Watson Wyatt Worldwide and Towers, Perrin, Forster & Crosby complete merger

Wyatt Worldwide, Inc., a consulting firm focused on providing human capital and financial management consulting services, has merged with Towers, Perrin, Forster & Crosby, Inc. (Towers Perrin), a professional services firm, in a transaction valued at approximately $4,000 million. Both the companies are based in the US.

The combined company will be known as Towers Watson & Co.

Update on December 18, 2009:

The shareholders of Watson Wyatt and Towers Perrin have approved the proposed merger between the two companies.

Update on December 4, 2009:

The European Commission has conditionally approved the proposed merger between Watson Wyatt and Towers Perrin.

As part of the European Commission's clearance decision, Watson Wyatt has committed to sell its life insurance actuarial software business, VIPitech. However, the European Commission has agreed that the merged company may retain a license to use the VIPitech software, which will allow it to continue to serve those clients that have implemented this software.

The transaction is expected to close on January 1, 2010.

Update on August 7, 2009:

The Federal Trade Commission has approved the proposed merger between Watson Wyatt and Towers Perrin.

Announcement (June 28, 2009):

Watson Wyatt and Towers Perrin have entered into a definitive agreement under which Towers Perrin and Watson Wyatt will combine in a merger of equals to form a new company called Towers Watson & Co. Based on the closing price of Watson Wyatt common stock on June 26, 2009, the implied equity value of the transaction is approximately $3,500 million.

Under the terms of the agreement, Watson Wyatt shareholders will be entitled to receive 50% of the combined company's shares on a fully diluted basis. Both the companies Board of Directors have approved the transaction.

Goldman, Sachs & Co. is acting as financial advisor and Milbank, Tweed, Hadley & McCloy LLP is acting as legal advisor to Towers Perrin. Bank of America Corporation is acting as financial advisor and Gibson, Dunn & Crutcher LLP is acting as legal advisor to Watson Wyatt.

Deal Value (US$ Million) 4000
Deal Type                Merger
Deal Status              Completed: 2010-01-03

Deal Participants

Target 1 (Company) Watson Wyatt Worldwide
Target 2 (Company) Towers Perrin

Deal Rationale

The merger will create a company with strengthened organizational capabilities and expanded global presence with geographically diverse revenue base. The combination also leads to an enhanced products and services offering in the professional service segment.

Related terms: advisor, bank, business, consulting, equity, legal, life insurance, merger, products, revenue, software, trade