UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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):
|
|
February 27, 2006 |
| |
Merrill Lynch & Co., Inc.
(Exact Name of Registrant as Specified in its Charter)
| |
|
|
|
|
| Delaware
|
|
1-7182
|
|
13-2740599 |
| |
(State or Other
Jurisdiction of
Incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification No.) |
| |
|
|
|
|
| 4 World Financial Center, New York, New York |
|
10080 |
| |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
| |
|
|
|
|
| Registrant’s telephone number, including area code: |
|
(212) 449-1000 |
| |
| |
|
|
|
|
| |
|
|
|
|
| |
(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:
|
|
|
| ¨ |
|
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))
|
TABLE OF CONTENTS
Item 8.01 Other Events.
Merrill Lynch & Co., Inc. today announced that its board of directors has authorized the repurchase
of up to $6 billion of the company’s outstanding common shares.
“This announcement underscores the continued financial strength of Merrill Lynch,” said Jeff
Edwards, senior vice president and chief financial officer. “Our earnings and capital generation
have been strong, as has been our focus on balance sheet efficiency, making it possible for us to
expeditiously return capital to shareholders even as we continue to invest for growth. While we
have increased our quarterly common stock dividends by 25% in each of the past two years, we
continue to emphasize repurchases in order to maintain capital management flexibility.”
The authorization will be exercised from time to time, subject to market conditions, the relative
attractiveness of other capital deployment opportunities, and regulatory considerations. Any
repurchases are intended to make appropriate adjustments to the company’s capital structure and are
for general corporate purposes.
* * * *
Merrill Lynch is one of the world’s leading wealth management, capital markets and advisory
companies with offices in 36 countries and territories and total client assets of approximately
$1.8 trillion. As an investment bank, it is a leading global trader and underwriter of securities
and derivatives across a broad range of asset classes and serves as a strategic advisor to
corporations, governments, institutions, and individuals worldwide. Through Merrill Lynch
Investment Managers, the company is one of the world’s largest managers of financial assets.
Firmwide, assets under management total $544 billion. For more information on Merrill Lynch,
please visit www.ml.com.
This press release may contain forward-looking statements, including, for example, statements about
management expectations, strategic objectives, growth opportunities, business prospects, and other
similar matters. These forward-looking statements are not statements of historical facts and
represent only Merrill Lynch’s beliefs regarding future performance, which is inherently uncertain.
There are a variety of factors, many of which are beyond Merrill Lynch’s control, which affect the
operations, performance, business strategy and results and could cause its actual results and
experience to differ materially from the expectations and objectives expressed in any
forward-looking statements. These factors include, but are not limited to, financial market
volatility; actions and initiatives taken by current and potential competitors; general economic
conditions; the effect of current, pending and future legislation, regulation, and regulatory
actions; and the other additional factors described in Merrill Lynch’s Annual Report on Form 10-K
and in its subsequent reports on Form 10-Q and Form 8-K, which are available on the Merrill Lynch
Investor Relations website at www.ir.ml.com and at the SEC’s website, www.sec.gov.
Accordingly, readers are cautioned not to place undue reliance on forward-looking statements,
which speak only as of the date on which they are made. Merrill Lynch does not undertake to update
forward-looking statements to reflect the impact of circumstances or events that arise after the
date the forward-looking statements are made. The reader should, however, consult any further
disclosures Merrill Lynch may make in its future filings of its reports on Form 10-K, Form 10-Q and
Form 8-K.
2