc., the designated subsidiaries party
thereto as borrowers, Citibank, N.A., as administrative agent, and the
lenders from time to time party thereto.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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