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WTW · Willis Towers Watson

50 filings

10-Q

WTW 10-Q Quarterly Reports

Willis Towers Watson - 50 quarterly reports

Filing record · 2016–202610-K1210-Q338-K148

WTW filed 12 annual reports (10-K), 33 quarterly reports (10-Q) and 148 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · May ’17May ’17
  2. Leadership change8-K · Mar ’20Mar ’20
  3. Leadership change8-K · Feb ’22Feb ’22
  4. Material agreement8-K · Jan ’26Jan ’26
  1. 2026-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2026

    Willis Towers Watson Public Limited Company reported revenue of $2,460 million for the three months ended September 30, 2026, up from $2,288 million a year earlier, an increase of $172 million, or 8%, as reported and 4% organically. Net income attributable to WTW was $303 million for the quarter, compared with $304 million in the prior-year quarter, and $829 million for the nine months, down from $870 million. Diluted earnings per share were $3.24 for the quarter versus $3.11, and adjusted diluted earnings per share were $3.63 versus $3.07. Adjusted EBITDA margin was 23.5% for the quarter, compared with 22.5% a year earlier. The filing attributes the higher adjusted results primarily to higher revenue and lower non-income-related tax expense, partially offset by higher salary and incentive costs. The company's balance sheet and capital allocation shifted during the nine months. Cash and cash equivalents fell to $1,946 million from $3,132 million at December 31, 2025, reflecting acquisitions of Newfront ($1.05 billion up-front) and Cushon, $970 million of share repurchases and $267 million of dividends. Total debt rose to $6,532 million, including a $775 million delayed draw term loan, and the capitalization ratio was 45.7%. Net cash from operating activities was $1,213 million for the nine months, and free cash flow was $1,064 million. The company is authorized to repurchase about $1.8 billion more of shares. The filing also details the Propel AI acceleration plan, approved July 28, 2026, which the company expects to generate approximately $400 million in annual cost savings and approximately $350 million in net annual savings by the end of 2028, against approximately $625 million of expected cash costs. Willis Re, the reinsurance joint venture with Bain Capital, has a pending acquisition of the U.S. reinsurance business of BMS Group, expected to close in the fourth quarter of 2026, for which the company is obligated to fund up to approximately $102 million.

    Oct 29, 2026
  2. 2026-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2026

    Willis Towers Watson Public Limited Company reported second-quarter 2026 revenue of $2.47 billion, up from $2.26 billion a year earlier, with net income attributable to WTW of $229 million versus $331 million in the prior-year quarter. Diluted EPS was $2.43 compared with $3.32. For the six months, revenue was $4.88 billion and net income attributable to WTW was $526 million, against $566 million a year earlier. The filing attributes the quarterly decline in net income mainly to higher salary and incentive costs, higher income tax expense, and higher transaction and integration expenses, partly offset by higher revenue. Organic revenue growth was 5% for the quarter and 4% for the six months. Adjusted EBITDA rose to $529 million from $470 million in the quarter, and adjusted diluted EPS was $3.35 versus $2.86. During the period the company completed the Newfront Insurance Holdings acquisition (up-front consideration of $1.05 billion) and the Cushon acquisition (cash consideration of £150 million). It repurchased $750 million of shares and paid $178 million in dividends. Cash and cash equivalents fell to $1.6 billion from $3.1 billion at year-end 2025, and total debt rose to $6.53 billion from $6.31 billion. Operating cash flow was $474 million and free cash flow was $360 million for the six months. After the quarter end, on July 28, 2026, the board approved a two-year artificial intelligence acceleration plan called Propel, expected to generate approximately $400 million in annual cost savings and $350 million in net annual cost savings by the end of 2028, against approximately $625 million of cash costs and $25 million of non-cash charges. The board also approved a $1.5 billion increase to the share repurchase program, and the Principal Accounting Officer and Controller, Joseph S. Kurpis, notified the company of his intent to retire in the first half of 2027.

    Jul 30, 2026
  3. 2026-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2026

    Willis Towers Watson Public Limited Company reported first-quarter 2026 revenue of $2.41 billion, up from $2.22 billion in the prior-year quarter, with net income attributable to WTW of $297 million compared with $235 million, and diluted earnings per share of $3.10 versus $2.33. The filing attributes the revenue increase to currency translation, which added $100 million, and to acquisitions, with organic revenue growth of 3%. Income from operations rose to $448 million from $432 million, though the quarter included $41 million of transaction and integration expenses tied to the Newfront acquisition. Adjusted EBITDA was $589 million versus $532 million, and adjusted diluted earnings per share were $3.72 versus $3.13, per the filing's non-GAAP reconciliations. Balance sheet and cash flow reflect the Newfront acquisition, completed January 27, 2026 for up-front consideration of $1.05 billion. Cash and cash equivalents fell to $1.86 billion from $3.13 billion at year-end 2025. Net cash used in operating activities was $10 million, and free cash flow was negative $65 million. Total debt was $6.30 billion, essentially unchanged from $6.31 billion, after a $550 million delayed draw term loan borrowing was used to repay the 4.400% senior notes due 2026. The company repurchased $300 million of shares in the quarter and paid $88 million in dividends, and it has $992 million remaining under its share repurchase authority. Management describes a softening insurance pricing market at the time of filing. HWC segment operating income rose to $346 million from $311 million, and R&B segment operating income rose to $252 million from $226 million. Pending acquisitions of Cushon and Al-Futtaim Willis are expected to close in the second quarter of 2026. The filing reports no material changes to risk factors from the Form 10-K filed February 25, 2026.

    Apr 30, 2026
  4. 2025-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2025

    Willis Towers Watson Public Limited Company (WTW) reported third-quarter 2025 revenue of $2,288 million, essentially flat with $2,289 million in the prior-year quarter, and nine-month revenue of $6,772 million, down from $6,895 million. The filing attributes the as-reported decline primarily to the December 31, 2024 sale of TRANZACT. Organic revenue growth was 5% for both the three and nine months ended September 30, 2025. Net income attributable to WTW was $304 million for the quarter and $870 million for the nine months, compared with net losses of $1,675 million and $1,344 million in the prior-year periods, which included a $1,042 million impairment and a $1,190 million loss on disposal related to TRANZACT. Diluted earnings per share were $3.11 for the quarter and $8.74 for the nine months. On an adjusted basis, WTW reported adjusted diluted earnings per share of $3.07 for the quarter, up from $2.77, and $9.07 for the nine months, up from $8.33. Adjusted EBITDA was $515 million for the quarter, versus $479 million, with an adjusted EBITDA margin of 22.5% compared with 20.9%. The filing cites lower marketing expenses, decreased office and technology expenses, and a lower weighted-average share count from repurchases as drivers. The filing also describes the current insurance market as softening, which it says can pressure commission revenue. Cash generation and capital returns were significant. Net cash from operating activities was $1,004 million for the nine months, and free cash flow was $838 million, compared with $724 million a year earlier. During the nine months, WTW repurchased $1.3 billion of shares and paid $269 million in dividends, and approximately $1.6 billion remained under its repurchase authority at September 30, 2025. Total debt was $5,313 million, including $550 million of 4.400% senior notes due 2026. On October 17, 2025, WTW entered into a new $1.5 billion revolving credit facility maturing in 2030.

    Oct 30, 2025
  5. 2025-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2025

    Willis Towers Watson Public Limited Company (WTW) reported revenue of $2,261 million for the three months ended June 30, 2025, compared with $2,265 million a year earlier, and $4,484 million for the six months, down $122 million, or 3%, from $4,606 million. The filing attributes the as-reported decline primarily to the December 31, 2024 sale of TRANZACT. Organic revenue growth was 5% in both the quarter and the six-month period, driven by both segments. Net income attributable to WTW rose to $331 million for the quarter from $141 million, and diluted earnings per share were $3.32 versus $1.36. The company cites lower Transformation program costs, lower marketing expenses and lower local office expenses as the main drivers. Income from operations was $368 million (16.3% margin) versus $212 million, and adjusted operating income was $419 million (18.5% margin) versus $385 million. Cash generation was weaker in the first half. Net cash from operating activities was $326 million for the six months, compared with $431 million, and free cash flow was $217 million versus $305 million. The filing attributes the decline to increased compensation and cash tax payments and the absence of TRANZACT cash inflows, partly offset by lower Transformation spending. Cash and cash equivalents were $1,963 million at June 30, 2025, supported in part by a $750 million earnout related to the 2021 divestiture of Willis Re. Capital returns remained significant. WTW repurchased $700 million of shares in the first half and paid $179 million in dividends, with a quarterly dividend of $0.92 per share. About $742 million remained under the repurchase authority at June 30, 2025. Total debt was $5,311 million, including $549 million of 4.400% senior notes due in 2026, and the company stated it was in compliance with all financial covenants. The filing also notes a one-time, non-cash pension settlement charge of $82 million in the first quarter, which reduced other income and contributed to a six-month other loss of $55 million.

    Aug 1, 2025
  6. 2025-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2025

    Willis Towers Watson Public Limited Company reported first-quarter 2025 revenue of $2,223 million, down from $2,341 million in the prior-year quarter. The filing attributes the as-reported decline primarily to the sale of TRANZACT on December 31, 2024, and states that organic revenue grew 5%, driven by both the Health, Wealth & Career and Risk & Broking segments. Income from operations rose to $432 million from $280 million, mainly because of lower transformation, transaction and restructuring costs following the completion of the Transformation program in the fourth quarter of 2024. Net income attributable to WTW increased to $235 million from $190 million, and diluted earnings per share were $2.33 compared with $1.83. Adjusted EBITDA declined to $532 million from $546 million, and adjusted diluted earnings per share were flat at $3.13. Cash generation weakened. Net cash used in operating activities was $35 million, compared with $24 million of cash from operations in the prior year, and free cash flow was negative $86 million versus negative $36 million. The filing cites the absence of TRANZACT-related cash collections and higher compensation payments. Net income was also affected by a one-time, non-cash pension settlement charge of $82 million tied to a February 2025 group annuity purchase by the U.S. pension plan. The company repurchased $200 million of shares and paid $88 million in dividends during the quarter, and it reports approximately $1.2 billion remaining under its share repurchase authority. Liquidity and leverage remained substantial. Total debt was $5,310 million at March 31, 2025, including $549 million of 4.400% senior notes due 2026 classified as current. Cash and cash equivalents were $1,507 million, and the $1.5 billion revolving credit facility remained undrawn. The filing states that the company received a $750 million earnout related to the 2021 divestiture of Willis Re in April 2025, and that it believes it has sufficient liquidity for the next twelve months.

    Apr 24, 2025
  7. 2024-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2024

    Willis Towers Watson plc's third-quarter 2024 10-Q shows a sharp GAAP loss driven by the pending sale of its TRANZACT business. Revenue for the three months ended September 30, 2024 was $2.29 billion, up from $2.17 billion, and nine-month revenue was $6.90 billion versus $6.57 billion. Net loss attributable to WTW was $1.68 billion for the quarter (diluted loss per share of $16.44), compared with net income of $136 million a year earlier, and $1.34 billion for the nine months. The loss reflects a $1.04 billion goodwill impairment in the Benefits, Delivery and Administration reporting unit and a $1.19 billion loss on disposal, both tied to the agreement to sell TRANZACT for total cash consideration of $632 million, targeted for completion by December 31, 2024. Excluding these and other adjusting items, the company reported adjusted operating income of $414 million for the quarter, up from $351 million, and adjusted EBITDA of $501 million, up from $436 million. Organic revenue growth was 6% for the quarter and 5% for the nine months. Adjusted diluted earnings per share were $2.93 versus $2.24 in the prior-year quarter. Management noted that these adjusted measures are non-GAAP and exclude impairment, amortization, restructuring, transaction and transformation costs, and disposal gains and losses. On the balance sheet, cash and cash equivalents were $1.37 billion at September 30, 2024, and total debt was $5.31 billion, with the capitalization ratio rising to 41.5% from 35.4% at year-end 2023. Operating cash flow was $913 million for the nine months, and free cash flow was $807 million. The company repurchased $506 million of shares in the nine months and had approximately $837 million remaining under its repurchase authority. Quarterly dividends of $0.88 per share were declared, and the company issued $750 million of 5.900% senior notes due 2054 in March 2024, using proceeds to repay $650 million of 3.600% notes at maturity.

    Oct 31, 2024
  8. 2024-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2024

    Willis Towers Watson Public Limited Company reported higher second-quarter 2024 results, with revenue of $2,265 million, up from $2,159 million in the prior-year quarter. Net income attributable to WTW was $141 million, compared with $94 million, and diluted earnings per share were $1.36, compared with $0.88. For the six months ended June 30, 2024, revenue was $4,606 million (versus $4,403 million), net income attributable to WTW was $331 million (versus $297 million), and diluted earnings per share were $3.20 (versus $2.77). The filing attributes the increases primarily to higher revenue in both the Health, Wealth & Career and Risk & Broking segments. Organic revenue growth was 6% for the quarter and 5% for the six months. Adjusted measures also improved. Adjusted operating income was $385 million for the quarter (versus $315 million) and adjusted diluted earnings per share were $2.55 (versus $2.05). Adjusted EBITDA was $466 million for the quarter (versus $411 million) and $1,034 million for the six months (versus $914 million). Management cited higher revenue, partly offset by higher incentive costs and salary expense. Net cash from operating activities was $431 million for the six months, and free cash flow, as the company defines it, was $361 million, compared with $350 million a year earlier. On the balance sheet, the company issued $750 million of 5.900% senior notes due 2054 and used proceeds to repay $650 million of 3.600% senior notes at maturity. Total debt was $5,307 million at June 30, 2024, and the company had full access to its $1.5 billion revolving credit facility. Management repurchased $301 million of shares in the first half and had approximately $1.0 billion remaining on its repurchase authority. The filing also notes the Transformation program, which the company expects to generate annual cost savings in excess of $450 million by the end of 2024, and the CMS 2025 Final Rule, which could affect compensation for its Medicare Advantage businesses.

    Jul 25, 2024
  9. 2024-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2024

    Willis Towers Watson Public Limited Company reported first-quarter 2024 revenue of $2,341 million, up from $2,244 million in the prior-year quarter, and net income attributable to WTW of $190 million, down from $203 million. Diluted earnings per share were $1.83 versus $1.88. The filing attributes the net income decline primarily to higher transformation and transaction costs ($125 million versus $59 million), higher salary expense, higher restructuring costs and higher marketing costs. Adjusted diluted earnings per share rose to $3.29 from $2.84, and adjusted operating income increased to $483 million from $418 million. Organic revenue grew 5%, with both the Health, Wealth & Career and Risk & Broking segments contributing. Cash flow was weak in the quarter: net cash from operating activities was $24 million compared with $134 million a year earlier, and free cash flow was negative $9 million versus $92 million. The company attributed the decline mainly to Transformation program cash outflows and discretionary compensation payments. Cash rose to $1.9 billion at March 31, 2024, supported by the issuance of $750 million of 5.900% senior notes due 2054, which the company plans to use to repay the $650 million 3.600% senior notes maturing in the second quarter of 2024. The company repurchased $101 million of shares and retains about $1.2 billion of repurchase authority. The Transformation program remains a major cost driver, with cumulative costs of approximately $995 million and total investment of $1.125 billion, and the company identified $370 million of cumulative annualized run-rate savings since inception. The filing also notes the completed sale of Willis Re to Arthur J. Gallagher & Co. and related transition services, along with ongoing litigation and regulatory matters and the CMS 2025 Final Rule affecting Medicare compensation.

    Apr 25, 2024
  10. 2023-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2023

    Willis Towers Watson plc reported third-quarter 2023 revenue of $2,166 million, up from $1,953 million a year earlier, with net income attributable to WTW of $136 million versus $190 million. For the nine months ended September 30, 2023, revenue was $6,569 million and net income attributable to WTW was $433 million, compared with $421 million a year earlier. The filing states that as-reported revenue grew 11% in the quarter and 7% year-to-date, and organic revenue grew 9% and 8% respectively. Income from operations rose to $586 million for the nine months from $470 million, and adjusted EBITDA was $1,350 million for the nine months versus $1,376 million a year earlier. Cash flow and capital allocation were central to the period. Net cash from operating activities was $823 million for the nine months, up from $437 million, and free cash flow was $707 million versus $337 million. The company repurchased $804 million of shares during the nine months, paid $265 million in dividends, and at quarter-end had about $1.5 billion remaining on its repurchase authority. Total debt was $5,214 million, and the company issued $750 million of 5.350% senior notes due 2033 in May 2023, using proceeds to repay $250 million of 4.625% notes. The filing also reflects the completed sale of Willis Re to Arthur J. Gallagher & Co., which produced a $922 million cash and fiduciary transfer in investing activities during 2023 and a final settlement that added $5 million to the gain. The Transformation program was revised in the second quarter of 2023 to target annual cost savings above $380 million by the end of 2024 on a total investment of $900 million.

    Oct 26, 2023
  11. 2023-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2023

    Willis Towers Watson Public Limited Company (WTW) reported revenue of $2,159 million for the three months ended June 30, 2023, up from $2,031 million a year earlier, and $4,403 million for the six months, up from $4,191 million. Income from operations was $427 million for the six months versus $316 million in the prior-year period, and net income attributable to WTW was $297 million for the six months compared with $231 million. For the quarter, net income attributable to WTW declined to $94 million from $109 million, with the filing citing higher salary and incentive costs, higher transaction and transformation costs, and lower pension income. Diluted earnings per share from continuing operations were $0.88 for the quarter versus $1.38 a year earlier, and $2.77 for the six months versus $2.31. Adjusted EBITDA was $411 million for the quarter, compared with $450 million, and $914 million for the six months, compared with $968 million. Free cash flow for the six months was $350 million, up from $198 million, which the filing attributes mainly to favorable working capital movements. Cash from operating activities was $430 million for the six months, versus $258 million. Total debt rose to $5,464 million from $4,721 million after the May 2023 issuance of $750 million of 5.350% senior notes due 2033, whose proceeds will largely repay a $250 million note maturing in the third quarter of 2023. The company repurchased $454 million of shares in the first half and had about $889 million of remaining repurchase authority at June 30, 2023. The filing also covers the completed sale of Willis Re to Arthur J. Gallagher & Co., under which a side letter effective June 1, 2023 transferred $4.5 billion of fiduciary assets and liabilities and produced a $916 million cash outflow in investing activities. The company's Transformation program now targets annual cost savings above $380 million by the end of 2024 on a total investment of $900 million. Part II, Item 5 discloses that an affiliate of Willis Limited has made a voluntary self-disclosure to OFAC regarding a 2021 claims payment from the F.A.I.R. Non-Life Reinsurance Pool that included Iranian carriers, totaling $1,296.73 of the $25,934.61 payment.

    Jul 27, 2023
  12. 2023-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2023

    Willis Towers Watson Public Limited Company (WTW) reported first-quarter 2023 revenue of $2,244 million, up from $2,160 million in the prior-year quarter, with as-reported revenue growth of 4% and organic revenue growth of 8%. Income from operations rose to $285 million from $179 million, and net income attributable to WTW increased to $203 million from $122 million. Diluted earnings per share from continuing operations were $1.88, compared with $0.94 a year earlier. The prior-year quarter included an $81 million impairment tied to Russian business and a $54 million loss on disposal of operations, which affect the year-over-year comparison. On a non-GAAP basis, adjusted operating income was $418 million (18.6% margin) versus $371 million, while adjusted EBITDA was $503 million versus $518 million, with the filing citing higher travel and entertainment costs, professional services and marketing expenses, and lower pension income. Adjusted diluted earnings per share rose to $2.84 from $2.66, which the company attributed primarily to a lower weighted-average share count from repurchases. Free cash flow was $92 million, compared with negative $10 million a year earlier, and cash from operating activities was $134 million. The balance sheet shows cash and cash equivalents of $1,135 million and total debt of $4,722 million at March 31, 2023, with a $1.5 billion revolving credit facility fully available. The company repurchased $104 million of shares in the quarter, has about $1.2 billion of remaining repurchase authority, and plans to repay $250 million of 4.625% senior notes maturing in the third quarter of 2023. The filing also notes the completed sale of Willis Re to Arthur J. Gallagher & Co., ongoing transition services revenue, and an additional $75 million of annualized run-rate savings identified under the Transformation program.

    Apr 27, 2023
  13. 2022-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2022

    Willis Towers Watson public limited company reported third-quarter 2022 revenue of $1.95 billion, down from $1.97 billion a year earlier, with a sharp drop in income attributable to WTW to $190 million from $903 million. The prior-year quarter included a $1 billion income receipt tied to the terminated Aon combination, which drove most of the year-over-year decline in operating income, net income and tax expense. For the nine months, revenue was $6.14 billion versus $6.29 billion, and net income attributable to WTW was $421 million versus $1.82 billion, which also reflected the prior-year gain on the Miller sale and lower discontinued-operations income from Willis Re. Adjusted operating income rose to $969 million from $920 million for the nine months, and adjusted diluted earnings per share were $7.20 versus $6.04, supported by lower compensation costs and a lower share count. The balance sheet and cash flows reflect heavy capital returns. The company repurchased $3.1 billion of shares in the nine months, leaving approximately $1.8 billion of repurchase authority, and cash and cash equivalents fell to $1.50 billion from $4.49 billion at year-end 2021. Operating cash flow was $437 million versus $1.88 billion, which the filing attributes to the prior-year Aon income receipt, related tax payments and the loss of Willis Re cash generation. Total debt was $4.72 billion, and the capitalization ratio rose to 32.4% from 25.7%. The company completed the sale of Willis Re to Gallagher, deconsolidated its Russian business, and launched a Transformation program targeting annual savings above $360 million by the end of 2024. Management highlighted that revenue growth on an organic basis was 3% for the nine months and 6% for the quarter, driven by both segments. The company also flagged that the Russian operations, which were high-margin, are expected to weigh on earnings and cash flow, with an estimated annualized revenue impact of about $120 million.

    Oct 27, 2022
  14. 2022-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2022

    Willis Towers Watson public limited company (WTW) reported second-quarter 2022 revenue of $2.03 billion, down from $2.09 billion in the prior-year quarter, with net income attributable to WTW of $109 million versus $184 million a year earlier. Diluted earnings per share were $0.97 compared with $1.41. The decline was driven by the discontinued Willis Re operations (a $60 million reduction to the pre-tax gain on sale, producing a $46 million loss from discontinued operations), restructuring costs of $56 million tied to the Transformation program, and lower revenue from unfavorable foreign exchange and business disposals. Adjusted diluted earnings per share rose to $2.32 from $2.12, helped by a lower share count after repurchases. The balance sheet shifted materially during the first half of 2022. Cash and cash equivalents fell to $1.92 billion from $4.49 billion at December 31, 2021, mainly because of $2.72 billion in share repurchases. Long-term debt rose to $4.72 billion from $3.97 billion after the company issued $750 million of 4.650% senior notes due 2027 and used the proceeds to repay the 2.125% euro notes due 2022. Total WTW shareholders' equity declined to $10.34 billion from $13.26 billion, and the capitalization ratio increased to 31.3% from 25.7%. The company's board approved a $1.0 billion increase to its share repurchase program in May 2022, and about $2.1 billion remained on the authorization at June 30, 2022. The filing also describes a Russia exit: Russian subsidiaries were deconsolidated in March 2022 with a $57 million loss, and the transfer to local management was completed in July 2022. Operating cash flow was $258 million for the six months, and free cash flow was $198 million, both down from the prior year, which the company attributes to the Willis Re divestiture and additional tax payments.

    Jul 28, 2022
  15. 2022-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2022

    Willis Towers Watson plc (WTW) reported first-quarter 2022 revenue of $2.16 billion, down from $2.23 billion in the prior-year quarter, with organic revenue growth of 2%. Net income attributable to WTW fell to $122 million from $733 million, largely because the prior-year period included a gain on the Miller divestiture. Income from operations was $179 million versus $211 million, and it was hit by an $81 million impairment tied to the Russian business. Diluted EPS was $1.03 versus $5.63. Adjusted diluted EPS rose to $2.66 from $2.18, and adjusted EBITDA was $518 million versus $488 million, reflecting lower salaries and benefits costs and a lower share count after buybacks. The company repurchased $2.3 billion of shares during the quarter, and it had $1.6 billion of remaining repurchase authority. Cash and cash equivalents declined to $2.2 billion from $4.5 billion at year-end 2021. Total debt was $4.57 billion, and the capitalization ratio rose to 29.4% from 25.7%. The company plans to refinance €540 million of 2.125% senior notes maturing in the second quarter of 2022. The filing also describes a realignment into two segments, Health, Wealth & Career and Risk & Broking, effective January 1, 2022. It details the pending deferred closing of the Willis Re sale to Gallagher, which is expected by the end of the second quarter of 2022, and a three-year Transformation program targeting about $300 million in annual cost savings by the end of 2024. The company also intends to transfer its Russian subsidiary to local management, which comprised about 1% of 2021 revenue.

    Apr 28, 2022
  16. 2021-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2021

    Willis Towers Watson plc reported third-quarter 2021 revenue of $1,973 million, up from $1,897 million in the prior-year quarter, and net income attributable to Willis Towers Watson of $903 million, versus $121 million a year earlier. The results were driven mainly by a $1 billion income receipt from the termination of the proposed Aon combination, which was recorded in transaction and integration, net. Income from operations was $1,131 million for the quarter, compared with $66 million in the prior-year period. Diluted earnings per share were $6.99, compared with $0.93. Adjusted diluted earnings per share was $1.73, compared with $1.31 in the prior-year quarter. For the nine months ended September 30, 2021, revenue was $6,292 million, compared with $5,946 million, and net income attributable to Willis Towers Watson was $1,820 million, compared with $520 million. The company reported organic revenue growth of 7% for the quarter and 6% for the nine months. Cash from operating activities was $1,877 million for the nine months. Share repurchases totaled $1.0 billion in the third quarter, and the company holds $4.5 billion of remaining repurchase authority. Management also cited a pending agreement to sell its Willis Re business to Arthur J. Gallagher & Co. for $3.25 billion in upfront cash plus an earnout of up to $750 million. Willis Re is reported as discontinued operations, and the sale is expected to close no later than the end of the first quarter of 2022. The company replaced its $1.25 billion revolving credit facility with a $1.5 billion facility maturing in October 2026, which the filing describes as a subsequent event. Total debt was $4,637 million at September 30, 2021, down from $5,635 million at December 31, 2020, following the repayment of senior notes. The filing states that management believes the company has sufficient liquidity for the next twelve months.

    Oct 28, 2021
  17. 2021-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2021

    Willis Towers Watson plc reported second-quarter 2021 revenue of $2,286 million, up from $2,113 million a year earlier, and net income attributable to Willis Towers Watson of $184 million versus $94 million. Diluted earnings per share were $1.41 compared with $0.72. For the six months ended June 30, 2021, revenue was $4,876 million and net income attributable to the company was $917 million, which includes a $356 million net tax-exempt gain on the sale of the Miller business. Income from operations rose to $712 million from $523 million. The filing states that organic revenue growth was 8% for the quarter and 6% for the first half. The filing describes the termination of the proposed combination with Aon plc. On July 26, 2021, the companies terminated the business combination agreement, and Aon agreed to pay WTW a $1 billion termination fee, which WTW received on July 27, 2021. The U.S. Department of Justice had sued on June 16, 2021 to enjoin the deal, and the court dismissed the case following the termination. The board also approved a $1.0 billion increase to the share repurchase program, bringing total remaining authorization to $1.5 billion. Liquidity remained solid, with cash and cash equivalents of $2.2 billion at June 30, 2021 and total debt of $5,105 million. The company repaid its $500 million 5.750% senior notes in March 2021 and intends to repay the $450 million 3.500% senior notes due 2021 from cash on hand. Operating cash flow was $366 million for the six months, compared with $685 million a year earlier, reflecting $185 million of net legal settlement payments and $249 million of higher bonus and benefit-related payments. Free cash flow was $287 million versus $550 million.

    Aug 4, 2021
  18. 2021-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2021

    Willis Towers Watson plc reported first-quarter 2021 revenue of $2.59 billion, up from $2.47 billion a year earlier, with organic revenue growth of 4% as stated in the filing. Net income attributable to Willis Towers Watson rose to $733 million from $305 million, driven mainly by a $359 million gain on disposal of operations, primarily the sale of the Miller business, which closed March 1, 2021 for final total consideration of GBP 623 million ($818 million). Diluted earnings per share were $5.63 versus $2.34, and adjusted diluted earnings per share were $3.64 versus $3.34. Income from operations rose to $452 million from $360 million. Cash flow was weaker: operating cash flow was negative $128 million, compared with positive $23 million a year earlier, reflecting $185 million of net legal settlement payments related to the Stanford and Willis Towers Watson merger-related litigation and higher bonus and benefit-related payments. Free cash flow was negative $165 million. The company repaid the $500 million 5.750% senior notes at maturity in March 2021 using cash on hand, and cash and cash equivalents were $1.96 billion at March 31, 2021. Total debt was $5.10 billion, and the filing states the company remains in compliance with all financial covenants. The filing states that the pending combination with Aon plc remains subject to regulatory approvals, with the antitrust review ongoing, and that the parties expect the transaction to close by the end of the first half of 2021. The company also states that COVID-19 continues to negatively affect discretionary revenue and that it expects the impact to continue through much of 2021.

    Apr 29, 2021
  19. 2020-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2020

    Willis Towers Watson plc reported third-quarter 2020 revenue of $2,009 million, up from $1,989 million a year earlier, and net income attributable to Willis Towers Watson of $121 million, compared with $75 million. Diluted earnings per share were $0.93, versus $0.58. For the nine months ended September 30, 2020, revenue was $6,588 million and net income attributable to the company was $520 million, with diluted EPS of $3.99. The filing states that the quarter's increase in net income was driven by the disposal of the Max Matthiessen business, partially offset by higher compensation-related costs. Other income, net rose to $156 million for the quarter, largely from the gain on that divestiture. Operating performance was mixed. Income from operations fell to $73 million from $107 million, reflecting higher salaries and benefits and $42 million of transaction and integration expenses, mostly related to the proposed Aon combination. Organic revenue declined 1% for the quarter, with HCB and CRB down and IRR and BDA up, while TRANZACT contributed $96 million of revenue. The company reported net cash from operating activities of $1,206 million for the nine months, free cash flow of $1,023 million, and cash and cash equivalents of $1,647 million at September 30, 2020, against total debt of $5,614 million. The pending combination with Aon plc remains subject to regulatory approvals, including a Second Request from the U.S. Department of Justice, and the parties expect closing in the first half of 2021. The filing also discloses ongoing litigation, including a $15 million litigation provision recorded in the quarter, a $120 million Stanford settlement payment that will not be made until the settlement is no longer subject to appeal, and a class certification in the Willis Towers Watson merger-related securities litigation.

    Oct 29, 2020
  20. 2020-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2020

    Willis Towers Watson plc reported revenue of $2,113 million for the three months ended June 30, 2020, up from $2,048 million a year earlier, and $4,579 million for the six months, up from $4,360 million. The company stated that organic revenue growth was flat in the quarter and 2% for the six months, with declines in the HCB and BDA segments partly offset by growth in CRB and IRR. Net income attributable to Willis Towers Watson fell to $94 million in the quarter from $138 million, and diluted earnings per share were $0.72 versus $1.06. For the six months, net income attributable was $399 million versus $425 million, and diluted EPS was $3.07 versus $3.26. The filing attributes the quarterly decline mainly to higher compensation-related costs and tax expense, with the CARES Act contributing a $35 million discrete tax expense in the quarter. Cash generation improved. Net cash from operating activities was $685 million for the first six months of 2020, compared with $303 million a year earlier, which the company attributed to improved working capital. Free cash flow was $550 million versus $183 million. Adjusted EBITDA was $441 million in the quarter, compared with $425 million, and the company reported $1.1 billion for the six months versus $1.0 billion. Cash and cash equivalents were $1,087 million at June 30, 2020, and the full $1.25 billion revolving credit facility remained available. The company said it expects COVID-19 to continue to weigh on revenue and operating results for the remainder of 2020 and potentially beyond, particularly in discretionary businesses. The pending combination with Aon plc, announced March 9, 2020, under which each WTW shareholder would receive 1.08 Aon ordinary shares, remains the dominant item. Shareholder meetings are scheduled for August 26, 2020. The company is in substantial compliance with a Second Request from the U.S. Department of Justice issued June 29, 2020, and the parties expect the transaction to close in the first half of 2021. Other notable items include a $120 million Stanford litigation settlement awaiting final resolution after pending Supreme Court certiorari petitions, several stockholder complaints challenging the Aon proxy statement, and a quarterly dividend of $0.68 per share. The company made no share repurchases in the first half and does not expect to repurchase shares for the remainder of 2020.

    Jul 30, 2020
  21. 2020-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2020

    Willis Towers Watson plc's first-quarter 2020 Form 10-Q reports revenue of $2,466 million, up from $2,312 million in the prior-year quarter, with net income attributable to Willis Towers Watson of $305 million versus $287 million and diluted earnings per share of $2.34 compared with $2.20. The filing states organic revenue growth of 4%, with TRANZACT contributing $95 million of revenue. Adjusted EBITDA was $680 million versus $601 million, and adjusted diluted earnings per share was $3.34 versus $2.98. Operating cash flow was $23 million, compared with cash used of $47 million a year earlier, and free cash flow was $(43) million versus $(104) million. Management stated that the COVID-19 pandemic did not have a material adverse impact on first-quarter results but expects it could negatively affect revenue and operating results for the rest of 2020. The company also disclosed a pending combination with Aon plc, announced March 9, 2020, under which each WTW shareholder would receive 1.08 Aon ordinary shares per WTW share, with existing Aon shareholders expected to own about 63% and existing WTW shareholders about 37% of the combined company. The transaction is expected to close in the first half of 2021, subject to shareholder and regulatory approvals. The board does not expect to repurchase shares during the remainder of 2020 because of restrictions under the transaction agreement. Balance sheet items include total debt of $5,874 million at March 31, 2020, up from $5,617 million, and a capitalization ratio of 36.4%. Management cited $850 million of undrawn revolving credit capacity and said this is sufficient to meet cash needs for the next twelve months. The filing also discloses a $120 million Stanford litigation settlement payment that will not be made until the settlement is no longer subject to appeal, and an estimated tax adjustment of between $50 million and $82 million to be recorded in the second quarter following final IRS regulations.

    Apr 30, 2020
  22. 2019-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2019

    Willis Towers Watson plc reported third-quarter 2019 revenue of $1,989 million, up from $1,859 million a year earlier, and net income attributable to Willis Towers Watson of $75 million versus $44 million. Diluted earnings per share were $0.58 compared with $0.33. For the nine months ended September 30, 2019, revenue was $6,349 million (versus $6,141 million), net income attributable to the company was $500 million (versus $317 million), and diluted EPS was $3.84 (versus $2.39). Income from operations rose to $642 million from $339 million, aided by the absence of $148 million of prior-year integration expenses. The filing states organic revenue growth of 6% for the quarter and 5% for the nine months. The main balance sheet events were the acquisition of TRANZACT, a U.S. direct-to-consumer sales and marketing business, completed July 30, 2019 for $1.3 billion in cash, and the associated financing. Total debt rose to $5,865 million from $4,575 million at year-end 2018, and the company issued $1.0 billion of senior notes in September 2019 due 2029 and 2049. Cash and cash equivalents fell to $867 million. Net cash from operating activities was $620 million for the nine months, down from $716 million, and free cash flow was $445 million versus $507 million, which management attributed to the timing of income tax payments, higher first-quarter bonus payments and other working capital changes. The filing also details ongoing legal and regulatory matters, including the Stanford litigation, where a $120 million settlement payment will not be made until the settlement is no longer subject to appeal and a petition for rehearing en banc remained pending. Aviation broking competition investigations in Europe, Korea and Brazil and a U.K. investment consulting remedy order are also disclosed. The company declared a quarterly dividend of $0.65 per share, payable October 15, 2019.

    Nov 1, 2019
  23. 2019-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2019

    Willis Towers Watson plc reported second-quarter 2019 revenue of $2.05 billion, up from $1.99 billion in the prior-year quarter, with net income attributable to Willis Towers Watson of $138 million, compared to $58 million a year earlier. Diluted earnings per share were $1.06 versus $0.44. For the six months ended June 30, 2019, revenue was $4.36 billion and net income attributable to the company was $425 million, or $3.26 diluted earnings per share. The filing states that organic revenue growth was 6% for the quarter and 5% for the six months, and that adjusted operating income rose to $299 million in the quarter and $791 million for the six months. Operating cash flow for the six months was $303 million, down from $395 million, and free cash flow was $183 million versus $254 million, which the company attributes to a shift in income tax payment timing and higher first-quarter bonus payments. The balance sheet shows cash of $812 million, total debt of $4.47 billion, and total shareholders' equity of $10.09 billion at June 30, 2019. The company agreed to acquire TRANZACT, a U.S. direct-to-consumer health care organization, which closed on July 30, 2019 for $1.3 billion in cash and was funded in part by a $1.1 billion one-year term loan. The filing also discloses a $120 million Stanford litigation settlement payment, which will not be made until the settlement is no longer subject to appeal. On July 22, 2019, the Fifth Circuit affirmed approval of that settlement, including the bar orders. The company also disclosed ongoing European Commission, FCA, KFTC and CADE investigations into aviation broking, with no estimate of potential loss given, and it has changed its tax assertion on a $2.1 billion international restructuring, of which $1.0 billion remains permanently reinvested. Management expects amortization to rise in the second half of 2019 following the TRANZACT acquisition.

    Aug 1, 2019
  24. 2019-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2019

    Willis Towers Watson plc reported first-quarter 2019 revenue of $2,312 million, up from $2,292 million in the prior-year quarter, with organic revenue growth of 5% after adjusting for currency and acquisitions/divestitures. Income from operations rose to $359 million from $259 million, driven mainly by lower operating expenses, including the absence of $43 million in prior-year integration costs. Net income attributable to Willis Towers Watson was $287 million, or $2.20 diluted earnings per share, compared with $215 million, or $1.61 per diluted share, a year earlier. Adjusted diluted earnings per share was $2.98, versus $2.71 in the prior-year quarter. Cash flow was weaker in the quarter. Net cash used in operating activities was $47 million, compared with $18 million provided in the prior-year period, which management attributed to the timing of income tax payments and pension contributions and higher bonus payments. Free cash flow was negative $104 million. Cash and cash equivalents were $992 million at March 31, 2019, and total debt was $4,705 million. The company also secured a one-year, up to $1.1 billion unsecured term loan to fund the pending TRANZACT acquisition, which is expected to close in the third quarter of 2019 and carries up to a $200 million earn-out. The filing also details ongoing legal and regulatory matters. The $120 million Stanford litigation settlement remains subject to appeals at the Fifth Circuit, and the company will not pay until those appeals are resolved in its favor. Several competition investigations in aviation broking and investment consulting remain open, and the company cannot estimate the potential loss. The quarterly dividend was $0.65 per share.

    May 3, 2019
  25. 2018-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2018

    Willis Towers Watson plc's Form 10-Q for the quarter ended September 30, 2018 shows third-quarter revenue of $1,859 million, up slightly from $1,852 million a year earlier, with net income attributable to Willis Towers Watson of $44 million versus a net loss of $54 million in the prior-year quarter. For the nine months, revenue was $6,141 million and net income attributable was $317 million, compared with $323 million in the prior year. The company adopted ASC 606 on January 1, 2018 using the modified retrospective method, which materially shifted revenue timing, particularly in Medicare broking, which is now concentrated in the fourth quarter. Without ASC 606, nine-month revenue would have been $6,474 million and net income attributable $606 million, so investors should compare results on both bases. Management reports organic revenue growth of 5% for the quarter and 4% for the nine months, driven by all segments. Adjusted diluted earnings per share was $1.32 for the quarter as reported and $1.62 without ASC 606, versus $1.12 a year earlier. Cash from operating activities rose to $716 million for the nine months from $515 million, and free cash flow was $507 million. The company repurchased $401 million of shares and paid $228 million in dividends during the nine months, funding these partly with a $989 million net proceeds senior notes offering in September 2018. Litigation remains a key overhang. The Stanford matter carries a $120 million settlement payment that will not be made until the bar-order appeals to the Fifth Circuit are decided, with oral argument scheduled for December 3, 2018. Several shareholder class actions related to the Merger are pending, and the U.K. Competition & Markets Authority investment consulting investigation and European Commission aviation broking proceedings have no estimable loss range.

    Nov 2, 2018
  26. 2018-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2018

    Willis Towers Watson plc's second-quarter 2018 Form 10-Q shows revenue of $1.99 billion for the three months ended June 30, 2018, versus $1.95 billion a year earlier, and $4.28 billion for the six months versus $4.27 billion. Net income attributable to Willis Towers Watson was $58 million for the quarter (diluted EPS $0.44) compared with $33 million (diluted EPS $0.24) in 2017, and $273 million for the six months (diluted EPS $2.05) compared with $377 million (diluted EPS $2.75). The company adopted ASC 606 on January 1, 2018 using the modified retrospective method. The filing states that this adoption reduced revenue and net income for the three and six months ended June 30, 2018, with the largest effects in Medicare broking, where revenue is now recognized upon policy placement and concentrated in the fourth quarter. Without ASC 606, the filing reports six-month net income attributable to Willis Towers Watson of $523 million and diluted EPS of $3.94. On an as-reported basis, organic revenue growth was 3% for the quarter and 4% for the six months. Adjusted EBITDA as reported was $392 million for the quarter and $949 million for the six months, versus $387 million and $1.10 billion, respectively, in the prior year period, though the filing presents these figures alongside versions calculated without ASC 606. Cash from operating activities was $395 million for the six months, and the company repurchased 1,768,175 shares for $269 million in the period. Quarterly dividends of $0.60 per share were declared. Legal and regulatory matters remain significant. The Stanford-related $120 million settlement awaits appellate review of court approval and bar orders at the Fifth Circuit, and the company will not pay until appeals are resolved in its favor. The merger-related securities litigation was dismissed by the federal court on July 11, 2018, and the plaintiff has appealed. The U.K. Competition & Markets Authority issued provisional findings on investment consulting on July 18, 2018, and the company is generally supportive of the proposed remedies. Total debt was $4.67 billion at June 30, 2018, and the company stated it was in compliance with all financial covenants.

    Aug 6, 2018
  27. 2018-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2018

    Willis Towers Watson plc reported first-quarter 2018 revenue of $2.29 billion, down from $2.32 billion in the prior-year quarter, and net income attributable to Willis Towers Watson of $215 million, down from $344 million. The decline is driven primarily by the adoption of ASC 606 on January 1, 2018, which the company applied using the modified retrospective method. Under ASC 606, revenue was reduced by $259 million and net income by $226 million in the quarter. Without the adoption, the company states revenue would have been $2.55 billion and diluted EPS would have been $3.31 rather than the reported $1.61. Management states that organic revenue grew 6% for the quarter, and that adjusted operating income excluding ASC 606 rose to $722 million from $619 million. On a reported basis, income from operations fell to $259 million from $401 million, and basic EPS was $1.62 versus $2.51 a year earlier. The company's cash flow from operations was $18 million, compared with $95 million in the prior-year period, which management attributes mainly to higher discretionary compensation payments for the 2017 cycle. Total debt was $4.59 billion at March 31, 2018, and the capitalization ratio was 30.1%. The company held $954 million of cash and had $301 million available under its $1.25 billion revolving credit facility. Quarterly dividends of $0.60 per share were declared, and the company reported no share repurchases in the quarter, while noting that repurchase activity resumed in the second quarter. The filing also discloses significant legal matters. These include a $120 million Stanford-related settlement that remains subject to pending appeals and will not be paid until the appeals are decided in the company's favor, as well as merger-related securities litigation for which the company cannot estimate a loss range. The company also reports ongoing regulatory reviews by the European Commission, the U.K. Competition & Markets Authority, and the FCA, and states that the City of Houston settlement of $40 million was paid in April 2018.

    May 8, 2018
  28. 2017-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2017

    Willis Towers Watson reported third-quarter 2017 total revenues of $1,852 million, up from $1,777 million a year earlier, an increase of $75 million, or 4%. The company posted a net loss attributable to Willis Towers Watson of $54 million, or $(0.40) per diluted share, compared with a loss of $32 million, or $(0.23) per share, in the prior-year quarter. The filing attributes the loss to higher transaction and integration expenses, a provision for income taxes of $19 million (an effective tax rate of (53.0)%, driven by a discrete charge for an internal reorganization), and higher other expense, net. Adjusted diluted earnings per share rose to $1.12 from $1.04. For the nine months ended September 30, 2017, revenues were $6,124 million, up $164 million, or 3%, and income from operations increased to $628 million from $463 million, a 36% increase. Net income attributable to Willis Towers Watson was $323 million, or $2.36 per diluted share, compared with $278 million, or $2.00 per share. Adjusted EBITDA for the nine months was $1.4 billion, up $65 million, or 5%. Operating cash flow fell to $515 million from $621 million, and free cash flow was $317 million versus $470 million, reflecting higher capital expenditures, working capital changes and discretionary compensation payments. Total debt rose to $4,578 million from $3,865 million after a $650 million senior notes offering in May 2017, and the company repurchased $462 million of shares during the nine months. Key legal and regulatory matters include court approval on August 23, 2017 of the Stanford litigation settlement, including bar orders, which is subject to pending appeals before the Company pays the $120 million settlement amount. The company also settled Merger-related appraisal claims for approximately $211 million and canceled 1,415,199 Towers Watson shares. Management disclosed that the European Commission has initiated civil proceedings involving aviation and aerospace broking, the U.K. Competition & Markets Authority has opened a market investigation of investment consulting, and the City of Houston lawsuit is scheduled for trial on January 16, 2018, with the city's expert asserting actual damages of approximately $430 million. The company is currently unable to estimate reasonably possible losses for these regulatory matters and the Houston case.

    Nov 6, 2017
  29. 2017-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2017

    Willis Towers Watson reported total revenues of $1,953 million for the quarter ended June 30, 2017, essentially flat with $1,949 million a year earlier, as growth in Exchange Solutions was offset by foreign currency translation. For the six months, revenues rose to $4,272 million from $4,183 million, an increase of $89 million, with the company citing 4% constant-currency growth. Income from operations was $124 million for the quarter, down from $136 million, but $587 million for the six months, up from $462 million. Net income attributable to Willis Towers Watson was $33 million for the quarter versus $72 million in 2016, and $377 million for the six months versus $310 million. Diluted earnings per share were $0.24 for the quarter and $2.75 for the six months, compared with $0.51 and $2.25. Management attributed the quarterly decline mainly to foreign exchange hedging contracts and unfavorable balance sheet remeasurement, and the six-month gain to higher operating income. Cash generation was weaker in the first half. Net cash from operating activities was $319 million, compared with $436 million, and free cash flow was $200 million versus $344 million, reflecting higher capital expenditures, working capital changes and discretionary compensation payments. The company repurchased $296 million of shares and paid $137 million in dividends during the six months. Total debt was $4,182 million at June 30, 2017, and cash and cash equivalents were $852 million. In May 2017 the company issued $650 million of 3.600% senior notes due 2024, and it replaced its $800 million revolving credit facility with a $1.25 billion facility maturing in 2022. Several contingent matters remain open. The Stanford litigation settlement of $120 million is subject to court approval of the settlement and bar orders, and a hearing on final approval was held on January 20, 2017, with the court reserving decision. In the City of Houston lawsuit, the plaintiff's expert asserted actual damages of approximately $430 million and future damages with a present value of approximately $400 million, but the company disputes the claims and cannot estimate a reasonably possible loss. The Merger appraisal trial is provisionally scheduled for October 2, 2017, and the U.K. Financial Conduct Authority has opened a formal investigation into the aviation broking sector, which the filing says represents less than $100 million of the company's revenues.

    Aug 7, 2017
  30. 2017-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2017

    Willis Towers Watson plc's first-quarter 2017 Form 10-Q reports total revenues of $2,319 million for the three months ended March 31, 2017, up from $2,234 million a year earlier, and income from operations of $463 million versus $326 million. Net income attributable to Willis Towers Watson was $344 million, compared with $238 million in the prior-year period, and diluted earnings per share were $2.50 versus $1.75. Management's non-GAAP adjusted operating income was $681 million and adjusted EBITDA was $708 million, with adjusted diluted EPS of $3.71 versus $3.41. The prior-year quarter included a $50 million Stanford litigation provision and a $32 million deferred revenue fair value adjustment from the Merger, which depress the comparison. Balance sheet and cash flow items warrant attention. Cash from operating activities fell to $95 million from $119 million, which the filing attributes primarily to increased revenues not yet collected; free cash flow was $33 million versus $71 million. Total debt rose to $4,095 million from $3,865 million at year-end 2016, largely from borrowings under a new $1.25 billion revolving credit facility, and the capitalization ratio increased to 28.5% from 27.7%. The company repurchased 1,236,589 shares for $156 million and paid $65 million in dividends, with approximately $978 million remaining on its open-ended repurchase authority. Legal matters remain significant. The Stanford litigation settlement of $120 million is subject to court approval and a bar order that may not be granted, with final approval hearing held January 20, 2017 and the Court's decision reserved. In the City of Houston case, the City's expert asserted actual damages of approximately $430 million through July 1, 2017 plus future damages with a present value of approximately $400 million, and the company is unable to estimate a reasonably possible loss. The company also disclosed an FCA formal investigation into the aviation broking sector and a Merger-related appraisal proceeding.

    May 9, 2017
  31. 2016-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2016

    Willis Towers Watson plc's Form 10-Q for the quarter ended September 30, 2016 shows a transformed company following the January 4, 2016 merger with Towers Watson. Total revenues for the three months ended September 30, 2016 were $1.78 billion, up from $846 million, and for the nine months were $5.96 billion, up from $2.86 billion, driven by the merger and the Gras Savoye and Miller acquisitions. However, net loss attributable to Willis Towers Watson for the quarter was $32 million (diluted loss per share of $0.23), compared with net income of $117 million a year earlier, reflecting $157 million of quarterly amortization of acquired intangibles, $36 million of integration expenses and $49 million of restructuring costs. For the nine months, net income attributable to the company was $278 million, or $2.00 diluted earnings per share, versus $397 million in the prior-year period. Balance sheet and cash flow changed significantly. Total assets rose to $31.80 billion from $18.84 billion at December 31, 2015, with goodwill of $10.48 billion and other intangible assets of $4.59 billion. Total debt was $3.79 billion, and shareholders' equity rose to $10.77 billion, following the issuance of shares valued at $8.69 billion for the merger. Net cash from operating activities was $608 million for the nine months, and free cash flow was $457 million. The company issued $1.0 billion of senior notes in March 2016 and €540 million of notes in May 2016, and repurchased $222 million of shares during the nine months. The filing also discloses material litigation. A $120 million settlement in principle relating to the Stanford Financial Group litigation was preliminarily approved by the court on October 19, 2016, with a final approval hearing scheduled for January 20, 2017, and the company increased its provision by $50 million in the first quarter of 2016. Several other matters, including the City of Houston suit, the Meriter Health Services claim (about $190 million sought), and merger-related appraisal proceedings, remain pending, and the company states it is unable to estimate reasonably possible losses for several of them.

    Nov 7, 2016
  32. 2016-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2016

    Willis Towers Watson (filed as Willis Towers Watson Public Limited Company, formerly Willis Group Holdings) reported its second-quarter 2016 Form 10-Q following the January 4, 2016 merger with Towers Watson & Co. Total revenues were $1.95 billion for the three months ended June 30, 2016, compared with $922 million a year earlier, and $4.18 billion for the six months, compared with $2.01 billion. Net income attributable to Willis Towers Watson was $72 million for the quarter ($0.51 diluted EPS) and $310 million for the first half ($2.25 diluted EPS). The company attributes the revenue growth primarily to the Towers Watson merger and the Gras Savoye and Miller acquisitions. Total assets rose to $32.41 billion at June 30, 2016 from $18.84 billion at December 31, 2015, largely reflecting goodwill and intangibles acquired in the merger. Results were affected by notable items. Amortization of intangibles rose to $125 million in the quarter and $286 million for the half, and integration expenses were $29 million for the quarter and $81 million for the half. The first quarter also included a $50 million increase in the provision for the Stanford litigation, which the company settled in principle for $120 million subject to court approval. The company reported Adjusted EBITDA of $406 million for the quarter and $1.08 billion for the half, and states that it has four new reportable segments effective in the second quarter of 2016. The balance sheet and liquidity position changed substantially. Long-term debt rose to $3.28 billion and total debt to $3.81 billion, after senior note issuances in March and May 2016. Operating cash flow was $427 million for the six months, compared with $7 million a year earlier. The company stated it repurchased $100 million of shares as of August 1, 2016 and anticipates total repurchases of $300 million for 2016.

    Aug 9, 2016
  33. 2016-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2016

    Willis Towers Watson (WTW) reported first-quarter 2016 total revenues of $2.23 billion, up from $1.09 billion in the first quarter of 2015, driven primarily by the January 4, 2016 Merger with Towers Watson and the acquisitions of Gras Savoye and Miller. Net income attributable to Willis Towers Watson was $238 million, compared with $210 million a year earlier, and diluted earnings per share were $1.75 versus $3.04 (the 2015 figure was retroactively adjusted for the reverse stock split). Income from operations was $326 million, which includes a $50 million increase in the provision for Stanford litigation, $52 million of integration expenses, and $161 million of amortization. The filing describes a settlement in principle of $120 million for the Stanford litigation, which remains subject to court approval and bar orders. The balance sheet expanded substantially following the Merger. Total assets rose to $33.03 billion from $18.84 billion at December 31, 2015, goodwill increased to $10.48 billion, and other intangible assets reached $5.09 billion. Total debt was $3.91 billion, and cash and cash equivalents were $954 million. In March 2016 the company issued $1 billion of senior notes (3.500% due 2021 and 4.400% due 2026) and used the proceeds to repay the 4.125% senior notes due 2016, a $400 million term loan tranche, and part of the revolving credit facility. Adjusted EBITDA for the quarter was $671 million, and free cash flow was $70 million, both non-U.S. GAAP measures defined by the company. Management highlighted that the company is integrating Legacy Willis and Legacy Towers Watson and expects to report four integrated segments beginning in the second quarter of 2016. The Operational Improvement Program is expected to deliver $325 million of annual cost savings by the end of 2017, with restructuring costs of approximately $440 million through 2017. Management also noted that the commercial insurance market is showing signs of pricing increases after several cycles of declines, while certain pending litigation, including the City of Houston and Merger-related appraisal matters, remains without a reasonably estimable loss range.

    May 10, 2016
  34. 2015-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2015

    Willis Group Holdings plc (now Willis Towers Watson) reported third-quarter 2015 total revenues of $846 million, up $34 million, or 4.2 percent, from $812 million a year earlier. Total expenses rose 5.3 percent to $819 million, and operating margin fell to 3.2 percent from 4.2 percent. Net income attributable to Willis Group Holdings was $117 million, or $0.64 per diluted share, compared with a net loss of $7 million, or $0.04 per diluted share, in the third quarter of 2014. The quarter included a $110 million tax benefit from a partial release of the US deferred tax valuation allowance, and restructuring costs of $24 million under the Operational Improvement Program. For the first nine months, total revenues were $2,855 million (up 0.4 percent), operating income was $425 million versus $508 million, and diluted earnings per share were $2.18. Net cash provided by operating activities fell to $113 million from $281 million. The company's pending all-stock merger with Towers Watson & Co., announced June 30, 2015, has an implied equity value of approximately $18 billion and is expected to close by December 31, 2015, subject to regulatory and shareholder and stockholder approvals. The company suspended its share buyback program on June 30, 2015, pending the merger, and repurchased about 1,710,000 shares for $82 million during 2015. Total debt was $2,571 million at September 30, 2015, including $422 million drawn on its $800 million revolving credit facility. The filing also describes the proposed acquisition of Gras Savoye, expected to close around December 31, 2015, and the acquisition of an 85 percent interest in Miller Insurance Services LLP for total consideration of $401 million. The filing discloses ongoing litigation tied to the Stanford Financial Group collapse, including 13 similar lawsuits, some seeking damages in excess of $1 billion. Shareholder class actions challenging the Towers Watson merger were also consolidated in the Delaware Court of Chancery.

    Nov 5, 2015
  35. 2015-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2015

    Willis Group Holdings plc reported second quarter 2015 GAAP total revenues of $922 million, down $13 million, or 1.4 percent, from $935 million in the second quarter of 2014, and net income attributable to Willis Group Holdings of $70 million, or $0.38 per diluted share, versus $47 million, or $0.26 per diluted share, a year earlier. Operating income was $105 million compared with $148 million, and operating margin fell to 11.4 percent from 15.8 percent. For the first half of 2015, total revenues were $2,009 million, down 1.2 percent, and net income attributable to the company was $280 million, or $1.54 per diluted share. Cash provided by operating activities was $7 million for the first half, compared with $152 million a year earlier. The company cited $59 million of adverse foreign exchange impact on second-quarter revenues. Underlying revenue growth was 5.3 percent and organic revenue growth was 1.5 percent in the quarter, according to the company's non-GAAP measures. The dominant event in the filing is the pending all-stock merger of equals with Towers Watson & Co., announced June 30, 2015, which implies an equity value of approximately $18 billion and is expected to close by December 31, 2015, subject to regulatory and shareholder and stockholder approvals. The filing also discloses a pending acquisition of the remaining 70 percent of Gras Savoye for approximately €550 million (about $592 million), and the company suspended its share buyback program on June 30, 2015 pending completion of the merger. Four putative class actions challenging the merger have been filed in Delaware, and the termination fee payable to Towers Watson could be up to $255 million. The company is also executing a multi-year Operational Improvement Program, with restructuring costs of $38 million in the second quarter and $69 million in the first half of 2015, and it continues to face Stanford-related litigation in which the complaints seek damages in excess of $1 billion in several actions. Management stated that it does not expect these matters to have a material adverse effect, though the outcomes cannot be predicted.

    Aug 6, 2015
  36. 2015-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2015

    Willis Group Holdings plc reported first-quarter 2015 total revenues of $1,087 million, down $10 million, or 0.9 percent, from $1,097 million a year earlier, with the filing attributing the decline mainly to a $69 million adverse foreign exchange impact. Operating income fell to $293 million from $326 million, and the operating margin decreased to 26.9 percent from 29.7 percent, reflecting $31 million of restructuring costs under the Operational Improvement Program. Net income attributable to Willis Group Holdings was $210 million, or $1.15 per diluted share, compared with $246 million, or $1.35 per diluted share, in the prior-year quarter. On an organic basis, commissions and fees grew 3.4 percent and organic operating margin rose to 30.7 percent from 29.5 percent. Cash used in operating activities was $64 million, compared with $5 million provided a year earlier, largely reflecting $306 million of cash incentive payments and $44 million of defined benefit pension funding. Cash and cash equivalents were $503 million at March 31, 2015, and there was nil drawn on the company's four revolving credit facilities. Total debt was $2,305 million, and the capitalization ratio was 50.1 percent, down from 53.8 percent at year-end 2014, partly reflecting higher stockholders' equity. The company declared a quarterly dividend of $0.31 per share and bought back approximately 300,000 shares for about $15 million during the quarter. Subsequent to quarter-end, on April 22, 2015, the company made a firm offer to acquire the remaining 70 percent of Gras Savoye for approximately €550 million (about $592 million), subject to regulatory approval, with closing expected around December 31, 2015. The company also disclosed that it may release part of its US valuation allowance, which would reduce income tax expense, and that the Stanford Financial Group litigation involving 13 related lawsuits remains pending, with the company stating it does not expect a material adverse effect.

    May 6, 2015
  37. 2014-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2014

    Willis Group Holdings plc filed this Form 10-Q for the quarter ended September 30, 2014. Total revenues for the third quarter were $812 million, up 2.1 percent from $795 million, and commissions and fees were $808 million. GAAP operating income fell to $34 million from $70 million, and the company reported a net loss attributable to Willis Group Holdings of $7 million, or $0.04 per diluted share, compared with a net loss of $27 million, or $0.15 per share, a year earlier. The filing attributes the weaker quarter to $17 million of restructuring costs under the Operational Improvement Program and a $9 million other expense, which the company says reflects revaluation of non-functional currency assets and liabilities. Underlying operating income was $51 million, and underlying earnings per diluted share were $0.14. For the first nine months of 2014, total revenues were $2,844 million, up 3.9 percent, and net income attributable to Willis Group Holdings was $286 million, or $1.57 per diluted share, compared with $297 million, or $1.67, in the prior year period. Operating income was $508 million, and the reported tax rate was 31 percent versus 23 percent a year earlier, partly reflecting expected current US taxes and a $21 million increase to the US valuation allowance. Cash and cash equivalents were $656 million at September 30, 2014, and total debt was $2,313 million. The company repurchased 4,718,200 shares for $200 million in the nine months, and the quarterly dividend was $0.30 per share. The filing also discloses an Operational Improvement Program expected to run through 2017, with cumulative cost savings of approximately $420 million and cumulative charges of approximately $410 million. Subsequent events include the October 2014 acquisition of a roughly 75 percent stake in Max Matthiessen AB for $198 million, and the sale of certain US retail offices for $69 million. The filing also describes 13 Stanford Financial Group-related lawsuits, several seeking damages above $1 billion, which the company says it disputes and intends to defend vigorously.

    Nov 6, 2014
  38. 2014-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2014

    Willis Group Holdings plc, filing its Form 10-Q for the quarter ended June 30, 2014, reported second-quarter 2014 total revenues of $935 million, up 5.1 percent from $890 million a year earlier, with organic commissions and fees growth of 4.5 percent. Operating income fell to $148 million from $167 million, and net income attributable to Willis Group Holdings was $47 million, or $0.26 per diluted share, compared with $105 million, or $0.59 per diluted share, in the prior-year quarter. The decline was driven mainly by a $3 million restructuring charge, a $14 million Venezuelan currency devaluation impact in other expense, and a $21 million increase in the US deferred tax valuation allowance, which pushed the quarterly tax rate to 54 percent. For the first half of 2014, total revenues were $2,032 million, up 4.7 percent, and net income attributable to the company was $293 million, or $1.61 per diluted share, versus $1.83 a year earlier. Management highlighted the launch of a multi-year Operational Improvement Program, expected to be completed by the end of 2017, with cumulative cost savings of approximately $420 million through 2017 and annual savings of approximately $300 million from 2018, against cumulative charges of approximately $410 million. Management also noted softening reinsurance rates and described the outlook as challenging given global economic conditions. Balance sheet and capital activity included total assets of $16,551 million, cash of $708 million, total debt of $2,317 million, and stockholders' equity of $2,444 million. The company repurchased 2,755,000 shares for $117 million in the first half and paid a quarterly dividend of $0.30 per share. The company also disclosed ongoing Stanford-related litigation, in which plaintiffs seek damages in excess of $1 billion in certain actions, which the company disputes and intends to defend vigorously.

    Aug 6, 2014
  39. 2014-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2014

    Willis Group Holdings plc reported first-quarter 2014 total revenues of $1,097 million, up $46 million or 4.4 percent from $1,051 million a year earlier. Commissions and fees rose to $1,090 million, including organic growth of 4.2 percent. Operating income increased to $326 million from $281 million, with operating margin of 29.7 percent versus 26.7 percent, largely because the $46 million expense reduction charge in the prior-year quarter did not recur. Net income attributable to Willis Group Holdings was $246 million, or $1.35 per diluted share, compared with $219 million, or $1.24, a year earlier. Adjusted diluted earnings per share were $1.36 versus $1.46, as adjusted net income fell 3.5 percent to $248 million. The company reported segment organic commissions and fees growth of 2.0 percent in Global, 4.7 percent in North America and 7.2 percent in International. Global Insurance declined, while Reinsurance grew. Management described reinsurance pricing as softening across almost all classes and geographies. Cash and cash equivalents were $734 million at March 31, 2014, and cash flow from operating activities fell to $5 million from $39 million. Total debt was $2,322 million, and the capitalization ratio was 48.7 percent. The company repurchased 904,000 shares for $38 million in the quarter and declared a quarterly dividend of $0.30 per share, up 7.1 percent. In April 2014 the company announced an operational improvement program expected to deliver cumulative cost savings of approximately $420 million through 2017, with cumulative charges of approximately $410 million. The company also agreed to acquire Charles Monat Limited, subject to regulatory approval, and disclosed that it was named in 13 lawsuits related to the collapse of The Stanford Financial Group, with claims including damages above $1 billion in some actions.

    May 9, 2014
  40. 2013-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2013

    Willis Group Holdings plc reported third quarter 2013 results in this Form 10-Q, with total revenues of $795 million, up $41 million or 5.4 percent from the prior-year quarter, and commissions and fees of $791 million, up 5.6 percent. Organic commissions and fees growth was 5.7 percent. However, the company posted a net loss attributable to Willis Group Holdings of $27 million, or $0.15 per diluted share, versus net income of $26 million a year earlier, driven mainly by a $60 million loss on extinguishment of debt. Operating income rose to $75 million from $70 million. For the first nine months of 2013, total revenues were $2,736 million, up 4.9 percent, and net income attributable to Willis Group Holdings was $297 million, or $1.67 per diluted share, compared with $359 million a year earlier. The results include a $46 million pre-tax charge for the Expense Reduction Initiative in the first quarter, which eliminated 207 positions. The company's reported tax rate for the nine months was 23 percent, and its stockholders' equity rose to $2,024 million from $1,699 million at year-end 2012. During the quarter, Willis refinanced debt by issuing $250 million of 4.625% senior notes due 2023 and $275 million of 6.125% senior notes due 2043, and used the proceeds to repurchase $202 million of 5.625% notes due 2015, $206 million of 6.200% notes due 2017 and $113 million of 7.000% notes due 2019. The company also disclosed ongoing Stanford Financial Group litigation, including the Troice case, which the U.S. Supreme Court heard on October 7, 2013, with a ruling expected in late 2013 or early 2014.

    Nov 5, 2013
  41. 2013-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2013

    Willis Group Holdings plc reported its second-quarter 2013 results in this Form 10-Q. Total revenues were $890 million for the quarter, up $48 million or 5.7 percent from $842 million a year earlier, with commissions and fees of $885 million and organic commissions and fees growth of 6.3 percent. Operating income was $171 million versus $179 million, and operating margin fell to 19.2 percent from 21.3 percent. Net income attributable to Willis Group Holdings was $105 million, or $0.59 per diluted share from continuing operations, compared with $107 million or $0.61 a year earlier. Results were weighed down by higher salaries and benefits, other operating expenses including $7 million of one-time VAT-related charges, and a lower tax rate of 21 percent. For the first half of 2013, revenues were $1,941 million, up 4.6 percent, and net income attributable to the company was $324 million, or $1.83 per diluted share from continuing operations. First-half results include a $46 million pre-tax charge under an Expense Reduction Initiative, which the company says should yield cost savings of approximately $20 million in 2013 and annualized savings of $25 to $30 million. Cash and cash equivalents were $503 million at June 30, 2013, and total debt was $2,343 million. The filing also highlights subsequent events: on July 23, 2013 the company amended its credit facilities, raising the revolving credit facility from $500 million to $800 million and extending maturities to July 23, 2018. On July 25, 2013 it commenced cash tender offers for certain senior notes, and the company declared a quarterly dividend of $0.28 per share. Ongoing Stanford-related litigation remains disclosed, with the company stating it does not expect a material adverse effect on its financial condition.

    Aug 6, 2013
  42. 2013-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2013

    Willis Group Holdings plc reported first quarter 2013 results in this Form 10-Q, with total revenues of $1,051 million, up $38 million, or 4 percent, from $1,013 million in the first quarter of 2012. Commissions and fees rose to $1,046 million from $1,005 million, and organic commissions and fees growth was 4 percent, with each of the Global, International and North America operations growing 4 percent. Total expenses rose 10 percent to $764 million, including a $46 million charge tied to the Expense Reduction Initiative, which eliminated 207 positions. Operating income was $287 million versus $317 million a year earlier, and the GAAP operating margin fell to 27.3 percent from 31.3 percent. Net income attributable to Willis Group Holdings was $219 million, or $1.24 per diluted share, compared with $225 million, or $1.28 per diluted share, in the prior-year quarter. Adjusted diluted earnings per share were $1.46, versus $1.32. The balance sheet and cash flow show a seasonal first quarter. Cash and cash equivalents were $531 million at March 31, 2013, and operating cash flow was $39 million, down from $62 million, reflecting a $196 million payment of 2012 cash incentives and $44 million of defined benefit pension contributions. Total debt was $2,402 million, and the company drew $55 million on its revolving credit facility, which it expects to repay during 2013. The capitalization ratio was 56.3 percent, compared with 58.1 percent at December 31, 2012. The quarterly dividend was $0.28 per share, and the company agreed to acquire Prime Professions, subject to regulatory approval. The filing also discloses ongoing legal exposure. Willis is a defendant in 12 lawsuits related to the collapse of The Stanford Financial Group, and the Supreme Court agreed to hear the Troice appeal. The company does not expect these matters to have a material adverse effect, but it notes that outcomes cannot be predicted and that adverse results could be material in particular periods.

    May 8, 2013
  43. 2012-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2012

    Willis Group Holdings plc's Form 10-Q for the quarter ended September 30, 2012 shows third-quarter 2012 total revenues of $754 million, down $6 million, or 1 percent, from $760 million a year earlier, with commissions and fees of $749 million. Operating income was $70 million versus $90 million, and net income attributable to Willis Group Holdings was $26 million, or $0.15 per diluted share from continuing operations, compared with $0.34 a year earlier. For the first nine months of 2012, total revenues were $2,609 million and net income attributable to Willis Group Holdings was $359 million, compared with $179 million in the same period of 2011, which included a $171 million make-whole charge on senior note repurchases. Organic commissions and fees growth was 2 percent for both the quarter and nine-month period, with Global and International growing and North America declining. Management states that it expects to record a non-cash, one-time goodwill impairment charge associated with its North America reporting unit in the fourth quarter of 2012, and that the amount may be material. The North America goodwill balance was $1,782 million at September 30, 2012. The company also disclosed a $40 million uncollectible receivable in Chicago arising from fraudulent overstatement of commissions and fees from 2005 to 2011, with $13 million charged in the first quarter of 2012, and a $5 million insurance recovery recorded in the second quarter. Balance sheet highlights include cash and cash equivalents of $424 million, long-term debt of $2,364 million, and total Willis Group Holdings stockholders' equity of $2,674 million at September 30, 2012. The company repurchased 2,796,546 shares for $100 million in the first nine months of 2012, with approximately $824 million remaining under its buyback authorization as of November 2, 2012.

    Nov 7, 2012
  44. 2012-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2012

    Willis Group Holdings plc reported total revenues of $842 million for the second quarter of 2012, down $19 million, or 2 percent, from $861 million in the prior year quarter. Commissions and fees were $837 million, and net income attributable to Willis Group Holdings was $108 million, compared with $85 million a year earlier. Diluted earnings per share from continuing operations were $0.61, versus $0.48. The filing notes that foreign currency movements reduced commissions and fees by 4 percent and that organic growth was 2 percent. For the six months ended June 30, 2012, net income attributable to the company was $333 million, or $1.89 diluted EPS from continuing operations, compared with $119 million and $0.68 in the first half of 2011, which included $171 million of make-whole and debt write-off charges. Growth varied by segment. Global commissions and fees rose 5 percent reported and 7 percent organically, North America fell 4 percent reported and 3 percent organically (about 2 percent excluding Loan Protector, which the company says it does not consider representative of its operations), and International declined 6 percent reported but grew 2 percent organically. Operating income was $179 million in the quarter, and adjusted operating margin was 20.7 percent, down 80 basis points. The company also disclosed a $40 million overstatement of commissions and fees from 2005 to 2011 caused by fraud at a stand-alone business unit, with $13 million charged to operating expenses in the first quarter of 2012 and a $5 million insurance recovery in the second quarter. Capital and liquidity remained stable. Cash and cash equivalents were $407 million at June 30, 2012, total debt was $2.41 billion, and the capitalization ratio was 47.3 percent. The company repurchased 1,039,849 shares in the second quarter at an average price of $35.37, and about $849 million remained under its authorization as of August 3, 2012. The quarterly dividend was declared at $0.27 per share. The filing also discloses ongoing litigation tied to Stanford Financial Group, a pending European Commission sector inquiry, and a UK pension plan funding schedule with contributions expected to total $92 million in 2012.

    Aug 9, 2012
  45. 2012-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2012

    Willis Group Holdings plc reported first-quarter 2012 total revenues of $1,013 million, up $6 million from $1,007 million in the prior-year quarter, with commissions and fees of $1,005 million, up from $999 million. Organic commissions and fees growth was 2 percent, with foreign currency movements reducing commissions and fees by 1 percent. Operating income rose to $317 million from $239 million, and operating margin improved to 31.3 percent from 23.7 percent. Total expenses fell $72 million, or 9 percent, mainly because the prior-year quarter included a $97 million charge for the 2011 Operational Review. Net income attributable to Willis Group Holdings was $225 million, or $1.28 per diluted share from continuing operations, compared with $34 million, or $0.20, a year earlier, which included a $171 million make-whole charge on debt repurchase and redemption. The company disclosed a correction of commissions and fees overstatement in a stand-alone business unit. The filing states that approximately $40 million of fraudulent overstatements of commissions and fees from 2004 to 2011 were identified, that the company does not believe these periods were materially affected, and that it recognized a $13 million charge in the quarter for the write-off and associated legal expenses. Adjusted operating margin was 32.6 percent, and adjusted diluted EPS from continuing operations was $1.32 versus $1.29. Balance sheet and liquidity remained solid. Cash and cash equivalents were $464 million at March 31, 2012, and long-term debt was $2,435 million. Remaining revolving credit availability was $415 million, and the company stated it has sufficient liquidity for at least the next 12 months. The company declared a quarterly dividend of $0.27 per share, and approximately $889 million remained under its share buyback authorization as of May 4, 2012. The filing also notes that the UK pension trustee agreed a revised contribution schedule covering 2012 through 2017, with a total deficit and profit-share contribution cap of $499 million.

    May 10, 2012
  46. 2011-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2011

    Willis Group Holdings plc reported third quarter 2011 total revenues of $762 million, up 4 percent from $733 million in the same period of 2010, with organic growth in commissions and fees of 2 percent. Net income attributable to Willis Group Holdings fell to $60 million, or $0.34 per diluted share, from $64 million, or $0.37 per diluted share, as expenses rose. Operating income was $90 million versus $106 million, and operating margin was 12 percent versus 14 percent. Key drivers included a $15 million pre-tax charge for the 2011 Operational Review and a $20 million increase in amortization of cash retention awards. For the first nine months of 2011, total revenues were $2,633 million, up 5 percent, with organic commissions and fees growth of 3 percent. Net income was $179 million, or $1.02 per diluted share, versus $357 million, or $2.09 per diluted share, a year earlier. Results were weighed down by a $130 million pre-tax charge for the 2011 Operational Review, a $171 million pre-tax make-whole charge and write-off of debt issuance costs tied to the repurchase of $500 million of 12.875% senior notes, and an $11 million UK FSA regulatory settlement. The company now expects the full-year cost of the Operational Review to be about $160 million and annualized savings of $115 million to $125 million beginning in 2012. On the balance sheet, cash and cash equivalents were $363 million at September 30, 2011, and total debt was $2,399 million, compared with $2,267 million at December 31, 2010. Total equity was $2,717 million. The company issued $300 million of 4.125% senior notes due 2016 and $500 million of 5.750% senior notes due 2021 in March 2011, with net proceeds of about $787 million. Management stated it believes it has sufficient liquidity to meet cash needs for at least the next 12 months.

    Nov 9, 2011
  47. 2011-Q2-A

    Willis Towers Watson Quarterly Report (Amendment) for Q2 Ended Jun 30, 2011

    This Amendment No. 1 to the Quarterly Report on Form 10-Q of Willis Group Holdings plc (now Willis Towers Watson) for the period ended June 30, 2011 was filed solely to furnish Exhibit 101, the financial information from the original quarterly report formatted in XBRL, under Rule 405 of Regulation S-T. The amendment states that it does not reflect subsequent events or modify or update any disclosures in the original filing, so it does not change the company's reported results. The filing is largely an exhibit index and signature page. It lists previously filed exhibits covering an amendment to the Amended and Restated Willis U.S. 2005 Deferred Compensation Plan effective June 1, 2011, forms of time-based and performance-based share award agreements for executive officers under the Willis Group Holdings 2001 and 2008 Share Purchase and Option Plans and the Hilb Rogal & Hobbs Company 2007 Share Incentive Plan, and two performance-based restricted share unit award agreements dated May 2, 2011 with Joseph J. Plumeri and Martin Sullivan. It also lists Section 302 and Section 906 certifications. The XBRL files (instance, schema, calculation, definition, label and presentation linkbases) are furnished as Exhibit 101. Under Rule 406T, those interactive data files are deemed not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934. The amendment was signed by Michael K. Neborak, Group Chief Financial Officer, on August 19, 2011.

    Aug 19, 2011
  48. 2011-Q2

    Willis Towers Watson Quarterly Report for Q2 Ended Jun 30, 2011

    Willis Group Holdings plc reported second-quarter 2011 total revenues of $863 million, up 8 percent from $799 million a year earlier, with organic commissions and fees growth of 3 percent. Net income attributable to Willis Group Holdings was $85 million, or $0.48 per diluted share, compared with $89 million, or $0.52, in the prior-year quarter. Operating margin was 18 percent versus 21 percent, mainly reflecting the 2011 Operational Review charge of $18 million, a $14 million net increase in incentive expenses, and an $11 million UK FSA regulatory settlement. For the first half of 2011, revenues were $1,871 million, up 6 percent, but net income fell to $119 million, or $0.68 per diluted share, from $293 million, or $1.71. The decline reflects a $115 million charge for the 2011 Operational Review, a $171 million make-whole and debt write-off charge tied to refinancing $500 million of 12.875% senior notes, and the $11 million FSA settlement. The company expects the full-year 2011 cost of the Operational Review to be approximately $130 million, with annualized savings of $95 million to $105 million beginning in 2012. The balance sheet shows total assets of $17.94 billion and total debt of $2.42 billion at June 30, 2011, with cash of $317 million and a capitalization ratio of 47 percent. The company issued $800 million of new senior notes in March 2011, and it paid cash dividends of $0.26 per share in the quarter. The filing also discloses ongoing litigation, including Stanford-related suits seeking damages above $1 billion in one action and a class settlement in the contingent compensation litigation that the company describes as immaterial.

    Aug 9, 2011
  49. 2011-Q1

    Willis Towers Watson Quarterly Report for Q1 Ended Mar 31, 2011

    Willis Group Holdings plc reported first-quarter 2011 net income attributable to Willis Group Holdings of $34 million, or $0.20 per diluted share, down from $204 million, or $1.20 per diluted share, in the first quarter of 2010. Total revenues rose 4 percent to $1,008 million, with organic commissions and fees growth of 4 percent. The decline in earnings was driven by a $97 million charge relating to the 2011 Operational Review (equivalent to $69 million post-tax, or $0.39 per diluted share) and a $171 million charge for make-whole amounts and the write-off of unamortized debt issuance costs related to the repurchase and redemption of $500 million of 12.875% senior notes (equivalent to $124 million post-tax, or $0.71 per diluted share). Operating margin was 24 percent, compared with 31 percent in the prior-year quarter. The company refinanced debt during the quarter, issuing $300 million of 4.125% senior notes due 2016 and $500 million of 5.750% senior notes due 2021, with net proceeds of approximately $788 million. Total debt rose to $2,577 million at March 31, 2011, from $2,267 million at December 31, 2010, and the capitalization ratio was 49 percent. Cash and cash equivalents were $432 million, and the company reported $400 million of remaining availability under its revolving credit facilities. Management stated it believes liquidity is sufficient for at least the next 12 months. Management expects full-year 2011 cost savings from the Operational Review of $65 million to $75 million, rising to annualized savings of $95 million to $105 million from 2012. It also expects modest adjusted margin expansion and modest adjusted diluted EPS growth in 2011, with significantly accelerated growth in 2012 and beyond. Key contingent matters include the Stanford Financial Group class actions, which seek damages that have been described in amounts exceeding $1 billion, and a reinsurance market dispute. The company stated it does not expect these matters to have a material adverse effect on its financial condition, although certain outcomes could be material to results in particular periods.

    May 10, 2011
  50. 2010-Q3

    Willis Towers Watson Quarterly Report for Q3 Ended Sep 30, 2010

    Willis Group Holdings Public Limited Company reported third-quarter 2010 total revenues from continuing operations of $733 million, up $8 million, or 1 percent, from $725 million a year earlier, and net income from continuing operations of $64 million, or $0.37 per diluted share, versus $78 million, or $0.46 per diluted share, in third quarter 2009. Management attributed the revenue growth to 4 percent organic growth in commissions and fees, partly offset by a 3 percent adverse impact from foreign currency translation. Operating income rose to $106 million from $82 million, with operating margin of 14 percent versus 11 percent, helped by lower amortization of intangibles, a $7 million release of a legal reserve, and disciplined expense management. The year-over-year decline in earnings per share was driven mainly by a $38 million one-off tax credit in the prior-year quarter. For the nine months ended September 30, 2010, total revenues were $2,504 million, up 3 percent, and net income from continuing operations was $357 million, flat with 2009, while diluted EPS was $2.09 versus $2.13. The company recorded a $12 million charge for the devaluation of the Venezuelan currency in January 2010. Cash at September 30, 2010 was $141 million, and total debt was $2.3 billion, down from $2.4 billion at December 31, 2009, with $95 million drawn on the $300 million revolving credit facility and a new $200 million facility agreed in August 2010. The filing also discloses continuing litigation, including Stanford Financial Group-related class actions and suits, a remanded RICO claim in the broker-related multidistrict litigation, a reinsurance market dispute, and a St. Jude coverage case. The company states it does not expect these matters to have a material adverse effect on its financial condition, although outcomes of individual suits cannot be predicted.

    Nov 5, 2010