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Towers Perrin and Watson Wyatt Complete Merger to Form Towers Watson

Posted on 05 Jan 10

Towers Watson & Co. announced this week the completion of the merger of Towers Perrin and Watson Wyatt. The transaction to form Towers Watson, a leading global professional services company, was announced on June 28, 2009. Watson Wyatt Chief Executive Officer John Haley will serve as Towers Watson’s Chairman and Chief Executive Officer; Towers Perrin Chief Executive Officer Mark Mactas will serve as Deputy Chairman, President and Chief Operating Officer.

“We are delighted to finalize the merger and look forward to bringing a broader portfolio of services to our clients,” said John Haley. “When it comes to managing costs, risks and people, the world is growing more complex every day. Towers Watson is uniquely positioned to help our clients gain the perspective necessary to take the right actions to drive business results."

The merger follows receipt of all necessary regulatory authorizations and approval of the transaction by the companies’ respective shareholders on December 18, 2009. Towers Watson’s Class A common stock will be listed on both the New York Stock Exchange and NASDAQ under the ticker symbol “TW” as of January 4, 2010. Trading of Watson Wyatt’s Class A common stock under the previous ticker symbol (WW) will be discontinued at that time. Based on the closing price of Watson Wyatt common stock on December 31, 2009, the implied value of the transaction is $4 billion.

“Towers Watson builds on shared values of integrity, professional excellence and collaboration with a strong clients-first orientation,” said Mark Mactas. “With our combined experience, and breadth and depth of skills, we will be able to provide greater insight as we work with our clients and greater opportunities for our people and our shareholders.”

As a result of the merger, Towers Watson expects to issue approximately 46.9 million shares of Class A common stock, as well as approximately 29.5 million shares of Class B common stock, which will be subject to transfer restrictions and will generally convert into freely-tradable shares of Class A common stock on a one-for-one basis over the next four years. Towers Watson will also pay $200 million in cash and issue one-year promissory notes in an aggregate principal amount of $200 million to certain former Towers Perrin shareholders who have voluntarily elected to terminate their employment with Towers Watson. For further information on Towers Watson’s capitalization and the consideration being issued as a result of the merger, see Towers Watson’s Current Report on Form 8-K, which will be filed with the Securities and Exchange Commission on January 4, 2010. Towers Watson will be headquartered in New York City.

About Towers Watson

Towers Watson (NYSE, NASDAQ: TW) is a leading global professional services company that helps organizations improve performance through effective people, risk and financial management. The company offers solutions in the areas of employee benefits, talent management, rewards, and risk and capital management. Towers Watson has 14,000 associates around the world and is located on the Web at