UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): October 17, 2005
Willis Group Holdings Limited
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(Exact Name of Registrant as Specified in Its Charter)
Bermuda
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(State or Other Jurisdiction of Incorporation)
001-16503 98-0352587
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(Commission File Number) (IRS Employer Identification No.)
c/o Willis Group Limited
Ten Trinity Square
London EC3P 3AX, England
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(Address of Principal Executive Offices)
(44) (20) 7488-8111
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[_] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On October 17, 2005, Willis North America Inc. ("Willis"), a subsidiary of
Willis Group Holdings Limited (the "Company"), entered into definitive
documentation with respect to a new $300 million five-year revolving credit
facility (the "Facility"). The Facility completes the replacement of Willis'
bank loan agreement entered into in December 2003, which had included both a
revolving loan facility and a term loan facility. The term loans were repaid in
July 2005 from the proceeds of the $600 million public bond issue. This new
Facility replaces the $150 million revolving credit facility under the previous
agreement. The Facility provides for a $50 million sublimit for swingline loans.
The Facility will mature on October 17, 2010. The Facility is guaranteed by the
Company and other subsidiaries of the Company.
The covenants contained in the Facility include a maximum leverage ratio and a
minimum interest coverage ratio.
The Facility was provided by a group of fourteen financial institutions led by
Banc of America Securities Limited and Royal Bank of Scotland plc as Joint Lead
Arrangers. Banc of America Securities Limited is the Administrative Agent. The
Company has a number of other commercial relationships with the lenders under
the Facility.
The foregoing summary is qualified in its entirety by reference to the agreement
for the Facility, a copy of which is filed herewith and incorporated herein by
reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits:
10.27 $300 million Revolving Credit Agreement dated as of October 17,
2005 among Willis North America Inc., Willis Group Holdings
Limited, Banc of America Securities Limited, Bank of America,
N.A., and the lenders listed therein.
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.
WILLIS GROUP HOLDINGS LIMITED
Date: October 18, 2005 By: /s/ William P. Bowden, Jr.
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Name: William P. Bowden, Jr.
Title: Group General Counsel
EXHIBIT INDEX
Exhibit No. Description
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10.27 $300 million Revolving Credit Agreement dated as of October 17, 2005
among Willis North America Inc., Willis Group Holdings Limited, Banc
of America Securities Limited, Bank of America, N.A., and the lenders
listed therein.