06-30-2015, 11:41 AM
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Member
CAS
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Join Date: Sep 2010
College: Jamba Juice University
Favorite beer: AO Amber Ale
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Quote:
Willis and Towers Watson Aim to Merge
LONDON — The insurance broker and risk management advisory firm Willis Group Holdings said on Tuesday that it had agreed to an all-share merger with the professional services firm Towers Watson that would create a company with an $18 billion market value.
The deal would create a professional services, risk management and insurance brokerage firm with more than $8 billion in annual revenue and about 39,000 employees in more than 120 countries, the companies said.
The combined company would operate under the Willis Towers Watson brand. The transaction is subject to approval by regulators and by the shareholders of both companies. It is expected to close by the end of the year.
“This is a tremendous combination of two highly compatible companies with complementary strategic priorities, product and service offerings, and geographies that we expect to deliver significant value for both sets of shareholders,” John Haley, the chairman and chief executive of Towers Watson, said in a news release. “We see numerous opportunities to enhance our growth profile.”
Mr. Haley will serve as chief executive of the combined company. James F. McCann, the Willis chairman, will serve as chairman of the combined company and Dominic Casserley, the Willis chief executive, will serve as president and deputy chief executive.
The boards of directors of both companies have approved the deal. The combined company will be based in Ireland.
After the deal, Willis shareholders will own about 50.1 percent of the combined company, while the remainder will be owned by Towers Watson shareholders, the statement announcing the agreement said.
Under the terms of the deal, Towers Watson shareholders will receive 2.649 Willis shares for each share of Towers Watson they own. They also will receive a cash dividend of $4.87 a share.
Willis said it expected to engage in a reverse stock split, subject to approval by its shareholders. Willis shareholders would receive 0.3775 share in the combined company for each share they owned, while Towers Watson shareholders would receive shares in the combined company on a one-for-one basis.
The merger is not conditional on Willis shareholders’ approval of the reverse stock split.
The companies expect to make $100 million to $125 million in annual cost savings after the deal.
Founded in 1828, Willis is legally based in Ireland and maintains its executive headquarters in London. It offers risk management, insurance and reinsurance brokerage services. The company posted revenue of $3.8 billion for 2014 and employs more than 22,500 people worldwide.
The Sears Tower in Chicago, one of the tallest buildings in the world, was renamed the Willis Tower in 2009 after the company signed a long-term lease for space in the building.
Towers Watson is based in Arlington, Va. The company was formed in 2010 by the merger of Towers, Perrin, Forster & Crosby and Watson Wyatt Worldwide, but it traces its roots to 1865. It provides a variety of professional services, including human resources management, risk consulting and compensation advisory services.
Towers Watson posted revenue of $3.5 billion for 2014 and employs about 16,000 people.
Perella Weinberg Partners and the law firm Weil, Gotshal & Manges advised Willis, while Towers Watson was advised by Bank of America Merrill Lynch and the law firm Gibson, Dunn & Crutcher.
http://www.nytimes.com/2015/07/01/bu...hare-deal.html
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