Marsh & McLennan Companies Announces \$600 Million Senior Notes Offering

New York, February 19, 2026 – Marsh & McLennan Companies, Inc. (“MMC”), a global professional services firm, has announced the successful pricing and execution of a major debt offering. The company has issued \$600 million aggregate principal amount of 4.950% Senior Notes due 2036, a development that is noteworthy for shareholders and investors seeking insights into MMC’s capital structure, funding strategy, and future outlook.

Key Highlights of the Debt Offering

• Principal Amount: \$600,000,000
• Interest Rate: 4.950% per annum
• Maturity Date: March 15, 2036
• Issue Price to Public: 99.979% of principal amount (plus accrued interest, if any, from February 19, 2026)
• Settlement Date: February 19, 2026 (T+5)
• Net Proceeds to MMC (before expenses): \$595,974,000
• Use of Proceeds: General corporate purposes
• Expected Ratings: Moody’s A3 (Stable) / S&P A- (Stable) / Fitch A- (Stable)
• Benchmark Treasury: 4.000% due November 15, 2035
• Spread to Benchmark: +78 basis points
• Re-Offer Yield: 4.952%
• Joint Book-Running Managers: Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Wells Fargo Securities, LLC

Rationale and Strategic Implications

MMC’s decision to raise \$600 million through senior notes is a strategic move that reinforces its liquidity position and financial flexibility. The proceeds are earmarked for “general corporate purposes,” which may include refinancing existing debt, funding acquisitions, or supporting ongoing business initiatives. The attractive coupon and strong demand—reflected in the tight spread to benchmark Treasuries—demonstrate investor confidence in MMC’s credit profile and future prospects.

Potential Impact on Shareholders

• Balance Sheet Strength: The new capital enhances MMC’s balance sheet, providing additional resources to pursue growth opportunities or weather market uncertainties.
• Cost of Capital: The 4.950% coupon, while higher than some previous issuances due to current market rates, remains competitive for a company of MMC’s credit rating and size.
• No Dilution: As a debt offering, existing shareholders will not face dilution; however, future interest obligations will increase.
• Credit Ratings Affirmed: All three major agencies (Moody’s, S&P, Fitch) have affirmed strong ratings (A3/A-/A-, all Stable), supporting MMC’s reputation as a high-credit-quality issuer.

Important Price-Sensitive Considerations

• No Major Adverse Change: The company has confirmed that since its last audited financial statements, there have been no material adverse changes in its financial condition or operations.
• Regulatory Compliance: MMC remains in compliance with all relevant securities and financial reporting regulations, including the Sarbanes-Oxley Act, and has robust anti-corruption and anti-money laundering policies in place.
• No Pending Litigation: There are no undisclosed legal or governmental proceedings that could materially impact the company.
• Investment Company Status: MMC confirms it is not, and will not become, an “investment company” under the Investment Company Act of 1940 as a result of this transaction.

Underwriter Details and Distribution

The offering was managed by a syndicate of leading investment banks, with Citigroup, J.P. Morgan, Wells Fargo, RBC Capital Markets, Scotia Capital, CIBC World Markets, PNC Capital Markets, Siebert Williams Shank, TD Securities, and U.S. Bancorp Investments among the key underwriters. Each of the first four banks took a \$96 million allocation, with others taking \$24 million each. This broad participation underscores the depth of institutional support for MMC’s issuance.

Technical and Settlement Notes

• The offering is SEC-registered, and trades in the secondary market are required to settle in one business day unless otherwise agreed. Due to the initial T+5 settlement, investors trading the notes prior to the settlement date must specify alternate settlement arrangements to avoid failed trades.
• The offering includes customary indemnities, representations, and warranties. MMC has agreed to various covenants and undertakings, including SEC filing obligations and ongoing disclosure commitments.

Conclusion

This \$600 million senior notes issuance is a significant event for Marsh & McLennan Companies. It strengthens the company’s liquidity and demonstrates both market and credit agency confidence in MMC’s strategic direction and financial stability. Shareholders should view this debt offering as a proactive measure that positions MMC for continued growth and resilience, with no dilution of equity and no indications of financial distress or adverse developments.

Disclaimer: This article is for informational purposes only and does not constitute investment advice or a recommendation to buy or sell securities. Investors should review official filings and consult their advisors before making investment decisions. The information is based on publicly available documents as of the date of this article, and no assurance is given regarding future events or performance.

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