SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): December 4, 2003
WILLIS GROUP HOLDINGS LIMITED
(Exact name of Registrant as specified in its charter)
BERMUDA 001-16503 98-0352587
(Jurisdiction of incorporation (Commission File Number) (IRS Employer
or organization) Identification No.)
Ten Trinity Square
London EC3P 3AX, England
(Address of principal executive offices)
Registrant's telephone number, including area code: +44 20 7488 8111
Not Applicable
(Former name or former address, if changed since last report.)
Item 9. Regulation FD Disclosure.
The following information and the information included in the press release
attached hereto as Exhibit 99, is disclosed pursuant to Item 12 - Results of
Operations and Financial Condition. It is being furnished under Item 9 of this
Form 8-K in accordance with interim guidance issued by the SEC in release No.
33-8216.
On December 4, 2003 Willis Group Holdings Limited issued a press release
announcing that it has completed negotiation of a $600 million credit agreement,
consisting of a $450 million 5-year term loan facility and a $150 million
revolving credit facility. A copy of this press release is attached hereto as
Exhibit 99 (information provided under Item 12 - Results of Operations and
Financial Condition).
The information in this Current Report on Form 8-K, including the exhibit, is
furnished pursuant to Item 12 of Form 8-K and shall not be deemed "filed" for
the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise
subject to liability under that Section. In addition, the information in this
Current Report on Form 8-K, including the exhibit, shall not be deemed to be
incorporated by reference into the filings of the Registrant under the
Securities Act of 1933.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
WILLIS GROUP HOLDINGS LIMITED
By: /s/ Mary E. Caiazzo
-----------------------------
Mary E. Caiazzo
Assistant General Counsel
Date: December 4, 2003
Exhibit 99
Willis Group Holdings Announces New Credit Facilities
NEW YORK--(BUSINESS WIRE)--Dec. 4, 2003--Willis Group Holdings
(NYSE: WSH), the global insurance broker, today announces that it has
completed negotiation of a $600 million credit agreement, consisting
of a $450 million 5-year term loan facility and a $150 million
revolving credit facility.
These new credit facilities are unsecured and subject to
investment grade terms. The new facilities will replace the company's
existing bank loan facility, which the company repaid in November.
Proceeds of the new facilities will be used to retire the company's
outstanding senior subordinated notes and for general corporate
purposes. Both the term loan and the revolving credit facility will
bear interest at an initial rate of LIBOR plus 95 basis points,
subject to adjustment based on future changes in the company's
leverage and credit ratings.
The new facilities were arranged by Banc of America Securities
Limited, Citigroup Global Markets Limited, JP Morgan Securities Inc
and The Royal Bank of Scotland plc.
Joe Plumeri, Chairman and CEO of Willis Group Holdings, said
"Willis recently announced our fifteenth consecutive quarter of record
results and an increase in our debt rating to investment grade. These
new credit facilities, for which there was strong market demand, are a
further reflection of our outstanding financial and operational
progress."
Willis Group Holdings is a leading global insurance broker,
developing and delivering professional insurance, reinsurance, risk
management, financial and human resource consulting and actuarial
services to corporations, public entities and institutions around the
world. With over 300 offices in more than 100 countries, its global
team of 13,000 associates serves clients in some 180 countries. Willis
is publicly traded on the New York Stock Exchange under the symbol
WSH. Additional information on Willis may be found on its web site
www.willis.com.
CONTACT: Willis Group Holdings
Investors:
Kerry Calaiaro, 212-837-0880
calaiaro_ke@willis.com
or
Media:
Nick Jones, + 44 20 7488-8190
jonesnr@willis.com
or
Dan Prince, 212-837-0806
prince_da@willis.com