Marsh McLennan Reports Third Quarter 2021 Results
Marsh McLennan (NYSE: MMC) reported strong third quarter 2021 results, with GAAP revenue rising 16% to $4.6 billion and underlying revenue up 13%. Operating income surged 37% to $740 million, while adjusted EPS increased 32% to $1.08. For the first nine months of 2021, consolidated revenue was $14.7 billion, marking a 15% increase. The Risk & Insurance Services segment generated $2.7 billion in revenue (+17%) and Consulting reached $1.9 billion (+13%). The company repurchased 1.9 million shares for $300 million in Q3.
- GAAP revenue increased 16% to $4.6 billion.
- Underlying revenue rose 13%.
- Operating income grew 37% to $740 million.
- Adjusted EPS increased 32% to $1.08.
- For nine months, consolidated revenue up 15% to $14.7 billion.
- Risk & Insurance revenue increased 17% to $2.7 billion.
- Consulting revenue up 13% to $1.9 billion.
- Share repurchases totaled 1.9 million shares for $300 million.
- None.
GAAP Revenue Increases
Growth in GAAP Operating Income of
Third Quarter EPS Rises to
Nine Months EPS Rises to
"Given the outstanding quarter and year-to-date performance, we are on track for a terrific year."
Consolidated Results
Consolidated revenue in the third quarter of 2021 was
For the nine months ended
Risk & Insurance Services
Risk & Insurance Services revenue was
Marsh's revenue in the third quarter was
Consulting
Consulting revenue in the third quarter was
Mercer's revenue was
Oliver Wyman’s revenue was
Other Items
The Company repurchased 1.9 million shares of stock for
Conference Call
A conference call to discuss third quarter 2021 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 81,000 colleagues advise clients in 130 countries. With annual revenue 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 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;
- increased regulatory activity and scrutiny by regulatory or law enforcement authorities;
-
the financial and operational impact of complying with laws and regulations where we operate and the risks of noncompliance with such laws by us or third-party providers, including anti-corruption laws such as the
U.S. Foreign Corrupt Practices Act,U.K. Anti-Bribery Act and cybersecurity and data privacy regulations such as the E.U.’s General Data Protection Regulation; - the impact of COVID-19, including emerging vaccine mandates, on our business operations, results of operations, cash flows and financial position;
- our ability to compete effectively and adapt to changes in the competitive environment, including to respond to technological change, disintermediation, digital disruption and other types of innovation;
- our ability to manage risks associated with our investment management and related services business, particularly in the context of uncertain equity markets, including our ability to execute timely trades in light of increased trading volume and to manage potential conflicts of interest;
- our ability to attract and retain industry leading talent;
- 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 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
|
|
Nine Months Ended
|
||||||||||||||||
|
|
2021 |
|
2020 |
|
2021 |
2020 |
|||||||||||||
Revenue |
|
$ |
4,583 |
|
|
|
$ |
3,968 |
|
|
|
$ |
14,683 |
|
|
|
$ |
12,808 |
|
|
Expense: |
|
|
|
|
|
|
|
|
||||||||||||
Compensation and benefits |
|
2,853 |
|
|
|
2,495 |
|
|
|
8,520 |
|
|
|
7,479 |
|
|
||||
Other operating expenses |
|
990 |
|
|
|
933 |
|
|
|
2,837 |
|
|
|
2,834 |
|
|
||||
Operating expenses |
|
3,843 |
|
|
|
3,428 |
|
|
|
11,357 |
|
|
|
10,313 |
|
|
||||
Operating income |
|
740 |
|
|
|
540 |
|
|
|
3,326 |
|
|
|
2,495 |
|
|
||||
Other net benefit credits |
|
69 |
|
|
|
60 |
|
|
|
211 |
|
|
|
187 |
|
|
||||
Interest income |
|
1 |
|
|
|
1 |
|
|
|
2 |
|
|
|
5 |
|
|
||||
Interest expense |
|
(107 |
) |
|
|
(128 |
) |
|
|
(335 |
) |
|
|
(387 |
) |
|
||||
Investment income (loss) |
|
13 |
|
|
|
(14 |
) |
|
|
43 |
|
|
|
(47 |
) |
|
||||
Income before income taxes |
|
716 |
|
|
|
459 |
|
|
|
3,247 |
|
|
|
2,253 |
|
|
||||
Income tax expense |
|
174 |
|
|
|
139 |
|
|
|
880 |
|
|
|
586 |
|
|
||||
Net income before non-controlling interests |
|
542 |
|
|
|
320 |
|
|
|
2,367 |
|
|
|
1,667 |
|
|
||||
Less: Net income attributable to non-controlling interests |
|
5 |
|
|
|
4 |
|
|
|
27 |
|
|
|
25 |
|
|
||||
Net income attributable to the Company |
|
$ |
537 |
|
|
|
$ |
316 |
|
|
|
$ |
2,340 |
|
|
|
$ |
1,642 |
|
|
Net income per share attributable to the Company: |
|
|
|
|
|
|
|
|
||||||||||||
- Basic |
|
$ |
1.06 |
|
|
|
$ |
0.62 |
|
|
|
$ |
4.61 |
|
|
|
$ |
3.25 |
|
|
- Diluted |
|
$ |
1.05 |
|
|
|
$ |
0.62 |
|
|
|
$ |
4.56 |
|
|
|
$ |
3.21 |
|
|
Average number of shares outstanding |
|
|
|
|
|
|
|
|
||||||||||||
- Basic |
|
506 |
|
|
|
507 |
|
|
|
508 |
|
|
|
506 |
|
|
||||
- Diluted |
|
513 |
|
|
|
512 |
|
|
|
513 |
|
|
|
511 |
|
|
||||
Shares outstanding at |
|
505 |
|
|
|
507 |
|
|
|
505 |
|
|
|
507 |
|
|
||||
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
|
|
% Change
|
|
Currency
|
|
Acquisitions/
|
|
Underlying
|
|||||||||||||
|
|
2021 |
2020 |
|
|||||||||||||||||||
Risk and Insurance Services |
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Marsh |
|
$ |
2,352 |
|
|
$ |
2,009 |
|
|
|
17 |
% |
|
2 |
% |
|
3 |
% |
|
13 |
% |
||
|
|
314 |
|
|
274 |
|
|
|
15 |
% |
|
— |
|
|
— |
|
|
15 |
% |
||||
Subtotal |
|
2,666 |
|
|
2,283 |
|
|
|
17 |
% |
|
1 |
% |
|
2 |
% |
|
13 |
% |
||||
Fiduciary interest income |
|
4 |
|
|
8 |
|
|
|
|
|
|
|
|
|
|
||||||||
Total Risk and Insurance Services |
|
2,670 |
|
|
2,291 |
|
|
|
17 |
% |
|
1 |
% |
|
2 |
% |
|
13 |
% |
||||
Consulting |
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Mercer |
|
1,315 |
|
|
1,216 |
|
|
|
8 |
% |
|
2 |
% |
|
(1 |
)% |
|
7 |
% |
||||
|
|
610 |
|
|
480 |
|
|
|
27 |
% |
|
1 |
% |
|
— |
|
|
25 |
% |
||||
|
|
1,925 |
|
|
1,696 |
|
|
|
13 |
% |
|
2 |
% |
|
— |
|
|
12 |
% |
||||
Corporate Eliminations |
|
(12 |
) |
|
(19 |
) |
|
|
|
|
|
|
|
|
|
||||||||
Total Revenue |
|
$ |
4,583 |
|
|
$ |
3,968 |
|
|
|
16 |
% |
|
2 |
% |
|
1 |
% |
|
13 |
% |
Revenue Details
The following table provides more detailed revenue information for certain of the components presented above:
|
|
|
|
|
|
Components of Revenue Change* |
||||||||||||||
|
|
Three Months Ended
|
|
% Change
|
|
Currency
|
|
Acquisitions/
|
|
Underlying
|
||||||||||
|
|
2021 |
2020 |
|
||||||||||||||||
Marsh: |
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
EMEA |
|
$ |
600 |
|
|
$ |
536 |
|
|
12 |
% |
|
4 |
% |
|
— |
|
|
8 |
% |
|
|
281 |
|
|
254 |
|
|
10 |
% |
|
2 |
% |
|
— |
|
|
9 |
% |
||
|
|
105 |
|
|
93 |
|
|
13 |
% |
|
1 |
% |
|
— |
|
|
12 |
% |
||
|
|
986 |
|
|
883 |
|
|
12 |
% |
|
3 |
% |
|
— |
|
|
9 |
% |
||
|
|
1,366 |
|
|
1,126 |
|
|
21 |
% |
|
— |
|
|
4 |
% |
|
16 |
% |
||
Total Marsh |
|
$ |
2,352 |
|
|
$ |
2,009 |
|
|
17 |
% |
|
2 |
% |
|
3 |
% |
|
13 |
% |
Mercer: |
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Wealth |
|
$ |
613 |
|
|
$ |
566 |
|
|
9 |
% |
|
3 |
% |
|
(1) |
% |
|
6 |
% |
Health |
|
449 |
|
|
430 |
|
|
4 |
% |
|
1 |
% |
|
(1) |
% |
|
4 |
% |
||
Career |
|
253 |
|
|
220 |
|
|
15 |
% |
|
1 |
% |
|
— |
|
|
13 |
% |
||
Total Mercer |
|
$ |
1,315 |
|
|
$ |
1,216 |
|
|
8 |
% |
|
2 |
% |
|
(1) |
% |
|
7 |
% |
* Components of revenue change may not add due to rounding. |
Supplemental Information - Revenue Analysis
Nine 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* |
|||||||||||||||||
|
|
Nine Months Ended
|
|
% Change
|
|
Currency
|
|
Acquisitions/
|
|
Underlying
|
|||||||||||||
|
|
2021 |
2020 |
|
|||||||||||||||||||
Risk and Insurance Services |
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Marsh |
|
$ |
7,327 |
|
|
|
$ |
6,231 |
|
|
|
18 |
% |
|
3 |
% |
|
3 |
% |
|
12 |
% |
|
|
|
1,697 |
|
|
|
1,534 |
|
|
|
11 |
% |
|
1 |
% |
|
— |
|
|
10 |
% |
|||
Subtotal |
|
9,024 |
|
|
|
7,765 |
|
|
|
16 |
% |
|
3 |
% |
|
2 |
% |
|
11 |
% |
|||
Fiduciary interest income |
|
12 |
|
|
|
40 |
|
|
|
|
|
|
|
|
|
|
|||||||
Total Risk and Insurance Services |
|
9,036 |
|
|
|
7,805 |
|
|
|
16 |
% |
|
3 |
% |
|
2 |
% |
|
11 |
% |
|||
Consulting |
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Mercer |
|
3,877 |
|
|
|
3,616 |
|
|
|
7 |
% |
|
4 |
% |
|
(1 |
)% |
|
4 |
% |
|||
|
|
1,813 |
|
|
|
1,458 |
|
|
|
24 |
% |
|
3 |
% |
|
— |
|
|
21 |
% |
|||
|
|
5,690 |
|
|
|
5,074 |
|
|
|
12 |
% |
|
4 |
% |
|
(1 |
)% |
|
9 |
% |
|||
Corporate Eliminations |
|
(43 |
) |
|
|
(71 |
) |
|
|
|
|
|
|
|
|
|
|||||||
Total Revenue |
|
$ |
14,683 |
|
|
|
$ |
12,808 |
|
|
|
15 |
% |
|
3 |
% |
|
1 |
% |
|
10 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue Details
The following table provides more detailed revenue information for certain of the components presented above:
|
|
|
|
|
|
Components of Revenue Change* |
||||||||||||||
|
|
Nine Months Ended
|
|
% Change
|
|
Currency
|
|
Acquisitions/
|
|
Underlying
|
||||||||||
|
|
2021 |
|
2020 |
|
|||||||||||||||
Marsh: |
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
EMEA |
|
$ |
2,233 |
|
|
$ |
1,887 |
|
|
18 |
% |
|
6 |
% |
|
2 |
% |
|
10 |
% |
|
|
902 |
|
|
790 |
|
|
14 |
% |
|
6 |
% |
|
— |
|
|
9 |
% |
||
|
|
298 |
|
|
283 |
|
|
5 |
% |
|
(1) |
% |
|
— |
|
|
6 |
% |
||
|
|
3,433 |
|
|
2,960 |
|
|
16 |
% |
|
5 |
% |
|
1 |
% |
|
9 |
% |
||
|
|
3,894 |
|
|
3,271 |
|
|
19 |
% |
|
1 |
% |
|
5 |
% |
|
14 |
% |
||
Total Marsh |
|
$ |
7,327 |
|
|
$ |
6,231 |
|
|
18 |
% |
|
3 |
% |
|
3 |
% |
|
12 |
% |
Mercer: |
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Wealth |
|
$ |
1,861 |
|
|
$ |
1,719 |
|
|
8 |
% |
|
6 |
% |
|
(1) |
% |
|
4 |
% |
Health |
|
1,398 |
|
|
1,348 |
|
|
4 |
% |
|
2 |
% |
|
(1) |
% |
|
3 |
% |
||
Career |
|
618 |
|
|
549 |
|
|
13 |
% |
|
3 |
% |
|
— |
|
|
10 |
% |
||
Total Mercer |
|
$ |
3,877 |
|
|
$ |
3,616 |
|
|
7 |
% |
|
4 |
% |
|
(1) |
% |
|
4 |
% |
* 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 purposes, 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 nine months ended |
|
|
|
|
Consulting |
|
Corporate/
|
|
Total |
|||||||||||
Three Months Ended |
|
|
|
|
|
|
|
|
|||||||||||
Operating income (loss) |
|
$ |
403 |
|
|
$ |
404 |
|
|
|
$ |
(67 |
) |
|
|
$ |
740 |
|
|
Operating margin |
|
15.1 |
% |
|
21.0 |
% |
|
N/A |
|
|
16.1 |
% |
|||||||
Add (deduct) impact of noteworthy items: |
|
|
|
|
|
|
|
|
|||||||||||
Restructuring, excluding JLT (a) |
|
7 |
|
|
— |
|
|
|
5 |
|
|
|
12 |
|
|
||||
Changes in contingent consideration (b) |
|
17 |
|
|
1 |
|
|
|
— |
|
|
|
18 |
|
|
||||
JLT integration and restructuring costs (c) |
|
11 |
|
|
9 |
|
|
|
(1 |
) |
|
|
19 |
|
|
||||
JLT acquisition-related costs (d) |
|
10 |
|
|
— |
|
|
|
1 |
|
|
|
11 |
|
|
||||
JLT legacy E&O provision (e) |
|
— |
|
|
(63 |
) |
|
|
— |
|
|
|
(63 |
) |
|
||||
Legal claims and other (f) |
|
21 |
|
|
(1 |
) |
|
|
2 |
|
|
|
22 |
|
|
||||
Operating income adjustments |
|
66 |
|
|
(54 |
) |
|
|
7 |
|
|
|
19 |
|
|
||||
Adjusted operating income (loss) |
|
$ |
469 |
|
|
$ |
350 |
|
|
|
$ |
(60 |
) |
|
|
$ |
759 |
|
|
Total identified intangible amortization expense |
|
$ |
75 |
|
|
$ |
14 |
|
|
|
$ |
— |
|
|
|
$ |
89 |
|
|
Adjusted operating margin |
|
20.4 |
% |
|
18.9 |
% |
|
N/A |
|
|
18.5 |
% |
|||||||
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||
Three Months Ended |
|
|
|
|
|
|
|
|
|||||||||||
Operating income (loss) |
|
$ |
333 |
|
|
$ |
278 |
|
|
|
$ |
(71 |
) |
|
|
$ |
540 |
|
|
Operating margin |
|
14.5 |
% |
|
16.4 |
% |
|
N/A |
|
|
13.6 |
% |
|||||||
Add (deduct) impact of noteworthy items: |
|
|
|
|
|
|
|
|
|
|
|
||||||||
Restructuring, excluding JLT (a) |
|
— |
|
|
11 |
|
|
|
12 |
|
|
|
23 |
|
|
||||
Changes in contingent consideration (b) |
|
15 |
|
|
1 |
|
|
|
— |
|
|
|
16 |
|
|
||||
JLT integration and restructuring costs (c) |
|
25 |
|
|
14 |
|
|
|
5 |
|
|
|
44 |
|
|
||||
JLT acquisition-related costs (d) |
|
15 |
|
|
1 |
|
|
|
(1 |
) |
|
|
15 |
|
|
||||
Other |
|
— |
|
|
1 |
|
|
|
(1 |
) |
|
|
— |
|
|
||||
Operating income adjustments |
|
55 |
|
|
28 |
|
|
|
15 |
|
|
|
98 |
|
|
||||
Adjusted operating income (loss) |
|
$ |
388 |
|
|
$ |
306 |
|
|
|
$ |
(56 |
) |
|
|
$ |
638 |
|
|
Total identified intangible amortization expense |
|
$ |
75 |
|
|
$ |
16 |
|
|
|
$ |
— |
|
|
|
$ |
91 |
|
|
Adjusted operating margin |
|
20.2 |
% |
|
18.9 |
% |
|
N/A |
|
|
18.4 |
% |
|||||||
|
|
|
|
|
|
|
|
|
(a) Primarily includes restructuring expenses associated with the Company's global information technology and HR functions and adjustments to restructuring liabilities for future rent under non-cancellable leases. |
(b) Primarily includes the change in fair value of contingent consideration related to acquisitions and dispositions measured each quarter. |
(c) Includes costs incurred for staff reductions, lease related exit costs, technology and consulting costs related to the |
(d) Reflects retention costs related to the closing of the acquisition of JLT. |
(e) 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) Primarily reflects settlement charges and legal costs related to strategic recruiting. |
|
||||||||||||||||
|
|
|
|
Consulting |
|
Corporate/
|
|
Total |
||||||||
Nine Months Ended |
|
|
|
|
|
|
|
|
||||||||
Operating income (loss) |
|
$ |
2,413 |
|
|
$ |
1,109 |
|
|
$ |
(196) |
|
|
$ |
3,326 |
|
Operating margin |
|
26.7 |
% |
|
19.5 |
% |
|
N/A |
|
22.7 |
% |
|||||
Add (deduct) impact of noteworthy items: |
|
|
|
|
|
|
|
|
||||||||
Restructuring, excluding JLT (a) |
|
12 |
|
|
8 |
|
|
15 |
|
|
35 |
|
||||
Changes in contingent consideration (b) |
|
18 |
|
|
(4) |
|
|
(3) |
|
|
11 |
|
||||
JLT integration and restructuring costs (c) |
|
38 |
|
|
21 |
|
|
2 |
|
|
61 |
|
||||
JLT acquisition-related costs (d) |
|
32 |
|
|
2 |
|
|
1 |
|
|
35 |
|
||||
JLT legacy E&O provision (e) |
|
— |
|
|
(63) |
|
|
— |
|
|
(63) |
|
||||
Legal claims and other (f) |
|
27 |
|
|
— |
|
|
2 |
|
|
29 |
|
||||
Disposal of businesses (g) |
|
(52) |
|
|
3 |
|
|
— |
|
|
(49) |
|
||||
Operating income adjustments |
|
75 |
|
|
(33) |
|
|
17 |
|
|
59 |
|
||||
Adjusted operating income (loss) |
|
$ |
2,488 |
|
|
$ |
1,076 |
|
|
$ |
(179) |
|
|
$ |
3,385 |
|
Total identified intangible amortization expense |
|
$ |
236 |
|
|
$ |
42 |
|
|
$ |
— |
|
|
$ |
278 |
|
Adjusted operating margin |
|
30.3 |
% |
|
19.6 |
% |
|
N/A |
|
25.0 |
% |
|||||
|
|
|
|
|
|
|
|
|
||||||||
Nine Months Ended |
|
|
|
|
|
|
|
|
||||||||
Operating income (loss) |
|
$ |
1,883 |
|
|
$ |
815 |
|
|
$ |
(203) |
|
|
$ |
2,495 |
|
Operating margin |
|
24.1 |
% |
|
16.1 |
% |
|
N/A |
|
19.5 |
% |
|||||
Add (deduct) impact of noteworthy items: |
|
|
|
|
|
|
|
|
||||||||
Restructuring, excluding JLT (a) |
|
2 |
|
|
17 |
|
|
24 |
|
|
43 |
|
||||
Changes in contingent consideration (b) |
|
22 |
|
|
(2) |
|
|
2 |
|
|
22 |
|
||||
JLT integration and restructuring costs (c) |
|
125 |
|
|
31 |
|
|
25 |
|
|
181 |
|
||||
JLT acquisition-related costs (d) |
|
39 |
|
|
2 |
|
|
— |
|
|
41 |
|
||||
Disposal of business (g) |
|
6 |
|
|
(4) |
|
|
— |
|
|
2 |
|
||||
Other |
|
5 |
|
|
1 |
|
|
(1) |
|
|
5 |
|
||||
Operating income adjustments |
|
199 |
|
|
45 |
|
|
50 |
|
|
294 |
|
||||
Adjusted operating income (loss) |
|
$ |
2,082 |
|
|
$ |
860 |
|
|
$ |
(153) |
|
|
$ |
2,789 |
|
Total identified intangible amortization expense |
|
$ |
222 |
|
|
$ |
43 |
|
|
$ |
— |
|
|
$ |
265 |
|
Adjusted operating margin |
|
29.5 |
% |
|
17.8 |
% |
|
N/A |
|
23.8 |
% |
(a) Primarily includes restructuring expenses associated with the Company's global information technology and HR functions and adjustments to restructuring liabilities for future rent under non-cancellable leases. Consulting charges in 2020 reflect severance and real estate exit costs related to the Mercer restructuring program completed in 2020. |
(b) Primarily includes the change in fair value of contingent consideration related to acquisitions and dispositions as measured each quarter. |
(c) Includes costs incurred for staff reductions, lease related exit costs, technology and consulting costs related to the JLT integration. |
(d) Reflects retention costs related to the closing of the acquisition of JLT. |
(e) 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) Primarily reflects settlement charges and legal costs related to strategic recruiting. |
(g) Primarily reflects a gain on the sale of the |
Reconciliation of Non-GAAP Measures
Three and Nine Months Ended
(Millions) (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 nine month periods ended |
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Three Months Ended
|
|
Three Months Ended
|
||||||||||||||||||||||
|
Amount |
|
Adjusted
|
|
Amount |
|
Adjusted
|
||||||||||||||||||
Net income before non-controlling interests, as reported |
|
|
$ |
542 |
|
|
|
|
|
|
$ |
320 |
|
|
|
||||||||||
Less: Non-controlling interest, net of tax |
|
|
5 |
|
|
|
|
|
|
4 |
|
|
|
||||||||||||
Subtotal |
|
|
$ |
537 |
|
|
$ |
1.05 |
|
|
|
|
$ |
316 |
|
|
$ |
0.62 |
|
||||||
Operating income adjustments |
$ |
19 |
|
|
|
|
|
|
|
$ |
98 |
|
|
|
|
|
|
||||||||
Investments adjustment (a) |
(1 |
) |
|
|
|
|
|
|
16 |
|
|
|
|
|
|
||||||||||
Pension settlement adjustment |
2 |
|
|
|
|
|
|
|
— |
|
|
|
|
|
|
||||||||||
Income tax effect of adjustments (b) |
(10 |
) |
|
|
|
|
|
|
(12 |
) |
|
|
|
|
|
||||||||||
Impact of |
5 |
|
|
|
|
|
|
|
— |
|
|
|
|
|
|
||||||||||
|
|
|
15 |
|
|
0.03 |
|
|
|
|
102 |
|
|
0.20 |
|
||||||||||
Adjusted income, net of tax |
|
|
$ |
552 |
|
|
$ |
1.08 |
|
|
|
|
$ |
418 |
|
|
$ |
0.82 |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Nine Months Ended |
|
Nine Months Ended |
||||||||||||||||||||||
|
Amount |
|
Adjusted
|
|
Amount |
|
Adjusted
|
||||||||||||||||||
Net income before non-controlling interests, as reported |
|
|
$ |
2,367 |
|
|
|
|
|
|
$ |
1,667 |
|
|
|
||||||||||
Less: Non-controlling interest, net of tax |
|
|
27 |
|
|
|
|
|
|
25 |
|
|
|
||||||||||||
Subtotal |
|
|
$ |
2,340 |
|
|
$ |
4.56 |
|
|
|
|
$ |
1,642 |
|
|
$ |
3.21 |
|
||||||
Operating income adjustments |
$ |
59 |
|
|
|
|
|
|
|
$ |
294 |
|
|
|
|
|
|
||||||||
Investments adjustment (a) |
(2 |
) |
|
|
|
|
|
|
42 |
|
|
|
|
|
|
||||||||||
Pension settlement adjustment |
2 |
|
|
|
|
|
|
|
— |
|
|
|
|
|
|
||||||||||
Income tax effect of adjustments (b) |
(31 |
) |
|
|
|
|
|
|
(50 |
) |
|
|
|
|
|
||||||||||
Impact of |
105 |
|
|
|
|
|
|
|
— |
|
|
|
|
|
|
||||||||||
|
|
|
133 |
|
|
0.26 |
|
|
|
|
286 |
|
|
0.56 |
|
||||||||||
Adjusted income, net of tax |
|
|
$ |
2,473 |
|
|
$ |
4.82 |
|
|
|
|
$ |
1,928 |
|
|
$ |
3.77 |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
(a) Represents mark-to-market gains in 2021 and losses in 2020, primarily related to the Company’s investment in |
(b) 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. |
(c) Reflects the re-measurement of the Company's |
Supplemental Information
Three and Nine Months Ended (Millions) (Unaudited) |
||||||||||||||||
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
|
2021 |
|
2020 |
|
2021 |
|
2020 |
||||||||
Consolidated |
|
|
|
|
|
|
|
|
||||||||
Compensation and benefits |
|
$ |
2,853 |
|
|
$ |
2,495 |
|
|
$ |
8,520 |
|
|
$ |
7,479 |
|
Other operating expenses |
|
990 |
|
|
933 |
|
|
2,837 |
|
|
2,834 |
|
||||
Total expenses |
|
$ |
3,843 |
|
|
$ |
3,428 |
|
|
$ |
11,357 |
|
|
$ |
10,313 |
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization expense |
|
$ |
90 |
|
|
$ |
94 |
|
|
$ |
291 |
|
|
$ |
282 |
|
Identified intangible amortization expense |
|
89 |
|
|
91 |
|
|
278 |
|
|
265 |
|
||||
Total |
|
$ |
179 |
|
|
$ |
185 |
|
|
$ |
569 |
|
|
$ |
547 |
|
|
|
|
|
|
|
|
|
|
||||||||
Stock option expense |
|
$ |
4 |
|
|
$ |
4 |
|
|
$ |
29 |
|
|
$ |
25 |
|
|
|
|
|
|
|
|
|
|
||||||||
Risk and Insurance Services |
|
|
|
|
|
|
|
|
||||||||
Compensation and benefits |
|
$ |
1,634 |
|
|
$ |
1,400 |
|
|
$ |
4,876 |
|
|
$ |
4,234 |
|
Other operating expenses |
|
633 |
|
|
558 |
|
|
1,747 |
|
|
1,688 |
|
||||
Total expenses |
|
$ |
2,267 |
|
|
$ |
1,958 |
|
|
$ |
6,623 |
|
|
$ |
5,922 |
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization expense |
|
$ |
44 |
|
|
$ |
49 |
|
|
$ |
152 |
|
|
$ |
146 |
|
Identified intangible amortization expense |
|
75 |
|
|
75 |
|
|
236 |
|
|
222 |
|
||||
Total |
|
$ |
119 |
|
|
$ |
124 |
|
|
$ |
388 |
|
|
$ |
368 |
|
|
|
|
|
|
|
|
|
|
||||||||
Consulting |
|
|
|
|
|
|
|
|
||||||||
Compensation and benefits |
|
$ |
1,103 |
|
|
$ |
980 |
|
|
$ |
3,287 |
|
|
$ |
2,911 |
|
Other operating expenses |
|
418 |
|
|
438 |
|
|
1,294 |
|
|
1,348 |
|
||||
Total expenses |
|
$ |
1,521 |
|
|
$ |
1,418 |
|
|
$ |
4,581 |
|
|
$ |
4,259 |
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization expense |
|
$ |
29 |
|
|
$ |
29 |
|
|
$ |
87 |
|
|
$ |
86 |
|
Identified intangible amortization expense |
|
14 |
|
|
16 |
|
|
42 |
|
|
43 |
|
||||
Total |
|
$ |
43 |
|
|
$ |
45 |
|
|
$ |
129 |
|
|
$ |
129 |
|
Consolidated Balance Sheets (Millions) |
||||||||||
|
|
(Unaudited)
|
|
|
||||||
ASSETS |
|
|
|
|
||||||
Current assets: |
|
|
|
|
||||||
Cash and cash equivalents |
|
$ |
1,398 |
|
|
|
$ |
2,089 |
|
|
Net receivables |
|
5,624 |
|
|
|
5,326 |
|
|
||
Other current assets |
|
855 |
|
|
|
740 |
|
|
||
Total current assets |
|
7,877 |
|
|
|
8,155 |
|
|
||
|
|
|
|
|
||||||
|
|
18,235 |
|
|
|
18,216 |
|
|
||
Fixed assets, net |
|
824 |
|
|
|
856 |
|
|
||
Pension related assets |
|
1,935 |
|
|
|
1,768 |
|
|
||
Right of use assets |
|
1,899 |
|
|
|
1,894 |
|
|
||
Deferred tax assets |
|
692 |
|
|
|
702 |
|
|
||
Other assets |
|
1,520 |
|
|
|
1,458 |
|
|
||
TOTAL ASSETS |
|
$ |
32,982 |
|
|
|
$ |
33,049 |
|
|
|
|
|
|
|
||||||
LIABILITIES AND EQUITY |
|
|
|
|
||||||
Current liabilities: |
|
|
|
|
||||||
Short-term debt |
|
$ |
516 |
|
|
|
$ |
517 |
|
|
Accounts payable and accrued liabilities |
|
2,833 |
|
|
|
3,050 |
|
|
||
Accrued compensation and employee benefits |
|
2,365 |
|
|
|
2,400 |
|
|
||
Current lease liabilities |
|
339 |
|
|
|
342 |
|
|
||
Accrued income taxes |
|
333 |
|
|
|
247 |
|
|
||
Dividends payable |
|
273 |
|
|
|
— |
|
|
||
Total current liabilities |
|
6,659 |
|
|
|
6,556 |
|
|
||
|
|
|
|
|
||||||
Fiduciary liabilities |
|
10,408 |
|
|
|
8,585 |
|
|
||
Less - cash and investments held in a fiduciary capacity |
|
(10,408 |
) |
|
|
(8,585 |
) |
|
||
|
|
— |
|
|
|
— |
|
|
||
Long-term debt |
|
10,228 |
|
|
|
10,796 |
|
|
||
Pension, post-retirement and post-employment benefits |
|
2,387 |
|
|
|
2,662 |
|
|
||
Long-term lease liabilities |
|
1,900 |
|
|
|
1,924 |
|
|
||
Liabilities for errors and omissions |
|
356 |
|
|
|
366 |
|
|
||
Other liabilities |
|
1,564 |
|
|
|
1,485 |
|
|
||
|
|
|
|
|
||||||
Total equity |
|
9,888 |
|
|
|
9,260 |
|
|
||
TOTAL LIABILITIES AND EQUITY |
|
$ |
32,982 |
|
|
|
$ |
33,049 |
|
|
Consolidated Statements of Cash Flows (Millions) (Unaudited) |
|||||||||
|
Nine Months Ended
|
||||||||
|
2021 |
|
2020 |
||||||
Operating cash flows: |
|
|
|
||||||
Net income before non-controlling interests |
$ |
2,367 |
|
|
|
$ |
1,667 |
|
|
Adjustments to reconcile net income to cash used for operations: |
|
|
|
||||||
Depreciation and amortization |
569 |
|
|
|
547 |
|
|
||
Non cash lease expense |
241 |
|
|
|
241 |
|
|
||
Share-based compensation expense |
263 |
|
|
|
219 |
|
|
||
Net (gain) loss on investments, disposition of assets and other |
(89 |
) |
|
|
48 |
|
|
||
|
|
|
|
||||||
Changes in Assets and Liabilities: |
|
|
|
||||||
Accrued compensation and employee benefits |
(53 |
) |
|
|
(431 |
) |
|
||
Net receivables |
(336 |
) |
|
|
77 |
|
|
||
Other changes to assets and liabilities |
(299 |
) |
|
|
135 |
|
|
||
Contributions to pension and other benefit plans in excess of current year credit |
(282 |
) |
|
|
(240 |
) |
|
||
Operating lease liabilities |
(262 |
) |
|
|
(254 |
) |
|
||
Effect of exchange rate changes |
(45 |
) |
|
|
(10 |
) |
|
||
Net cash provided by operations |
2,074 |
|
|
|
1,999 |
|
|
||
Financing cash flows: |
|
|
|
||||||
Purchase of treasury shares |
(734 |
) |
|
|
— |
|
|
||
Borrowings from term-loan and credit facilities |
— |
|
|
|
1,000 |
|
|
||
Proceeds from issuance of debt |
— |
|
|
|
737 |
|
|
||
Repayments of debt |
(512 |
) |
|
|
(1,011 |
) |
|
||
Net issuance of common stock from treasury shares |
16 |
|
|
|
(33 |
) |
|
||
Net distributions of non-controlling interests and deferred/contingent consideration |
(66 |
) |
|
|
(154 |
) |
|
||
Dividends paid |
(750 |
) |
|
|
(702 |
) |
|
||
Net cash used for financing activities |
(2,046 |
) |
|
|
(163 |
) |
|
||
Investing cash flows: |
|
|
|
||||||
Capital expenditures |
(268 |
) |
|
|
(278 |
) |
|
||
Net (purchase) sale of long-term investments and other |
(4 |
) |
|
|
98 |
|
|
||
Dispositions |
84 |
|
|
|
93 |
|
|
||
Acquisitions |
(401 |
) |
|
|
(559 |
) |
|
||
Net cash used for investing activities |
(589 |
) |
|
|
(646 |
) |
|
||
Effect of exchange rate changes on cash and cash equivalents |
(130 |
) |
|
|
43 |
|
|
||
(Decrease) increase in cash and cash equivalents |
(691 |
) |
|
|
1,233 |
|
|
||
Cash and cash equivalents at beginning of period |
2,089 |
|
|
|
1,155 |
|
|
||
Cash and cash equivalents at end of period |
$ |
1,398 |
|
|
|
$ |
2,388 |
|
|
View source version on businesswire.com: https://www.businesswire.com/news/home/20211021005533/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
FAQ
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