威達信集團 (MMC) 2015 Q2 法說會逐字稿

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  • Operator

  • Welcome to Marsh & McLennan Companies conference call.

  • Today's call is being recorded.

  • Second quarter 2015 financial results and supplemental information were issued earlier this morning.

  • They are available on the Company's website at www.mmc.com.

  • Before we begin, I would like to remind you that remarks made today may include statements relating to future events and results, which are forward-looking statements as the term is defined in the Private Securities Litigation Reform Act of 1995.

  • Forward-looking statements are subject to inherent risks and uncertainties, and a variety of factors may cause actual results to differ materially from those contemplated by the forward-looking statements.

  • Please refer to the Company's most recent SEC filings, which are available on the MMC website, for additional information on factors that could cause actual results to differ materially from those expressed or implied in any forward-looking statements made today.

  • I'd now like to turn the conference over to Dan Glaser, President and CEO of Marsh & McLennan Companies.

  • Dan Glaser - President & CEO

  • Thank you, Sherlon, and good morning, and thank you for joining us to discuss our second-quarter results.

  • I'm Dan Glaser, President and CEO of Marsh & McLennan Companies.

  • Joining me on the call today is Mike Bischoff, our CFO, and our operating Company CEOs: Peter Zaffino of Marsh; Alex Moczarski of Guy Carpenter; Julio Portalatin of Mercer; and Scott McDonald of Oliver Wyman.

  • Also with us is Keith Walsh of Investor Relations.

  • Now, Mike is fighting a bad cold, so we're going to preserve his voice for the Q&A, so Keith will read his script following mine.

  • Previously, we have talked about how volatility and complexity present unique opportunities for MMC to serve clients in the areas of risk, strategy, and people.

  • As we have throughout our history, we will continue to serve as a trusted advisor to our clients on the challenges and opportunities they face in this dynamic environment.

  • Another Marsh & McLennan constant is our continued commitment to our core principles.

  • We exist to serve clients.

  • If we do so effectively, we will achieve our revenue and profit objectives.

  • Our success is driven by our ability to execute, which is a core differentiator.

  • We are always looking for the smarter way.

  • We have a permanent dissatisfaction with the status quo, and we act with integrity and purpose in all that we do.

  • Our continued commitment to these principles should rank us among elite global growth companies.

  • In recent months, several high-profile transactions have been announced in the insurance industry, including transactions involving trading partners and clients in the P&C and health insurance space, as well as a potential combination involving two of our largest direct competitors.

  • Let me share some observations on their potential impact.

  • Amongst a host of other reasons, a prolonged period of low interest rates and benign loss activity has led to an environment where pressure is likely to build on underwriting margins and ROEs for the P&C industry.

  • This reality is even more acute on the reinsurance side of the business, where sharper price declines, alternative capital, and higher levels of risk retention are all prevalent.

  • The number of insurance industry transactions and their aggregate value has been significant.

  • However, the insurance market is very deep, and we do not expect these recent deals to alter the overall competitive landscape in any meaningful way.

  • As an example, despite what seems like a lot of consolidation over the last decade, the number of US P&C carriers has actually increased in the last 10 years to more than 1,100 today.

  • Furthermore, the share of US industry premiums written by the top 5% of carriers is virtually unchanged from a decade ago.

  • We believe the impact of these combinations to MMC and our RIS segment will be modest.

  • In our view, the role of Marsh is even more critical at a time of industry consolidation.

  • Specifically for Guy Carpenter, the combination of a few large clients could lead them to buy less reinsurance.

  • However, we expect this impact will be gradual and limited.

  • Over the last several years, Guy Carpenter has been a market leader in a tough reinsurance environment, always innovating and finding ways to add value to clients by looking at the entirety of their risk profiles.

  • Guy Carpenter has achieved strong levels of new business, broadened the client base by focusing on under-served segments, and expanded internationally.

  • Despite the ongoing challenging environment, we will capitalize on our position as an employer of choice in the reinsurance industry and we'll continue to add talent and capabilities.

  • Additionally, there have been a number of announced potential transactions among major providers of health insurance.

  • These combinations may better equip the national carriers to deal with the challenges they face on multiple fronts.

  • Such as achieving greater scale and becoming more efficient, expansion in their government programs, the rise of public and private exchanges, and consolidation on the provider side of the business.

  • We don't see this as having any meaningful negative impact on our market position.

  • To the contrary, the proposed combinations of major health insurers makes Mercer's role more relevant, as we seek to drive comprehensive plan designs at competitive terms.

  • Consolidation will cause our clients to have questions about how this impacts them.

  • As a trusted advisor, there is no company better positioned than Mercer to help clients navigate their health and benefit options in this changing landscape.

  • Lastly, we have recently seen the announcement of the potential merger of two direct competitors.

  • I fundamentally believe that competition is good.

  • We thrive on it, and it makes us better.

  • These firms are good competitors, and we expect they will continue to be if they come together.

  • That said, this really is a potential combination of two separate, and quite different businesses, that have little overlap.

  • This should not alter the competitive landscape for Marsh & McLennan Companies.

  • Now, let's turn to our results.

  • Given the broader operating environment, I am pleased with our results for the first half of the year.

  • Over that period, adjusted EPS rose 6%.

  • For the second quarter, underlying revenue was up 3%, and adjusted EPS increased slightly to $0.80, reflecting the continued effect of macroeconomic headwinds on our earnings.

  • For our Risk & Insurance Services segment, revenue was $1.8 billion, with underlying growth of 2%.

  • Adjusted operating income was $445 million, and the adjusted operating margin was 25.4%.

  • Through six months, adjusted operating income rose 4%, approaching $1 billion, and the adjusted operating margin increased 160 basis points to 27.9%.

  • At Marsh, revenue was $1.5 billion, and underlying growth was 3%.

  • The US/Canada division led the way, with underlying revenue growth of 4%, reflecting strong performance from our US operations.

  • Within the US, both our core broking operation and Marsh & McLennan Agency had very good performance.

  • MMA continues to be a strong contributor to revenue growth.

  • In June, we acquired Dallas-based MHBT, one of the nation's largest and highest quality independent insurance brokers.

  • With revenue of $75 million, MHBT will serve as MMA's Southwest regional hub.

  • Also, in July, MMA established its presence in Canada with the acquisition of Vezina, a leading Montreal-based firm.

  • In our International division, underlying revenue growth was 2%, with 3% growth in EMEA, while Asia-Pacific was flat and Latin America grew 5%.

  • Guy Carpenter's revenue of $275 million declined 2% on an underlying basis.

  • The US and Asia-Pacific were areas of strength.

  • For the six months, Guy Carpenter's underlying revenue was flat; a reasonable performance given reinsurance industry pressures.

  • In May, we announced the strengthening of our RIS management team.

  • Peter Zaffino became Chairman of the Risk & Insurance Services segment, and will continue to serve as Marsh CEO.

  • Peter was CEO of Guy Carpenter for three years prior to becoming CEO of Marsh in 2011.

  • His new strategic role is a natural evolution of his deep experience in the reinsurance industry, as well as his knowledge of the primary markets.

  • Peter Hearn will join Guy Carpenter as CEO next June.

  • Peter has over 30 years of industry experience and is known for his successful track record of driving growth and innovative thinking in the reinsurance space.

  • He will continue to strengthen Guy Carpenter's position as a premier provider of advice and solutions for clients.

  • Alex has done an excellent job over the past four years as Guy Carpenter's CEO and will continue as CEO through May 2016.

  • At that point, his full attention will be on his role as Chairman of MMC International, which was a part-time focus since 2012.

  • Alex is the ideal person to drive MMC's international growth agenda, and will report directly to me.

  • Moving to Consulting, revenue was $1.5 billion in the second quarter, up 4% on an underlying basis.

  • Adjusted operating income was $244 million, and the adjusted operating margin increased to 16.4%.

  • Through six months, adjusted operating income rose 4% to $491 million, and the adjusted operating margin increased 90 basis points to 16.9%.

  • Mercer's revenue was $1 billion, an underlying increase of 4%.

  • Revenue grew across major geographies, including continued solid performance in Europe, Growth Markets, and the United States.

  • All global businesses contributed, led by investments at 8%, with AUM now reaching $136 billion.

  • Talent grew 4%, its third consecutive quarter of growth.

  • Retirement increased revenue by 2%, and Health rose 3%.

  • Health in the US continues to benefit from Mercer Marketplace.

  • This was partially offset by lower revenue in our health and benefits administration business, as we execute our strategy to improve profitability.

  • Mercer continued to broaden its offerings to clients this quarter, with product launches in executive compensation, pension risk exchange, and wealth management.

  • Oliver Wyman's revenue in the second quarter was $441 million, reflecting underlying revenue growth of 3%.

  • We are pleased with Oliver Wyman's underlying growth of 5% for the six months, as it builds on mid-teens growth last year.

  • Revenue increases were achieved across all businesses, with the exception of Financial Services, which was off slightly from its record level posted in the same period last year.

  • In summary, despite substantial macro headwinds in the second quarter, we produced solid underlying revenue growth and EPS in-line with our expectations.

  • We expect strong EPS growth over the second half of the year.

  • For the full year, we expect to deliver underlying revenue growth, margin expansion in both operating segments, and high single-digit EPS growth.

  • We will continue to return capital to shareholders through dividends and meaningful share repurchases.

  • Additionally, we remain confident in our ability to grow EPS at a 13% CAGR over the long term.

  • With that, let me turn it over to Keith.

  • Keith Walsh - VP of IR

  • Thank you, Dan, and good morning, everyone.

  • In the second quarter, Marsh & McLennan Companies delivered solid underlying revenue growth in both segments.

  • GAAP EPS was $0.77, and adjusted EPS was $0.80, a slight increase from the second quarter of last year.

  • As we have previously discussed, results this year are being impacted significantly by two macroeconomic headwinds: the decline in global interest rates, and the strength of the US dollar.

  • Based on current FX rates, we expect the macro headwinds to negatively impact EPS by approximately $0.32 this year, an increase from our earlier estimate of $0.30.

  • The adverse impact in the first quarter was $0.12.

  • In the second quarter, it was $0.07, and we expect $0.07 in the third quarter, and $0.06 in the fourth quarter.

  • In this quarter, the headwinds had a greater impact on Risk & Insurance Services than Consulting.

  • We expect the impact will be greater on the Consulting segment in the third and fourth quarters.

  • Due to the timing of the headwinds, and the mitigation action taken in the first quarter, we believe you get a clearer picture of our earnings growth and margin improvement by viewing our results on a year-to-date basis.

  • Through the first six months of the year, adjusted operating income increased 4% to $1.4 billion.

  • The adjusted operating margin expanded 120 basis points to 21.6%, and adjusted EPS increased 6% to $1.70.

  • As Dan just discussed, we expect strong EPS growth in the second half of this year.

  • Investment income was $3 million in the second quarter, an increase of $5 million from a year ago.

  • We recently have been advised that Trident III is harvesting its final two investments.

  • If this occurs in the third quarter, we should recognize investment income similar to the $26 million of investment income in last year's third quarter.

  • Total debt was $3.9 billion at the end of the second quarter, including $50 million of commercial paper outstanding.

  • Throughout the year, we have utilized the commercial paper market, which provides us with short-term liquidity and gives us greater cash management flexibility.

  • The next debt maturity is a $50 million term loan due in March of 2016.

  • Our GAAP tax rate was 27.9% in the second quarter compared with 27.6% in the second quarter of last year.

  • This quarter we benefited from New York City tax reform, which was enacted in April.

  • The tax rate can fluctuate quarter-to-quarter, reflecting our geographic mix of earnings, tax settlements, completion of open tax years, and the impact of changes in international and state tax rates.

  • However, for modeling purposes, based on the current landscape, it would be reasonable to assume a tax rate of 29.5% in the second half of this year, and 29% for 2016.

  • We are committed to returning capital to shareholders.

  • In May, the Board of Directors renewed a $2 billion share repurchase program.

  • The Board also increased the quarterly dividend 11% to $0.31 per share, effective with the third quarter payment.

  • Our cash position at the end of the second quarter was $930 million, with approximately $155 million in the US.

  • Uses of cash in the second quarter included $151 million for dividends, $260 million for acquisitions, and $475 million to repurchase 8.2 million shares of stock.

  • Through six months, uses of cash included $302 million for dividends, $400 million for acquisitions and investments, and $775 million to repurchase 13.5 million shares of stock.

  • Our share count has now declined five straight quarters and is down almost 3% versus the prior year.

  • We remain on track to exceed the $2.3 billion we used last year for share repurchase, dividends, and acquisitions.

  • With that, I am happy to turn it back to Dan.

  • Dan Glaser - President & CEO

  • Thanks, Keith, and well done.

  • Operator, we're ready for Q&A.

  • Operator

  • (Operator Instructions)

  • Dan Farrell, Piper Jaffray.

  • Dan Farrell - Analyst

  • A question on your tax rate comments.

  • You mentioned 29.5% for the back half of the year, and I think you said 29% in 2016, so we're seeing a little incremental decline in the guidance that you've put towards that.

  • I'm wondering what's driving that?

  • And I'm wondering, longer-term, if you see any opportunities or ways to try and gradually manage the tax rate down going forward?

  • Thank you.

  • Dan Glaser - President & CEO

  • Thanks, Dan.

  • Clearly, we have made certain commitments to looking at our global tax position over time.

  • And we have invested in a new Head of Global Tax, Dina Shapiro, who started with us recently.

  • Now, it's too early for Dina to have a real impact on moving our tax rate down, but this has been a focus of the Company for the last couple of years.

  • Clearly, when we look at our competitors, we are at a disadvantage by being a US multinational Company, vis-a-vis what tax rate we have versus most of our competitors.

  • So we have to operate the business better.

  • We have to grow faster.

  • We have to have better operating earnings to drive higher pretax to arrive at similar levels on an after-tax basis.

  • And so we've been doing that.

  • But the search for tax efficiency for us started several years ago.

  • And we're beginning to see some of the benefits from that.

  • But let me hand it over to Mike and test that throat of his to see if he's got anything to add.

  • Mike Bischoff - CFO

  • Thank you, Dan.

  • You're absolutely right.

  • We're at a disadvantage as an American company because of the high federal and then state tax rates, but also the issue of any of the international cash that we want to repatriate into the United States has a federal true-up to the 35% rate.

  • So over the last three years, we've really dedicated a significant amount of resources and tax planning and strategies to be able to effectively repatriate cash into the US in a tax-efficient manner.

  • Now that we feel that that's fairly well settled, we can then pivot and turn more of our energies into other opportunities that we may see around the world.

  • As Dan indicated, we have put additional resources into our tax group, particularly in the international tax planning, and when you look at that with regard to where the tax rates are on a global basis, for example the UK continues to reduce its corporate tax and as we indicated in our scripts, New York State a year ago and then followed by New York City, effective in April of this year reduced their tax rates.

  • So when we look at everything across the year, we feel that our tax rate for the second half of the year most likely will fall in the 29.5%.

  • But because all of these strategies and where we think we see some additional opportunities, it should be 29% as a base rate going forward.

  • Dan Farrell - Analyst

  • Okay.

  • Great.

  • One other quick question if I can.

  • In the Risk & Insurance Services, you mentioned I think that a lot of the currency headwind was there, yet the margins looked like they held up fairly well, which would imply some nice underlying margin growth even though the organic was only moderate.

  • I'm wondering what you see driving that margin growth?

  • Are you still seeing some expense efficiencies, and how do you think about that as we move forward?

  • Thank you.

  • Dan Glaser - President & CEO

  • Sure.

  • In terms of business performance, our main objective is to drive revenue and earnings growth.

  • Secondary objective of ours is to improve our margins in both segments.

  • And we view that really as a natural outcome of growing revenues faster than expenses almost all the time.

  • Now, periodically we're going to grow expenses faster than revenue for opportunistic reasons, but we are very careful in that and it wouldn't last for very long.

  • When we look at RIS and Consulting margins, we think it's best to look at year-to-date and really a full-year basis, because mitigation against some of the headwinds we were facing fell so heavily in the first quarter.

  • You really have to look over a longer period of time for this year.

  • And so we do expect to have margin expansion in both segments this year.

  • Dan Farrell - Analyst

  • Thank you very much.

  • Operator

  • Larry Greenberg, Janney Capital.

  • Larry Greenberg - Analyst

  • Just staying on that subject, can you give us what the underlying margin change was in the second quarter, adjusted for the headwinds?

  • I think you gave that number in the first.

  • Dan Glaser - President & CEO

  • I would start by saying, if you look specifically at say, RIS, the overall margin in the second quarter for the Company was flat at 19.9%, but year-to-date for the whole Company is 21.6%, so it's up 120 bps on a year-to-date basis.

  • But as I was just saying to Dan, I think you might get the wrong kind of outcomes if you look in too short a period for this year, because the mitigation in the first quarter really does have an overextended effect on where margins are.

  • So even if I broke down the margins for you, we were reluctant to in the first quarter, because as you remember, it was in the hundreds of basis point improvement on margins, which really didn't jibe with the level of growth we were having on the topline.

  • And even though it looks more reasonable on a year-to-date basis, and the margin increases come down a bit so it's more credible, in terms of overall performance, it's still not the most accurate of pictures.

  • So all I could say is, be patient and bear with us, and as we go through the year, you'll see the more active margin improvement.

  • I mean, if I give you a little bit more than that, it would just be -- we look at this year not that dissimilarly to how we looked at last year in terms of overall Company performance on margins.

  • Maybe a little bit better, maybe a little bit worse but we're in the same ball game.

  • And as we have said before, Consulting, we expect to come off the very large pace of 150, 160 basis point annual margin improvement.

  • And we expected RIS to actually improve a little bit from last year on margins.

  • So that's about as much color as I think is credible at this point in time.

  • Larry Greenberg - Analyst

  • Okay.

  • That's fair.

  • It would be helpful to us, I think, just to back test the numbers we're using in our models.

  • But certainly understand the point.

  • And then I think, Dan you mentioned that you had a bit slower growth in Health at Mercer, and you're changing some things to improve profitability.

  • Just wondering if you could elaborate on that a little bit?

  • Dan Glaser - President & CEO

  • Sure.

  • Julio, you want to take that?

  • Julio Portalatin - CEO of Mercer

  • Sure.

  • Thank you, Larry.

  • Health remains a pretty profitable and growing business for Mercer.

  • It will continue to be that as time goes on.

  • As I discussed in the last call, we decided a few years ago to incorporate our benefit admin business into our line of businesses.

  • Just to remind you of that action that we took.

  • And in this particular case, health and benefits administration business or outsourcing was actually incorporated to our Health segment.

  • So when we did that, the results have been pretty positive, because of course now we have a P&L manager managing the full breadth of the business as necessary to deliver our solutions.

  • And of course, attention is being given to both topline opportunity as well as bottom line opportunity.

  • So part of those decisions had to do with of course on the bottom line, improvement on client and client retention on some of the businesses that, perhaps over time, have just not been able to meet the margin and profitability targets of our business.

  • So because of that, if you take all of these elements into impact: Mercer Marketplace, impact of course of revenue growth, core H&B, revenue growth, and then you take the impact of the good actions that we are taking to improve profitability and administration, you basically have a similar type of growth patterns as you've had traditionally with the health business.

  • Operator

  • Kai Pan, Morgan Stanley.

  • Kai Pan - Analyst

  • First question.

  • Dan, thank you for the extensive remarks on the industry consolidation.

  • Just follow up on that, and for Marsh specifically, where do you think Marsh will play a role in this industry consolidation?

  • Do you see either organic or inorganic opportunities?

  • Dan Glaser - President & CEO

  • Well, I'll start with that and then I'll hand over to Peter for more commentary.

  • Let me address inorganic first, because I don't really think that that would be spurred in any way by the insurance company level consolidation you've seen.

  • When we consider Marsh, Marsh has an active pipeline of acquisition opportunities.

  • They work that pipeline over generally a number of years in developing relationships with companies in the RIS space.

  • And so, I would say it's mainly focused on organic.

  • And our view is that Marsh, as a trusted advisor, is an incredibly valuable resource to clients and is on the client side of the table.

  • As not a seller of insurance, but actually operates as assisting clients analyze their risk profiles and as a buyer of insurance, once the design and placement structures are agreed on with the client.

  • When we look at the consolidation in the business overall, on the insurance company side, it will be taking larger world-class kind of firms in many instances and putting them together.

  • So over the long term, we really expect that to have additional value for our clients in terms of broader product, new product, better financial stability in the industry overall.

  • And so, it is consistent with the way many of our clients, particularly our largest clients, think about the business.

  • Where they want to have fewer, deeper more strategic relationships with fewer capital providers.

  • But Peter, you want to add to that?

  • Peter Zaffino - CEO of Marsh

  • I would add, Dan, is just that, as you mentioned, being advocates of clients is making sure that we're working closely with the insurance companies and the consolidation on strategy, how they intend to integrate the organizations and how that affects risk appetite.

  • There could be some overlap today on signings and so, how do we manage through that?

  • Also there could be specific geographies where they're overweight, underweight, and making sure that we are giving clients real-time advice on how they interact with the companies after consolidation.

  • Kai Pan - Analyst

  • That's great.

  • Just follow up on the capital management side.

  • Looks like the buyback, and the pace of the buyback has been faster than last year.

  • You're almost done the full-year buyback amount in the first half.

  • Just wonder, will the pace be sustained?

  • And what's the source of funding for the buyback?

  • Do you need to increase your leverage to fund the buybacks?

  • Thanks.

  • Dan Glaser - President & CEO

  • Let me start with that, and then I'll hand over to Mike.

  • If I leave any room, because he's well drilled me over the past couple of years in how we think about capital management in general.

  • But as we outlined on investor day, we expected to have higher levels of cash to be deployed on a go-forward basis.

  • And that was generally from three factors: higher free cash flow owing to our string of strong operating results and our improving operating performance, declining calls on our cash, and also optimizing our balance sheet.

  • And we explained how, over time, we expected to reduce the cash on our balance sheet and also grow our leverage over time.

  • And so we have been doing that, and it's a very balanced strategy.

  • So when we think about after reinvesting in our people and our existing businesses, there's basically three ways that we deploy our cash.

  • M&A, dividends, and share repurchase.

  • M&A, as we've said before, can be lumpy.

  • We don't have a budget around M&A.

  • We talk to a lot of people, but we don't do many deals.

  • And so from that standpoint, we've done about $400 million of M&A through the first two quarters of this year, which is not dissimilar to the pace that we had last year, but I couldn't tell you what the back half of the year is going to look like.

  • What I can say is the pipeline looks about like it did over the last several years, not much higher, not much lower, but the conversations are continuing.

  • Then you look at dividends, where we are very happy that we recently raised our dividend 11%.

  • That's our second consecutive year of double-digit increases, and that's one of the commitments that we made at investor day.

  • And also what we said at investor day is that we intended to shrink our share count every year.

  • And so we're very happy that this is our 13th straight quarter of buyback.

  • And the fifth straight quarter that we have actually reduced our share count.

  • And so that story continues.

  • So what I couldn't say is whether we were going to keep the same pace of what we had in the first half of the year, going out into the future, not only into the back half but also beyond.

  • But what I can say is that we will remain active in share repurchase, that we will repurchase a meaningful amount of shares, and that we will do that over virtually every quarter over the course of time.

  • Mike, did I leave you any room?

  • Mike Bischoff - CFO

  • I've got to say, a very comprehensive answer.

  • I would only touch on two points that you already made, Dan, on cash.

  • We have worked over the last two years to get at our excess cash.

  • We have been reducing that.

  • We effectively reduced it, not just through the end of last year but through the first six months of this year, which we obviously apply to share repurchase.

  • And the second point I would just make with regard to the question, -- do we need any additional debt capacity or offerings over the second half of this year to reach the goals that we've set?

  • The answer is no.

  • We've been working over three years to re-craft our debt portfolio.

  • We really don't have anything meaningful renewing until 2017.

  • And so, by reducing our cash and basically dealing with all the debt funding, gives us an opportunity to manage our working capital needs with regard to commercial paper, which we are doing more this year.

  • Now, having said we don't need to go to the capital markets this year.

  • Never say never, don't know what opportunities will present themselves, but it's not a requirement.

  • Kai Pan - Analyst

  • Thank you so much for all the answers.

  • Operator

  • Jay Gelb, Barclays.

  • Jay Gelb - Analyst

  • With regard to the Willis, Towers Watson transaction, my sense is, typically that there's some level of dislocation of any two companies that are going through a major merger.

  • I'm wondering if that offers Marsh or Mercer the opportunity to perhaps pick up additional business, or perhaps people?

  • Dan Glaser - President & CEO

  • Thanks, Jay.

  • We're not going to comment about Willis and Towers and that potential combination, other than how it relates to us.

  • And so the way we view it is as how it relates to us.

  • Is it basically we're focused outside the shop in terms of growing our business, serving clients, getting new clients, expanding our business and recruiting people strategically.

  • We're doing all of those things.

  • But I think about our Company overall, this is very much a people business.

  • And in my view, not just in RIS but across Marsh & McLennan Companies, we really are a talent magnet.

  • We have a caliber of people that is quite high, smart, creative, committed people.

  • And what we have found over time is smart, creative, committed people like working with smart, creative, and committed people.

  • And so we're doing meaningful work for clients here, work that is interesting and it's impactful.

  • You can pick up a newspaper any day and look at various articles in that newspaper and it's like, Marsh & McLennan is all over those kind of issues and challenges that are our clients are facing.

  • So I also think we benefit frankly, particularly in the RIS segment, from a proven leadership team that is from the business.

  • That grew up in the business, that understands the nuances of the business.

  • And I expect that that will reap benefits for Marsh & McLennan on the client side, over a long stretch of time.

  • Jay Gelb - Analyst

  • That's helpful.

  • Thanks, Dan.

  • My separate question is on the third quarter boost from investment income.

  • If that's $26 million pretax in the third quarter, I think that works out to around $0.03 to $0.04 a share after-tax.

  • Was that inclusive of your initial -- of your view that EPS growth will be stronger in the back half, and also the ability to get the high single-digit EPS growth for the full year?

  • Or will that additional revenue, that $26 million, will that be essentially offset by reinvestments in the business?

  • I'm just trying to get a perspective of whether that investment income boost was taken into account in terms of the ability to generate the high single-digit EPS growth this year?

  • Dan Glaser - President & CEO

  • It's a fair comment.

  • I think you what you have to first do is look back at last year, because it's really not much of a boost.

  • It's pretty consistent with the investment income that we earned in the third quarter of 2014.

  • So from that standpoint, it doesn't really do much for our EPS growth when compared to last year.

  • Because if we didn't have it, then it would be an additional headwind that we would have to make up.

  • So in terms of your question about -- do we need that to get too high single-digit?

  • It's kind of too early for us to tell.

  • I'm glad we have it, but ultimately we feel very comfortable with the high single-digit basis of how we expect to achieve the year.

  • But Mike, you got something to add?

  • Mike Bischoff - CFO

  • The one thing I would add, and Jay, very good question, is with regard to headwinds.

  • As we indicated in our scripts, the headwinds now that we're facing for the totality of the year has increased from $0.30 to $0.32.

  • But actually, in the second half of the year it increases by $0.03.

  • And so you can also hear from our statements that we've not backed away from any of the earlier guidance that we gave with regard to how we think the year looks in the second half of the year.

  • So that basically says that we can absorb an additional $0.03 of headwinds, and by the way with regards to the amount of investment income coming in the quarter, you said could be it $0.03 or $0.04?

  • I think it's more like $0.03.

  • Jay Gelb - Analyst

  • I appreciate that, Mike.

  • It's probably worth noting as well, at that FX headwind this year is probably a 10% headwind to EPS growth, right?

  • Dan Glaser - President & CEO

  • If you look at EPS, on a year-to-date basis, we've grown 6%.

  • But if you looked on a constant currency basis, we'd be at 12% or 13%.

  • And so if you factor that in terms of our view of being able to grow in the high single-digits, on a constant currency, that would put you in that 13%-14% area on constant currency EPS growth.

  • Jay Gelb - Analyst

  • Makes sense.

  • Thank you.

  • Operator

  • Sarah DeWitt, JPMorgan.

  • Sarah DeWitt - Analyst

  • At Guy Carpenter, could you talk about what drove the decline in organic growth this quarter?

  • And given the challenging reinsurance market conditions, do you think you can still grow organically in this business, going forward in the near to medium term?

  • Dan Glaser - President & CEO

  • Sure.

  • Alex, do you want to take that?

  • Alex Moczarski - CEO of Guy Carpenter

  • I've signaled before in the last call that we thought that the second quarter would be clunky and difficult.

  • If you -- I would rather look at the year-to-date and say that we are flat.

  • And I still believe that we'll finish flattish for the year.

  • Luckily, we've been working on diversifying our portfolio for quite a while now, through segmentation by client size, client appetite, also through product.

  • And so we have a pretty robust portfolio spread across the different geographies, as well as through different client types.

  • So I'm still optimistic that it's a good business.

  • And that we are the employer of choice.

  • We have a list of people who want to come and join us.

  • We had some good wins recently.

  • The pipeline looks good going forward.

  • And also I take comfort from the fact that the US is showing good results.

  • So I'm cautiously confident that we will be in good shape.

  • Dan Glaser - President & CEO

  • Sarah, any other question?

  • Sarah DeWitt - Analyst

  • No.

  • Thank you for the answer.

  • Operator

  • Josh Shanker, Deutsche Bank.

  • Josh Shanker - Analyst

  • I'm wondering if we can talk a little bit about the next year outlook for Oliver Wyman, and where you're seeing growth and where you're seeing some moderation?

  • Dan Glaser - President & CEO

  • Let me just make one comment before I hand it over to Scott, because I'm actually very pleased with Oliver Wyman's growth performance this quarter.

  • When you think about what it is coming on top of last year, they grew in the second quarter -- they grew 3%.

  • They grew 17% in the second quarter of 2014.

  • So it is showing quite a bit of strength in Oliver Wyman.

  • But Scott, you want to talk a little bit about the outlook?

  • Scott McDonald - CEO of Oliver Wyman Group

  • Sure.

  • Josh, we're very happy with the business at the moment, and we think over the medium-term, we're still targeting mid-to-high single-digit growth.

  • We think all the fundamentals are in place, and we're in a competitively good position.

  • We also think we should grow faster than MMC overall, given we're smaller.

  • We should be able to take market share more easily.

  • I think for 2015 overall, given that we're growing off the back of these strong mid-teens growth from last year, could be a little lower than that guidance.

  • But the first half has been good at 5%.

  • And we see good prospects in the second half.

  • Dan Glaser - President & CEO

  • Any other questions, Josh?

  • Josh Shanker - Analyst

  • Is there a line of business that you can indulge us with a little bit?

  • How banking is doing and whatnot?

  • Scott McDonald - CEO of Oliver Wyman Group

  • Sure.

  • The first half of the year was pretty much strong across all sectors.

  • With a couple of exceptions.

  • And they're for different reasons.

  • Energy was slow, for obvious reasons.

  • That industry is just under pressure.

  • Telecommunications was slow for similar, although not quite as intense, reasons.

  • And our FS business was slightly slower, but it grew at more than 20% last year.

  • So they're just struggling to grow off the back of that.

  • It's still a fundamentally very strong business.

  • And then regionally, the US and our international markets, so all of Asia, Middle East, Latin America, are very strong.

  • Europe is the one part of the portfolio which is a little weaker compared to last year, although we are already seeing some signs of that picking up.

  • Josh Shanker - Analyst

  • Excellent.

  • I wonder if we can do the same sort of postmortem on a little bit of turbulence around Asia Pacific in the RIS segment?

  • Dan Glaser - President & CEO

  • Sure.

  • I think you're referring to Marsh within the segment, because --

  • Josh Shanker - Analyst

  • Yes.

  • Marsh.

  • Dan Glaser - President & CEO

  • -- actually Guy Carpenter did reasonably well in Asia-Pac in the quarter.

  • Peter, you want to get some color on Marsh?

  • Peter Zaffino - CEO of Marsh

  • Sure.

  • In Asia-Pacific, we weren't pleased with the flat growth.

  • Within the region, Pacific was more responsible for that than Asia.

  • When I look at Pacific, it's economic slowdown, some lower new business, lower construction, some pressure on pricing contributed to the results in the quarter.

  • Asia, the underlying fundamentals are still strong.

  • They had a very tough comparable year-over-year, with having 15% organic growth in the second quarter 2014.

  • That was coupled with about 600 basis points of nonrecurring business that was a delta in new business year-over-year.

  • So they had a real challenge, and they still grew.

  • Overall, the margins are still strong in the region.

  • And expect to have better performance if you look at the full year, and Asia-Pac is still a meaningful contributor to overall Marsh.

  • Josh Shanker - Analyst

  • Sorry.

  • I don't mean to beat a dead horse.

  • In trying to think about things, is 1Q or 2Q or maybe first half of 2015 totality is more indicative of how we should think about things going forward?

  • Dan Glaser - President & CEO

  • I think when you look at the Company and RIS specifically, we still very much live in the 3% to 5% organic growth world.

  • Just a couple of reminders, on the history of our performance: If you look back at say, 2012, RIS grew 7% in the first quarter, followed by a 6%, a 4%, and a 2% in the fourth quarter, and I'm sure it seemed to everybody like the world was coming to an end.

  • And then the next nine quarters were 3% or better.

  • So I don't think you can look at one quarter in this business as being indicative of what a trend looks like, and we're comfortable going forward.

  • Clearly we're adding another headwind that we did not have.

  • And so, in terms of property and casualty pricing is under even more pressure than it was before, but in an overall sense, that in some ways will get at least partially offset by better economic outlooks in many parts of the world, other than, say, the commodity types of countries that Peter was referring to like Australia and Canada, as examples.

  • But Peter, do you have anything to add?

  • Peter Zaffino - CEO of Marsh

  • I just would suggest when we look at international, we should look at the full year.

  • Heavily dominated by continental Europe in the first quarter, we had some anomalies in the second.

  • So I think you have a much more accurate picture of what the growth rate's going to be if we look at the full year.

  • Josh Shanker - Analyst

  • Thank you.

  • Operator

  • Ryan Tunis, Credit Suisse.

  • Ryan Tunis - Analyst

  • My first question is more follow-up on the broker M&A.

  • Two of your biggest competitors on the Consulting side are now operating, or will be operating, at a lower tax rate, and the recent merger Willis and Towers appears to at least have been partially motivated by tax.

  • Why should we not think of your higher tax rate as a competitive disadvantage in the Consulting business?

  • Dan Glaser - President & CEO

  • Well, I think when you first look at it, you have to look at an overall Company's profile, and what its advantages are and what its disadvantages are.

  • One thing is in our view, we would not change our strategic positioning with any other company in our space, even with their tax advantage.

  • And so we have to do things in our business to make up for the fact that US companies operate at a tax disadvantage relative to the rest of the world.

  • Now, I take with a glimmer of hope the fact that if New York State and New York City can actually change their tax rate, anything is possible in the future.

  • But ultimately, it's something that we operate our business at a high performance level.

  • We will continue to do that.

  • We will not use the tax disadvantage that we have in certain areas as any kind of caveat or excuse to our performance.

  • We will continue to perform well in the marketplace over a long period of time and we certainly don't feel disadvantaged vis-a-vis any of our competitors.

  • Ryan Tunis - Analyst

  • That's helpful.

  • And then my follow-up was on health organic.

  • This is the second quarter where there's been a bit of a drag from benefit admin that's made you guys come in a little bit below core.

  • I'm wondering how long we should expect that to put pressure on that reported organic number?

  • If it's just a 2015 type event, or if this is a longer process?

  • Dan Glaser - President & CEO

  • Julio, you want to take that?

  • Julio Portalatin - CEO of Mercer

  • Sure.

  • Thank you for the question.

  • As you know, when you make decisions that are associated with, especially the ben-admin business, it does have some quarters before it runs itself through completely.

  • And I would think if you look at the underlying growth, that should be a big attention for folks like yourself and others.

  • Again, if you back out the ben-admin impacts, the underlying growth -- core growth of our business continues to be very healthy as expected, similar to previous years.

  • And you're likely to see these types of impacts vacillate -- again, quarter by quarter as time goes on, because you make the right decisions, as far as keeping your focus on both top and bottom line.

  • So, we'll see how it goes as we continue to make those decisions with clients.

  • Remember, clients come up for renewal, and we have conversations.

  • Generally speaking we land in a good place, where both of us see it as a win-win, and in some cases we don't.

  • So, it's not as predictable as you would like it to be.

  • Ryan Tunis - Analyst

  • Thanks so much.

  • Operator

  • Elyse Greenspan, Wells Fargo.

  • Elyse Greenspan - Analyst

  • Just quickly on the headwinds, the $0.07 that you pointed to in the Q2.

  • Is there anyway that we can get the impact between both currency and pension, as well just the impact on each of the two segments?

  • Dan Glaser - President & CEO

  • Mike, you want to take that?

  • Mike Bischoff - CFO

  • Roughly, it works out to about $60 million of NOI headwinds.

  • And within that, it would be a little bit higher in FX, and a little bit lower on the average in the net retirement plans.

  • Elyse Greenspan - Analyst

  • Okay.

  • And then in terms of the breakdown between RIS and consulting?

  • Mike Bischoff - CFO

  • Like we said on the script, the overall impact in the second quarter was felt more in RIS than it was in Consulting.

  • With regard to the magnitude, I would say within $5 million, $7 million, between the two segments.

  • But then we expect that to flip for the second half of the year, and Consulting will really feel more of the brunt of the headwinds.

  • Which is another reason why Dan continues to say that the margins and the growth in the different segments are better when you look at how we deal with these headwinds year-to-date.

  • And as the management team we are cognizant of these headwinds, and we make management decisions throughout the year aware of that.

  • So that's why we keep pointing people to year-to-date.

  • Elyse Greenspan - Analyst

  • Okay.

  • Thank you.

  • And then in terms of Mercer Marketplace, as we head towards next year's enrollment season, just any update, Julio, that you can give on the conversations that you're having with companies surrounding moving over to your exchange?

  • And also, do you expect there to be a fallout in some opportunities associated with the merger that Towers Watson is going through?

  • Thank you.

  • Julio Portalatin - CEO of Mercer

  • I want to just first generally comment about the potential merger of our two competitors.

  • First thing, we know the firms pretty well, and of course they are good competitors.

  • From our perspective, we're going to continue to execute our strategy, and our strategy is to stay focused on the things that already are working for us and even have more focus on the things that are beginning to pick up pace.

  • Things like Mercer Marketplace, our international expansion, our global footprint with our global clients.

  • And of course our Investments business continues to do well.

  • And we'll continue to invest in those things.

  • So these are actions that we control of course.

  • And if anything, these things just pinpoint your focus even that much more in terms of being able to execute with pace and intensity.

  • Having said that, a little bit on the exchanges.

  • As you know, we'll be reporting in October about our exchange results, and you're pretty familiar with those as it is.

  • Some additional color that might be helpful to you is that there's a lot of discussion around fully insured versus self-insured, and we're seeing a trend that basically shows that there's more clients now going self-insured than we had seen in our first 60 or so clients that went first to Mercer Marketplace, as far as the DC/DB distribution, about the third two-thirds DB, one-third is DC.

  • As you know, we're still in the active season right now, we're moving towards -- more towards implementation and execution, delivering to our clients, but there's also the off-cycle opportunities that we have, especially in the middle market that we continue to work through.

  • So our focus is to continue to sell the value proposition of Mercer Marketplace, continue to be able to increase our pipeline, talk to our clients about any concerns they have, especially at as we think about the Cadillac tax coming up in 2018.

  • Or as I call it, the Prius tax, because I really do believe that it affects much more than what people may believe.

  • We believe that somewhere in the first -- in 2018, if nothing is done, somewhere around 30% to 40% of clients may be hit with a Cadillac tax.

  • So there's a lot of discussion going on there, and although Mercer Marketplace or exchanges is not the silver bullet to deal with the Cadillac tax, it certainly allows for flexibility for you to be able to implement certain actions against something like a Cadillac tax.

  • So overall, we're pleased, pipeline is strong, and we'll continue to focus on delivering to our clients.

  • Dan Glaser - President & CEO

  • Thanks, Elisa.

  • Operator

  • Brian Meredith, UBS.

  • Brian Meredith - Analyst

  • On your Guy Carpenter reinsurance, just curious.

  • A couple of senior hires that you've made of late, obviously Peter Hearn and a couple of others.

  • Are those hires because maybe you see a bottoming out here in the reinsurance growth area?

  • Some demand picking up, or is there some other reasons why you've decided to add talent at this point?

  • Dan Glaser - President & CEO

  • Well, I would start by saying no, we're not recruiting strategically because we see a bottoming in reinsurance.

  • We're recruiting strategically because we can.

  • I think this is a situation where we're committed to the reinsurance business.

  • It's a tough environment right now.

  • But in a lot of ways, using our strength in that kind of environment to build our capabilities and our talent would is opportunistic, and we certainly are looking broadly.

  • Even though with Peter Hearn we hired from one competitor, it's not that we're just looking to add talent from a single competitor.

  • We're actually doubling down in our reinsurance business, and looking to add talent this year and next year as we invest through the cycle.

  • Brian Meredith - Analyst

  • I'm just curious, why now?

  • Dan Glaser - President & CEO

  • I think it's more opportunity than anything else.

  • Let me talk a little bit about our RIS structural change, and then I think we can call it a day from there, because I think it's all part and parcel of the way we view the market.

  • To us, the RIS world is changing.

  • How much is secular and permanent and how much is cyclical is unclear.

  • But what is clear is that we are in an active period of consolidation.

  • It's a softening market.

  • There's certain of the larger insurance companies are retaining more risk.

  • There's certainly been an increase in alternative capital and an increase in alternative paths to capital.

  • There's also been an increase in the facilities program specialty placement, and the increase and increased need for analytics.

  • And so you put all of those things together, and I don't think there's a company better positioned in the world than Marsh & McLennan to take advantage of that volatility and uncertainty that exists in the market.

  • We're in a terrific position in terms of being able to invest despite some headwinds, and we have no doubt that, over time, that turns around and some of those headwinds become tailwinds.

  • We're very excited about our new structure in RIS.

  • I think it gives us the opportunity to get specialists, whether it's placement specialists, program design specialists, analytics professionals, collaborating more between Guy Carpenter and Marsh.

  • They'll help us promote growth, help us avoid cost duplication and it certainly utilizes the talents of our executive team most effectively.

  • And so for a whole variety of reasons, we view this as a good time to be an investor in this business.

  • I'll just end by saying that we're optimistic.

  • Not only for the back half of this year, where we expect to have solid performance, but also as we look to next year, we've been working hard this year to make sure that with FX, and interest rates are about where they are today, that even though those headwinds would continue to exist, that we take steps to improve our business and to have a good EPS performance next year.

  • And so we're quite optimistic where we sit today.

  • So with that, I think it's time to end the call, operator.

  • I would just like to thank everyone for joining us this morning.

  • And specifically, I'd like to thank our clients for their support, and our colleagues for their hard work and dedication in serving them.

  • Have a good day.

  • Operator

  • That does conclude today's conference.

  • Thank you for your participation.