Marsh McLennan Reports Fourth Quarter and Full-Year 2022 Results
Marsh McLennan (NYSE: MMC) reported its financial results for Q4 and the full year 2022, showcasing a 5% revenue growth to $20.7 billion, with an underlying revenue growth of 9%. Q4 revenue totaled $5.0 billion, down 2% year-over-year, but adjusted operating income increased 13% to $1.0 billion. The overall GAAP EPS for 2022 was $6.04, while adjusted EPS rose 11% to $6.85. Noteworthy items in Q4 totaled $344 million related to workforce and technology changes. The company repurchased 12.2 million shares for $1.9 billion during 2022. CEO John Doyle highlighted the strong performance and ongoing investments in talent and capabilities.
- Underlying revenue growth of 9% for 2022.
- Adjusted EPS increased 11% to $6.85 for 2022.
- Adjusted operating income rose 13% in Q4 to $1.0 billion.
- Share repurchase of 12.2 million shares for $1.9 billion in 2022.
- Acquisition of HMS Insurance Associates, enhancing market position.
- GAAP EPS decreased 1% to $6.04 for 2022.
- Operating income decreased 1% in Q4 to $680 million year-over-year.
- Noteworthy items in Q4 totaled $344 million, impacting financials.
Full-Year Revenue Growth of
Full-Year GAAP Operating Income Decreases
Full-Year GAAP EPS of
Fourth Quarter GAAP EPS of
"It is a privilege to lead this exceptional firm. Our expertise across the important areas of risk, strategy and people is more relevant than ever as we help clients navigate an uncertain world. I am excited about the possibilities ahead."
Consolidated Results
Consolidated revenue in the fourth quarter of 2022 was
For the year 2022, revenue was
Risk & Insurance Services
Risk & Insurance Services revenue was
Marsh's revenue in the fourth quarter of 2022 was
Consulting
Consulting revenue was
Mercer’s revenue was
Oliver Wyman’s revenue was
Other Items
The Company repurchased 2.2 million shares of stock for
In the fourth quarter of 2022, the Company raised
In December,
The fourth quarter results include
Conference Call
A conference call to discuss fourth quarter 2022 results will be held today at
About Marsh McLennan
Marsh McLennan (NYSE: MMC) is the world’s leading professional services firm in the areas of risk, strategy and people. The Company’s more than 85,000 colleagues advise clients in 130 countries. With annual revenue of over
INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS
This press release contains "forward-looking statements," as defined in the Private Securities Litigation Reform Act of 1995. These statements, which express management's current views concerning future events or results, use words like "anticipate," "assume," "believe," "continue," "estimate," "expect," "intend," "plan," "project" and similar terms, and future or conditional tense verbs like "could," "may," "might," "should," "will" and "would".
Forward-looking statements are subject to inherent risks and uncertainties that could cause actual results to differ materially from those expressed or implied in our forward-looking statements. Factors that could materially affect our future results include, among other things:
-
the impact of geopolitical or macroeconomic conditions on us, our clients and the countries and industries in which we operate, including from conflicts such as the war in
Ukraine , slower GDP growth or recession, capital markets volatility and inflation; - the increasing prevalence of ransomware, supply chain and other forms of cyber attacks, and their potential to disrupt our operations and result in the disclosure of confidential client or company information;
- the impact from lawsuits or investigations arising from errors and omissions, breaches of fiduciary duty or other claims against us in our capacity as a broker or investment advisor, including claims related to our investment business’ ability to execute timely trades;
-
the financial and operational impact of complying with laws and regulations, including domestic and international sanctions regimes, anti-corruption laws such as the
U.S. Foreign Corrupt Practices Act,U.K. Anti Bribery Act and cybersecurity and data privacy regulations; - our ability to attract, retain and develop industry leading talent;
- our ability to compete effectively and adapt to competitive pressures in each of our businesses, including from disintermediation as well as technological change, digital disruption and other types of innovation;
- our ability to manage potential conflicts of interest, including where our services to a client conflict, or are perceived to conflict, with the interests of another client or our own interests;
- the impact of changes in tax laws, guidance and interpretations, or disagreements with tax authorities; and
- the regulatory, contractual and reputational risks that arise based on insurance placement activities and insurer revenue streams.
The factors identified above are not exhaustive. Marsh McLennan and its subsidiaries (collectively, the "Company") operate in a dynamic business environment in which new risks emerge frequently. Accordingly, we caution readers not to place undue reliance on any forward-looking statements, which are based only on information currently available to us and speak only as of the dates on which they are made. The Company undertakes no obligation to update or revise any forward-looking statement to reflect events or circumstances arising after the date on which it is made.
Further information concerning Marsh McLennan and its businesses, including information about factors that could materially affect our results of operations and financial condition, is contained in the Company's filings with the
|
||||||||||||
|
|
Three Months Ended
|
|
Twelve Months Ended
|
||||||||
|
|
2022 |
|
2021 |
|
2022 |
|
2021 |
||||
Revenue |
|
$ |
5,022 |
|
$ |
5,137 |
|
$ |
20,720 |
|
$ |
19,820 |
Expense: |
|
|
|
|
|
|
|
|
||||
Compensation and benefits |
|
|
3,038 |
|
|
2,905 |
|
|
12,071 |
|
|
11,425 |
Other operating expenses |
|
|
1,304 |
|
|
1,246 |
|
|
4,369 |
|
|
4,083 |
Operating expenses |
|
|
4,342 |
|
|
4,151 |
|
|
16,440 |
|
|
15,508 |
Operating income |
|
|
680 |
|
|
986 |
|
|
4,280 |
|
|
4,312 |
Other net benefit credits |
|
|
57 |
|
|
66 |
|
|
235 |
|
|
277 |
Interest income |
|
|
9 |
|
|
— |
|
|
15 |
|
|
2 |
Interest expense |
|
|
(127) |
|
|
(109) |
|
|
(469) |
|
|
(444) |
Investment (loss) income |
|
|
(6) |
|
|
18 |
|
|
21 |
|
|
61 |
Income before income taxes |
|
|
613 |
|
|
961 |
|
|
4,082 |
|
|
4,208 |
Income tax expense |
|
|
142 |
|
|
154 |
|
|
995 |
|
|
1,034 |
Net income before non-controlling interests |
|
|
471 |
|
|
807 |
|
|
3,087 |
|
|
3,174 |
Less: Net income attributable to non-controlling interests |
|
|
5 |
|
|
4 |
|
|
37 |
|
|
31 |
Net income attributable to the Company |
|
$ |
466 |
|
$ |
803 |
|
$ |
3,050 |
|
$ |
3,143 |
Net income per share attributable to the Company |
|
|
|
|
|
|
|
|
||||
- Basic |
|
$ |
0.94 |
|
$ |
1.59 |
|
$ |
6.11 |
|
$ |
6.20 |
- Diluted |
|
$ |
0.93 |
|
$ |
1.57 |
|
$ |
6.04 |
|
$ |
6.13 |
Average number of shares outstanding |
|
|
|
|
|
|
|
|
||||
- Basic |
|
|
496 |
|
|
504 |
|
|
499 |
|
|
507 |
- Diluted |
|
|
501 |
|
|
511 |
|
|
505 |
|
|
513 |
Shares outstanding at |
|
|
495 |
|
|
504 |
|
|
495 |
|
|
504 |
Supplemental Information - Revenue Analysis
Three Months Ended
(Millions) (Unaudited)
The Company conducts business in 130 countries. As a result, foreign exchange rate movements may impact period-to-period comparisons of revenue. Similarly, certain other items such as acquisitions and dispositions, including transfers among businesses, may impact period-to-period comparisons of revenue. Underlying revenue measures the change in revenue from one period to the next by isolating these impacts.
|
|
|
|
|
|
|
|
Components of Revenue Change** |
|||||||||||||||
|
|
Three Months Ended
|
|
%
|
|
%
|
|
Currency
|
|
Acquisitions/
|
|
Underlying
|
|||||||||||
|
|
2022 |
|
2021 |
|
|
|
||||||||||||||||
Risk and Insurance Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Marsh |
|
$ |
2,711 |
|
|
$ |
2,876 |
|
|
(6 |
) % |
|
4 |
% |
|
(4 |
) % |
|
2 |
% |
|
6 |
% |
|
|
|
171 |
|
|
|
170 |
|
|
1 |
% |
|
|
|
(4 |
) % |
|
— |
|
|
5 |
% |
|
Subtotal |
|
|
2,882 |
|
|
|
3,046 |
|
|
(5 |
) % |
|
4 |
% |
|
(4 |
) % |
|
2 |
% |
|
6 |
% |
Fiduciary Interest Income |
|
|
63 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|||||
Total Risk and Insurance Services |
|
|
2,945 |
|
|
|
3,049 |
|
|
(3 |
) % |
|
6 |
% |
|
(4 |
) % |
|
2 |
% |
|
8 |
% |
Consulting |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Mercer |
|
|
1,329 |
|
|
|
1,377 |
|
|
(3 |
) % |
|
|
|
(6 |
) % |
|
(2 |
) % |
|
5 |
% |
|
|
|
|
765 |
|
|
|
722 |
|
|
6 |
% |
|
|
|
(5 |
) % |
|
3 |
% |
|
8 |
% |
|
|
|
|
2,094 |
|
|
|
2,099 |
|
|
— |
|
|
|
|
(6 |
) % |
|
— |
|
|
6 |
% |
|
Corporate Eliminations |
|
|
(17 |
) |
|
|
(11 |
) |
|
|
|
|
|
|
|
|
|
|
|||||
Total Revenue |
|
$ |
5,022 |
|
|
$ |
5,137 |
|
|
(2 |
) % |
|
3 |
% |
|
(5 |
) % |
|
1 |
% |
|
7 |
% |
Revenue Details
The following table provides more detailed revenue information for certain of the components presented above:
|
|
|
|
|
|
|
|
Components of Revenue Change** |
||||||||
|
|
Three Months Ended
|
|
%
|
|
%
|
Currency
|
|
Acquisitions/
|
|
Underlying
|
|||||
|
|
2022 |
|
2021 |
|
|
||||||||||
Marsh: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
EMEA |
|
$ |
703 |
|
$ |
713 |
|
(1) % |
|
|
(9) % |
|
— |
|
7 % |
|
|
|
|
318 |
|
|
560 |
|
(43) % |
|
8 % |
(11) % |
|
7 % |
|
12 % |
|
|
|
|
162 |
|
|
155 |
|
4 % |
|
|
— |
|
— |
|
4 % |
|
|
|
|
1,183 |
|
|
1,428 |
|
(17) % |
|
2 % |
(8) % |
|
2 % |
|
8 % |
|
|
|
|
1,528 |
|
|
1,448 |
|
5 % |
|
|
(1) % |
|
1 % |
|
5 % |
|
Total Marsh |
|
$ |
2,711 |
|
$ |
2,876 |
|
(6) % |
|
4 % |
(4) % |
|
2 % |
|
6 % |
|
Mercer: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Wealth |
|
$ |
591 |
|
$ |
648 |
|
(9) % |
|
|
(8) % |
|
(1) % |
|
— |
|
Health |
|
|
455 |
|
|
457 |
|
(1) % |
|
|
(4) % |
|
(4) % |
|
8 % |
|
Career |
|
|
283 |
|
|
272 |
|
4 % |
|
|
(8) % |
|
— |
|
12 % |
|
Total Mercer |
|
$ |
1,329 |
|
$ |
1,377 |
|
(3) % |
|
|
(6) % |
|
(2) % |
|
5 % |
* Percentage change excludes the gain from the consolidation of |
** Components of revenue change may not add due to rounding. |
Supplemental Information - Revenue Analysis
Twelve Months Ended
(Millions) (Unaudited)
The Company conducts business in 130 countries. As a result, foreign exchange rate movements may impact period-to-period comparisons of revenue. Similarly, certain other items such as acquisitions and dispositions, including transfers among businesses, may impact period-to-period comparisons of revenue. Underlying revenue measures the change in revenue from one period to the next by isolating these impacts.
|
|
|
|
|
|
|
|
Components of Revenue Change** |
||||||||
|
|
Twelve Months Ended
|
|
%
|
%
|
|
Currency
|
|
Acquisitions/
|
|
Underlying
|
|||||
|
|
2022 |
|
2021 |
|
|
||||||||||
Risk and Insurance Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Marsh |
|
$ |
10,505 |
|
$ |
10,203 |
|
3 % |
6 % |
|
(3) % |
|
1 % |
|
8 % |
|
|
|
|
2,020 |
|
|
1,867 |
|
8 % |
|
|
(2) % |
|
1 % |
|
9 % |
|
Subtotal |
|
|
12,525 |
|
|
12,070 |
|
4 % |
6 % |
|
(3) % |
|
1 % |
|
8 % |
|
Fiduciary Interest Income |
|
|
120 |
|
|
15 |
|
|
|
|
|
|
|
|
|
|
Total Risk and Insurance Services |
|
|
12,645 |
|
|
12,085 |
|
5 % |
7 % |
|
(3) % |
|
1 % |
|
9 % |
|
Consulting |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Mercer |
|
|
5,345 |
|
|
5,254 |
|
2 % |
|
|
(5) % |
|
1 % |
|
6 % |
|
|
|
|
2,794 |
|
|
2,535 |
|
10 % |
|
|
(4) % |
|
1 % |
|
13 % |
|
|
|
|
8,139 |
|
|
7,789 |
|
5 % |
|
|
(5) % |
|
1 % |
|
8 % |
|
Corporate Eliminations |
|
|
(64) |
|
|
(54) |
|
|
|
|
|
|
|
|
|
|
Total Revenue |
|
$ |
20,720 |
|
$ |
19,820 |
|
5 % |
6 % |
|
(4) % |
|
1 % |
|
9 % |
|
Revenue Details
The following table provides more detailed revenue information for certain of the components presented above:
|
|
|
|
|
|
|
|
Components of Revenue Change** |
||||||||
|
|
Twelve Months Ended
|
|
%
|
|
%
|
|
Currency
|
|
Acquisitions/
|
|
Underlying
|
||||
|
|
2022 |
|
2021 |
|
|
||||||||||
Marsh: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
EMEA |
|
$ |
2,879 |
|
$ |
2,946 |
|
(2) % |
|
|
|
(7) % |
(3) % |
|
8 % |
|
|
|
|
1,333 |
|
|
1,462 |
|
(9) % |
|
12 % |
|
(8) % |
6 % |
|
13 % |
|
|
|
|
502 |
|
|
453 |
|
11 % |
|
|
|
(1) % |
— |
|
11 % |
|
|
|
|
4,714 |
|
|
4,861 |
|
(3) % |
|
3 % |
|
(7) % |
— |
|
10 % |
|
|
|
|
5,791 |
|
|
5,342 |
|
8 % |
|
|
|
— |
1 % |
|
7 % |
|
Total Marsh |
|
$ |
10,505 |
|
$ |
10,203 |
|
3 % |
|
6 % |
|
(3) % |
1 % |
|
8 % |
|
Mercer: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Wealth |
|
$ |
2,366 |
|
$ |
2,509 |
|
(6) % |
|
|
|
(6) % |
— |
|
— |
|
Health |
|
|
2,017 |
|
|
1,855 |
|
9 % |
|
|
|
(3) % |
3 % |
|
9 % |
|
Career |
|
|
962 |
|
|
890 |
|
8 % |
|
|
|
(6) % |
— |
|
14 % |
|
Total Mercer |
|
$ |
5,345 |
|
$ |
5,254 |
|
2 % |
|
|
|
(5) % |
1 % |
|
6 % |
* Percentage change excludes the gain from the consolidation of |
** Components of revenue change may not add due to rounding. |
Reconciliation of Non-GAAP Measures
Three Months Ended
(Millions) (Unaudited)
Overview
The Company reports its financial results in accordance with accounting principles generally accepted in
The Company believes these non-GAAP financial measures provide useful supplemental information that enables investors to better compare the Company’s performance across periods. Management also uses these measures internally to assess the operating performance of its businesses, to assess performance for employee compensation, and to decide how to allocate resources. However, investors should not consider these non-GAAP measures in isolation from, or as a substitute for, the financial information that the Company reports in accordance with GAAP. The Company's non-GAAP measures include adjustments that reflect how management views its businesses, and may differ from similarly titled non-GAAP measures presented by other companies.
Adjusted Operating Income (Loss) and Adjusted Operating Margin
Adjusted operating income (loss) is calculated by excluding the impact of certain noteworthy items from the Company's GAAP operating income (loss). The following tables identify these noteworthy items and reconcile adjusted operating income (loss) to GAAP operating income (loss), on a consolidated and reportable segment basis, for the three and twelve months ended
|
|
|
|
Consulting |
|
Corporate/
|
|
Total |
||||||||
Three Months Ended |
|
|
|
|
|
|
|
|
||||||||
Operating income (loss) |
|
$ |
472 |
|
|
$ |
336 |
|
|
$ |
(128 |
) |
|
$ |
680 |
|
Operating margin |
|
|
16.0 |
% |
|
|
16.0 |
% |
|
|
N/A |
|
|
|
13.5 |
% |
Add (deduct) impact of noteworthy items: |
|
|
|
|
|
|
|
|
||||||||
Restructuring, excluding JLT (a) |
|
|
119 |
|
|
|
54 |
|
|
|
60 |
|
|
|
233 |
|
Changes in contingent consideration (b) |
|
|
11 |
|
|
|
— |
|
|
|
— |
|
|
|
11 |
|
JLT integration and restructuring costs (c) |
|
|
91 |
|
|
|
6 |
|
|
|
— |
|
|
|
97 |
|
Pre-acquisition related costs (d) |
|
|
— |
|
|
|
13 |
|
|
|
— |
|
|
|
13 |
|
JLT legacy legal charges |
|
|
— |
|
|
|
(2 |
) |
|
|
— |
|
|
|
(2 |
) |
Disposal of businesses |
|
|
(8 |
) |
|
|
— |
|
|
|
— |
|
|
|
(8 |
) |
Operating income adjustments |
|
|
213 |
|
|
|
71 |
|
|
|
60 |
|
|
|
344 |
|
Adjusted operating income (loss) |
|
$ |
685 |
|
|
$ |
407 |
|
|
$ |
(68 |
) |
|
$ |
1,024 |
|
Total identified intangible amortization expense |
|
$ |
68 |
|
|
$ |
12 |
|
|
$ |
— |
|
|
$ |
80 |
|
Adjusted operating margin |
|
|
25.6 |
% |
|
|
20.0 |
% |
|
|
N/A |
|
|
|
22.0 |
% |
|
|
|
|
|
|
|
|
|
||||||||
Three Months Ended |
|
|
|
|
|
|
|
|
||||||||
Operating income (loss) |
|
$ |
667 |
|
|
$ |
395 |
|
|
$ |
(76 |
) |
|
$ |
986 |
|
Operating margin |
|
|
21.9 |
% |
|
|
18.8 |
% |
|
|
N/A |
|
|
|
19.2 |
% |
Add (deduct) impact of noteworthy items: |
|
|
|
|
|
|
|
|
||||||||
Restructuring, excluding JLT (a) |
|
|
19 |
|
|
|
4 |
|
|
|
12 |
|
|
|
35 |
|
Changes in contingent consideration (b) |
|
|
45 |
|
|
|
1 |
|
|
|
— |
|
|
|
46 |
|
JLT integration and restructuring costs (c) |
|
|
15 |
|
|
|
15 |
|
|
|
2 |
|
|
|
32 |
|
JLT acquisition related costs and other (e) |
|
|
45 |
|
|
|
1 |
|
|
|
— |
|
|
|
46 |
|
Legal claims (f) |
|
|
33 |
|
|
|
— |
|
|
|
— |
|
|
|
33 |
|
Gain on consolidation of business (g) |
|
|
(267 |
) |
|
|
— |
|
|
|
— |
|
|
|
(267 |
) |
JLT legacy legal charges |
|
|
— |
|
|
|
(6 |
) |
|
|
— |
|
|
|
(6 |
) |
Operating income adjustments |
|
|
(110 |
) |
|
|
15 |
|
|
|
14 |
|
|
|
(81 |
) |
Adjusted operating income (loss) |
|
$ |
557 |
|
|
$ |
410 |
|
|
$ |
(62 |
) |
|
$ |
905 |
|
Total identified intangible amortization expense |
|
$ |
73 |
|
|
$ |
14 |
|
|
$ |
— |
|
|
$ |
87 |
|
Adjusted operating margin |
|
|
22.7 |
% |
|
|
20.2 |
% |
|
|
N/A |
|
|
|
20.4 |
% |
(a) |
Primarily includes severance and lease exit charges for activities focused on workforce actions, rationalization of technology and functional resources, and reductions in real estate. Costs also reflect charges for Marsh's operational excellence program. |
|
(b) |
Change in fair value of contingent consideration related to acquisitions and dispositions measured each quarter. |
|
(c) |
Primarily reflects lease exit charges for a legacy JLT |
|
(d) |
Integration costs for the Westpac superannuation fund transaction in |
|
(e) |
Retention costs and legal charges related to the acquisition of JLT. |
|
(f) |
Settlement charges and legal costs related to strategic recruiting. |
|
(g) |
Gain from the fair value re-measurement of the Company’s previously held equity method investment in |
|
|
||||||||||||||||
|
|
|
|
Consulting |
|
Corporate/
|
|
Total |
||||||||
Twelve Months Ended |
|
|
|
|
|
|
|
|
||||||||
Operating income (loss) |
|
$ |
3,089 |
|
|
$ |
1,553 |
|
|
$ |
(362 |
) |
|
$ |
4,280 |
|
Operating margin |
|
|
24.4 |
% |
|
|
19.1 |
% |
|
|
N/A |
|
|
|
20.7 |
% |
Add (deduct) impact of noteworthy items: |
|
|
|
|
|
|
|
|
||||||||
Restructuring, excluding JLT (a) |
|
|
157 |
|
|
|
61 |
|
|
|
94 |
|
|
|
312 |
|
Changes in contingent consideration (b) |
|
|
44 |
|
|
|
5 |
|
|
|
— |
|
|
|
49 |
|
JLT integration and restructuring costs (c) |
|
|
97 |
|
|
|
16 |
|
|
|
2 |
|
|
|
115 |
|
JLT acquisition-related costs (d) |
|
|
24 |
|
|
|
1 |
|
|
|
3 |
|
|
|
28 |
|
JLT legacy legal charges (e) |
|
|
14 |
|
|
|
(13 |
) |
|
|
— |
|
|
|
1 |
|
Legal claims (f) |
|
|
30 |
|
|
|
— |
|
|
|
— |
|
|
|
30 |
|
Disposal of businesses (g) |
|
|
(8 |
) |
|
|
(114 |
) |
|
|
— |
|
|
|
(122 |
) |
Pre-acquisition related costs (h) |
|
|
— |
|
|
|
21 |
|
|
|
— |
|
|
|
21 |
|
Deconsolidation of Russian businesses and other related charges (i) |
|
|
42 |
|
|
|
10 |
|
|
|
— |
|
|
|
52 |
|
Operating income adjustments |
|
|
400 |
|
|
|
(13 |
) |
|
|
99 |
|
|
|
486 |
|
Adjusted operating income (loss) |
|
$ |
3,489 |
|
|
$ |
1,540 |
|
|
$ |
(263 |
) |
|
$ |
4,766 |
|
Total identified intangible amortization expense |
|
$ |
291 |
|
|
$ |
47 |
|
|
$ |
— |
|
|
$ |
338 |
|
Adjusted operating margin |
|
|
29.8 |
% |
|
|
19.7 |
% |
|
|
N/A |
|
|
|
24.7 |
% |
|
|
|
|
|
|
|
|
|
||||||||
Twelve Months Ended |
|
|
|
|
|
|
|
|
||||||||
Operating income (loss) |
|
$ |
3,080 |
|
|
$ |
1,504 |
|
|
$ |
(272 |
) |
|
$ |
4,312 |
|
Operating margin |
|
|
25.5 |
% |
|
|
19.3 |
% |
|
|
N/A |
|
|
|
21.8 |
% |
Add (deduct) impact of noteworthy items: |
|
|
|
|
|
|
|
|
||||||||
Restructuring, excluding JLT (a) |
|
|
31 |
|
|
|
12 |
|
|
|
27 |
|
|
|
70 |
|
Changes in contingent consideration (b) |
|
|
63 |
|
|
|
(3 |
) |
|
|
(3 |
) |
|
|
57 |
|
JLT integration and restructuring costs (c) |
|
|
53 |
|
|
|
36 |
|
|
|
4 |
|
|
|
93 |
|
JLT acquisition related costs and other (d) |
|
|
77 |
|
|
|
3 |
|
|
|
1 |
|
|
|
81 |
|
JLT legacy legal charges (e) |
|
|
— |
|
|
|
(69 |
) |
|
|
— |
|
|
|
(69 |
) |
Legal claims (f) |
|
|
60 |
|
|
|
— |
|
|
|
2 |
|
|
|
62 |
|
Disposal of businesses (g) |
|
|
(52 |
) |
|
|
3 |
|
|
|
— |
|
|
|
(49 |
) |
Gain on consolidation of business (j) |
|
|
(267 |
) |
|
|
— |
|
|
|
— |
|
|
|
(267 |
) |
Operating income adjustments |
|
|
(35 |
) |
|
|
(18 |
) |
|
|
31 |
|
|
|
(22 |
) |
Adjusted operating income (loss) |
|
$ |
3,045 |
|
|
$ |
1,486 |
|
|
$ |
(241 |
) |
|
$ |
4,290 |
|
Total identified intangible amortization expense |
|
$ |
309 |
|
|
$ |
56 |
|
|
$ |
— |
|
|
$ |
365 |
|
Adjusted operating margin |
|
|
28.5 |
% |
|
|
19.8 |
% |
|
|
N/A |
|
|
|
23.9 |
% |
(a) |
Primarily includes severance and lease exit charges for activities focused on workforce actions, rationalization of technology and functional resources, and reductions in real estate. Costs also reflect charges for Marsh's operational excellence program. |
|
(b) |
Change in fair value of contingent consideration related to acquisitions and dispositions measured each quarter. |
|
(c) |
Primarily reflects lease exit charges for a legacy JLT |
|
(d) |
Retention costs and legal charges related to the acquisition of JLT. |
|
(e) |
Charges and recoveries related to legacy JLT legal matters. 2021 reflects a reduction in the liability for a legacy JLT E&O relating to suitability of advice provided to individuals for defined benefit pension transfers in the |
|
(f) |
Settlement charges and legal costs related to strategic recruiting. |
|
(g) |
Primarily reflects a gain of |
|
(h) |
Integration costs for the Westpac superannuation fund transaction in |
|
(i) |
Loss on deconsolidation of Russian businesses and other related charges. The loss on deconsolidation of |
|
(j) |
Gain from the fair value re-measurement of the Company’s previously held equity method investment in |
|
Reconciliation of Non-GAAP Measures
Three and Twelve Months Ended
(In millions, except per share data)
(Unaudited)
Adjusted income, net of tax is calculated as the Company's GAAP income from continuing operations, adjusted to reflect the after tax impact of the operating income adjustments in the preceding tables and the additional items listed below. Adjusted EPS is calculated by dividing the Company’s adjusted income, net of tax, by average number of shares outstanding-diluted for the relevant period. The following tables reconcile adjusted income, net of tax to GAAP income from continuing operations and adjusted EPS to GAAP EPS for the three and twelve month periods ended
Three Months Ended
|
|
Three Months Ended
|
|||||||||||||||
(In millions, except per share data) |
Amount |
|
Adjusted
|
|
Amount |
|
Adjusted
|
||||||||||
Net income before non-controlling interests, as reported |
|
|
$ |
471 |
|
|
|
|
|
$ |
807 |
|
|
||||
Less: Non-controlling interest, net of tax |
|
|
|
5 |
|
|
|
|
|
|
4 |
|
|
||||
Subtotal |
|
|
$ |
466 |
|
$ |
0.93 |
|
|
|
$ |
803 |
|
$ |
1.57 |
||
Operating income adjustments |
$ |
344 |
|
|
|
|
|
$ |
(81) |
|
|
|
|
||||
Investments adjustment (a) |
|
1 |
|
|
|
|
|
|
(4) |
|
|
|
|
||||
Pension settlement adjustment (b) |
|
1 |
|
|
|
|
|
|
3 |
|
|
|
|
||||
Income tax effect of adjustments (c) |
|
(77) |
|
|
|
|
|
|
(33) |
|
|
|
|
||||
Impact of |
|
— |
|
|
|
|
|
|
5 |
|
|
|
|
||||
|
|
|
|
269 |
|
|
0.54 |
|
|
|
|
(110) |
|
|
(0.21) |
||
Adjusted income, net of tax |
|
|
$ |
735 |
|
$ |
1.47 |
|
|
|
$ |
693 |
|
$ |
1.36 |
||
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Twelve Months Ended
|
|
Twelve Months Ended
|
||||||||||||||
(In millions, except per share data) |
Amount |
|
Adjusted
|
|
Amount |
|
Adjusted
|
||||||||||
Net income before non-controlling interests, as reported |
|
|
$ |
3,087 |
|
|
|
|
|
$ |
3,174 |
|
|
||||
Less: Non-controlling interest, net of tax |
|
|
|
37 |
|
|
|
|
|
|
31 |
|
|
||||
Subtotal |
|
|
$ |
3,050 |
|
$ |
6.04 |
|
|
|
$ |
3,143 |
|
$ |
6.13 |
||
Operating income adjustments |
$ |
486 |
|
|
|
|
|
$ |
(22) |
|
|
|
|
||||
Investments adjustment (a) |
|
(3) |
|
|
|
|
|
|
(6) |
|
|
|
|
||||
Pension settlement adjustment (b) |
|
2 |
|
|
|
|
|
|
5 |
|
|
|
|
||||
Income tax effect of adjustments (c) |
|
(78) |
|
|
|
|
|
|
(64) |
|
|
|
|
||||
Impact of |
|
— |
|
|
|
|
|
|
110 |
|
|
|
|
||||
|
|
|
|
407 |
|
|
0.81 |
|
|
|
|
23 |
|
|
0.04 |
||
Adjusted income, net of tax |
|
|
$ |
3,457 |
|
$ |
6.85 |
|
|
|
$ |
3,166 |
|
$ |
6.17 |
||
|
|
|
|
|
|
|
|
|
|
|
|
(a) | Represents mark-to-market losses and gains related to the Company's investments. |
|
(b) |
Charges resulting from lump sum pension settlements elected by participants. |
|
(c) |
For items with an income tax impact, the tax effect was calculated using an effective tax rate based on the tax jurisdiction for each item. |
|
(d) |
Reflects the re-measurement of the Company's |
|
|
||||||||||||
|
|
Three Months Ended
|
|
Twelve Months Ended
|
||||||||
|
|
2022 |
|
2021 |
|
2022 |
|
2021 |
||||
Consolidated |
|
|
|
|
|
|
|
|
||||
Compensation and benefits |
|
$ |
3,038 |
|
$ |
2,905 |
|
$ |
12,071 |
|
$ |
11,425 |
Other operating expenses |
|
|
1,304 |
|
|
1,246 |
|
|
4,369 |
|
|
4,083 |
Total expenses |
|
$ |
4,342 |
|
$ |
4,151 |
|
$ |
16,440 |
|
$ |
15,508 |
|
|
|
|
|
|
|
|
|
||||
Depreciation and amortization expense |
|
$ |
122 |
|
$ |
91 |
|
$ |
381 |
|
$ |
382 |
Identified intangible amortization expense |
|
|
80 |
|
|
87 |
|
|
338 |
|
|
365 |
Total |
|
$ |
202 |
|
$ |
178 |
|
$ |
719 |
|
$ |
747 |
|
|
|
|
|
|
|
|
|
||||
Risk and Insurance Services |
|
|
|
|
|
|
|
|
||||
Compensation and benefits |
|
$ |
1,699 |
|
$ |
1,630 |
|
$ |
6,938 |
|
$ |
6,506 |
Other operating expenses |
|
|
774 |
|
|
752 |
|
|
2,618 |
|
|
2,499 |
Total expenses |
|
$ |
2,473 |
|
$ |
2,382 |
|
$ |
9,556 |
|
$ |
9,005 |
|
|
|
|
|
|
|
|
|
||||
Depreciation and amortization expense |
|
$ |
55 |
|
$ |
44 |
|
$ |
178 |
|
$ |
196 |
Identified intangible amortization expense |
|
|
68 |
|
|
73 |
|
|
291 |
|
|
309 |
Total |
|
$ |
123 |
|
$ |
117 |
|
$ |
469 |
|
$ |
505 |
|
|
|
|
|
|
|
|
|
||||
Consulting |
|
|
|
|
|
|
|
|
||||
Compensation and benefits |
|
$ |
1,210 |
|
$ |
1,148 |
|
$ |
4,626 |
|
$ |
4,435 |
Other operating expenses |
|
|
548 |
|
|
556 |
|
|
1,960 |
|
|
1,850 |
Total expenses |
|
$ |
1,758 |
|
$ |
1,704 |
|
$ |
6,586 |
|
$ |
6,285 |
|
|
|
|
|
|
|
|
|
||||
Depreciation and amortization expense |
|
$ |
32 |
|
$ |
28 |
|
$ |
111 |
|
$ |
115 |
Identified intangible amortization expense |
|
|
12 |
|
|
14 |
|
|
47 |
|
|
56 |
Total |
|
$ |
44 |
|
$ |
42 |
|
$ |
158 |
|
$ |
171 |
|
||||||
|
|
|
|
|
||
ASSETS |
|
|
|
|
||
Current assets: |
|
|
|
|
||
Cash and cash equivalents |
|
$ |
1,442 |
|
$ |
1,752 |
Net receivables |
|
|
5,852 |
|
|
5,586 |
Other current assets |
|
|
1,005 |
|
|
926 |
Total current assets |
|
|
8,299 |
|
|
8,264 |
|
|
|
|
|
||
|
|
|
18,788 |
|
|
19,127 |
Fixed assets, net |
|
|
871 |
|
|
847 |
Pension related assets |
|
|
2,127 |
|
|
2,270 |
Right of use assets |
|
|
1,562 |
|
|
1,868 |
Deferred tax assets |
|
|
358 |
|
|
551 |
Other assets |
|
|
1,449 |
|
|
1,461 |
TOTAL ASSETS |
|
$ |
33,454 |
|
$ |
34,388 |
|
|
|
|
|
||
LIABILITIES AND EQUITY |
|
|
|
|
||
Current liabilities: |
|
|
|
|
||
Short-term debt |
|
$ |
268 |
|
$ |
17 |
Accounts payable and accrued liabilities |
|
|
3,278 |
|
|
3,165 |
Accrued compensation and employee benefits |
|
|
3,095 |
|
|
2,942 |
Current lease liabilities |
|
|
310 |
|
|
332 |
Accrued income taxes |
|
|
221 |
|
|
198 |
Total current liabilities |
|
|
7,172 |
|
|
6,654 |
|
|
|
|
|
||
Fiduciary liabilities |
|
|
10,660 |
|
|
9,622 |
Less - cash and cash equivalents held in a fiduciary capacity |
|
|
(10,660) |
|
|
(9,622) |
|
|
|
— |
|
|
— |
Long-term debt |
|
|
11,227 |
|
|
10,933 |
Pension, post-retirement and post-employment benefits |
|
|
921 |
|
|
1,632 |
Long-term lease liabilities |
|
|
1,667 |
|
|
1,880 |
Liabilities for errors and omissions |
|
|
355 |
|
|
355 |
Other liabilities |
|
|
1,363 |
|
|
1,712 |
|
|
|
|
|
||
Total equity |
|
|
10,749 |
|
|
11,222 |
TOTAL LIABILITIES AND EQUITY |
|
$ |
33,454 |
|
$ |
34,388 |
|
|||||
|
For the Years Ended
|
||||
|
2022 |
|
2021 |
||
Operating cash flows: |
|
|
|
||
Net income before non-controlling interests |
$ |
3,087 |
|
$ |
3,174 |
Adjustments to reconcile net income to cash provided by operations: |
|
|
|
||
Depreciation and amortization |
|
719 |
|
|
747 |
Non-cash lease expense |
|
404 |
|
|
327 |
Deconsolidation of Russian businesses |
|
39 |
|
|
— |
Gain on consolidation of entity |
|
(2) |
|
|
(267) |
Share-based compensation expense |
|
367 |
|
|
348 |
Net gain on investments, disposition of assets and other |
|
(137) |
|
|
(67) |
|
|
|
|
||
Changes in assets and liabilities: |
|
|
|
||
Accrued compensation and employee benefits |
|
171 |
|
|
574 |
Provision for taxes, net of payments and refunds |
|
(54) |
|
|
(33) |
Net receivables |
|
(492) |
|
|
(570) |
Other changes to assets and liabilities |
|
71 |
|
|
4 |
Contributions to pension and other benefit plans in excess of current year credit |
|
(385) |
|
|
(372) |
Operating lease liabilities |
|
(323) |
|
|
(349) |
Net cash provided by operations |
|
3,465 |
|
|
3,516 |
Financing cash flows: |
|
|
|
||
Purchase of treasury shares |
|
(1,950) |
|
|
(1,159) |
Proceeds from issuance of debt |
|
984 |
|
|
743 |
Repayments of debt |
|
(365) |
|
|
(1,016) |
Net issuance of common stock from treasury shares |
|
(72) |
|
|
60 |
Net distributions from non-controlling interests and deferred/contingent consideration |
|
(189) |
|
|
(82) |
Dividends paid |
|
(1,138) |
|
|
(1,026) |
Increase in fiduciary liabilities |
|
1,684 |
|
|
1,183 |
Net cash used for financing activities |
|
(1,046) |
|
|
(1,297) |
Investing cash flows: |
|
|
|
||
Capital expenditures |
|
(470) |
|
|
(406) |
Purchase of long-term investments and other |
|
(13) |
|
|
(29) |
Sales of long-term investments |
|
86 |
|
|
46 |
Dispositions |
|
119 |
|
|
84 |
Acquisitions, net of cash and cash held in a fiduciary capacity acquired |
|
(572) |
|
|
(859) |
Net cash used for investing activities |
|
(850) |
|
|
(1,164) |
Effect of exchange rate changes on cash, cash equivalents, and cash and cash equivalents held in a fiduciary capacity |
|
(841) |
|
|
(355) |
Increase in cash, cash equivalents, and cash and cash equivalents held in a fiduciary capacity |
|
728 |
|
|
700 |
Cash, cash equivalents, and cash and cash equivalents held in a fiduciary capacity at beginning of period |
|
11,374 |
|
|
10,674 |
Cash, cash equivalents, and cash and cash equivalents held in a fiduciary capacity at end of period |
$ |
12,102 |
|
$ |
11,374 |
Reconciliation of cash, cash equivalents, and cash and cash equivalents held in a fiduciary capacity to the Consolidated Balance Sheets |
|||||
For the Years Ended |
2022 |
2021 |
|||
(In millions of dollars) |
|
|
|||
Cash and cash equivalents |
$ |
1,442 |
$ |
1,752 |
|
Cash and cash equivalents held in a fiduciary capacity |
|
10,660 |
|
9,622 |
|
Total cash, cash equivalents, and cash and cash equivalents held in a fiduciary capacity |
$ |
12,102 |
$ |
11,374 |
View source version on businesswire.com: https://www.businesswire.com/news/home/20230125005832/en/
Media Contact:
Marsh McLennan
+1 202 263 7788
erick.gustafson@mmc.com
Investor Contact:
Marsh McLennan
+1 212 345 6750
sarah.dewitt@mmc.com
Source: Marsh McLennan
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