Gallagher & Co. Files 8-K: Other Events & Exhibits
Ticker: AJG · Form: 8-K · Filed: Dec 11, 2024 · CIK: 354190
Sentiment: neutral
Topics: 8-k, disclosure, financials
Related Tickers: AJG
TL;DR
AJG filed an 8-K on 12/11 for events on 12/09. Standard disclosure.
AI Summary
Arthur J. Gallagher & Co. filed an 8-K on December 11, 2024, reporting other events and financial statements/exhibits. The filing date for this report is December 11, 2024, with the earliest event reported on December 9, 2024. The company is incorporated in Delaware and its principal executive offices are located in Rolling Meadows, Illinois.
Why It Matters
This 8-K filing indicates that Arthur J. Gallagher & Co. is disclosing significant events or financial information to the public, which could impact investor understanding of the company's current status.
Risk Assessment
Risk Level: low — This filing is a routine 8-K for other events and exhibits, not indicating any immediate financial distress or significant negative news.
Key Numbers
- 001-09761 — SEC File Number (Identifies the company's filing with the SEC.)
- 36-2151613 — IRS Employer Identification Number (Company's tax identification number.)
Key Players & Entities
- Arthur J. Gallagher & Co. (company) — Registrant
- 2850 Golf Road, Rolling Meadows, Illinois 60008 (location) — Principal executive offices
- December 9, 2024 (date) — Earliest event reported
- December 11, 2024 (date) — Date of report and filing
FAQ
What specific 'Other Events' are being reported by Arthur J. Gallagher & Co. in this 8-K filing?
The provided text does not detail the specific 'Other Events' beyond stating that this item is being reported.
What is the significance of the 'Financial Statements and Exhibits' being filed?
This indicates that the company is providing updated financial information or relevant supporting documents as part of its regulatory disclosure.
When was the earliest event reported in this 8-K filing?
The earliest event reported was on December 9, 2024.
What is the principal business address of Arthur J. Gallagher & Co.?
The principal executive offices are located at 2850 Golf Road, Rolling Meadows, Illinois 60008.
What is the SEC file number for Arthur J. Gallagher & Co.?
The SEC file number is 001-09761.
Filing Stats: 1,910 words · 8 min read · ~6 pages · Grade level 14.6 · Accepted 2024-12-11 17:20:29
Key Financial Figures
- $1.00 — nge on which registered Common Stock, $1.00 par value AJG New York Stock Exchan
- $8,500,000,040 — s"), for an aggregate purchase price of $8,500,000,040. A form of Common Stock Underwriting Ag
- $750 million — greed to purchase from the Company, (i) $750 million aggregate principal amount of its 4.600
- $500 million — otes due 2029 (the "2029 Notes"), (iii) $500 million aggregate principal amount of its 5.000
- $1,500 million — notes due 2032 (the "2032 Notes"), (iv) $1,500 million aggregate principal amount of its 5.150
Filing Documents
- d904143d8k.htm (8-K) — 38KB
- d904143dex12.htm (EX-1.2) — 220KB
- d904143dex51.htm (EX-5.1) — 5KB
- d904143dex991.htm (EX-99.1) — 17KB
- g904143dsp40.jpg (GRAPHIC) — 8KB
- g904143dsp5.jpg (GRAPHIC) — 11KB
- 0001193125-24-275765.txt ( ) — 483KB
- ajg-20241209.xsd (EX-101.SCH) — 3KB
- ajg-20241209_lab.xml (EX-101.LAB) — 17KB
- ajg-20241209_pre.xml (EX-101.PRE) — 11KB
- d904143d8k_htm.xml (XML) — 3KB
Risk Factors
Risk Factors The Company is also supplementing the risk factors previously disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 9, 2024, with the risk factors relating to the previously announced proposed acquisition of all of the issued and outstanding stock of Dolphin Topco, Inc., the holding company of AssuredPartners, Inc. (the "Transaction"), filed as Exhibit 99.1 hereto and incorporated by reference herein. The foregoing descriptions of the Notes Underwriting Agreement and other documents relating to these transactions do not purport to be complete and are qualified in entirety by reference to the full text of the securities and documents, forms or copies of which are attached as exhibits to this Current Report on Form 8-K and are incorporated herein by reference. Information Regarding Forward-Looking Statements This Current Report on Form 8-K, including the documents filed herewith, contains certain statements related to future results, or states the Company's intentions, beliefs and expectations or predictions for the future of the Company and its subsidiaries, which are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. When used in this Current Report on Form 8-K, including the documents filed herewith, the words "anticipates," "believes," "contemplates," "see," "should," "could," "will," "estimates," "expects," "intends," "plans," "pro forma," "outlook" and variations thereof and similar expressions, are intended to identify forward-looking statements. Examples of forward-looking statements in this Current Report on Form 8-K and in the documents filed herewith include, but are not limited to, statements regarding: (i) expected benefits of the Transaction, including future financial and operating results and synergies; (ii) the expected revenue, earnings per share ("EPS"), net earnings before interest, income taxes, depre
Financial Statements and Exhibits
Financial Statements and Exhibits 1.1 Form of Common Stock Underwriting Agreement (incorporated by reference to Exhibit 1.1 to the Company's Registration Statement on Form S-3 dated December 9, 2024, File No. 333-283677). 1.2 Underwriting Agreement, dated as of December 10, 2024, by and among Arthur J. Gallagher & Co. and BofA Securities, Inc. and Morgan Stanley & Co. LLC, as representatives of the underwriters named in Schedule A thereto. 5.1 Opinion of Gibson, Dunn & Crutcher LLP. 23.1 Consent of Gibson, Dunn & Crutcher LLP (included in Exhibit 5.1). 99.1 Risk Factors Relating to the Transaction. 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. 3
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Arthur J. Gallagher & Co. Date: December 11, 2024 By: /s/ Walter D. Bay Walter D. Bay Vice President, General Counsel and Secretary