Two large, multinational consulting firms with major benefits operations have announced a $3.5 billion merger.
The boards of Towers, Perrin, Forster & Crosby Inc., Stamford, Conn., and Watson Wyatt Worldwide, Inc, Arlington, Va. unanimously approved a merger agreement Sunday.
The companies are describing the deal as a merger of equals.
The combined company would be named Towers Watson & Company and would be publicly listed.
Watson Wyatt Chief Executive Officer John Haley would be CEO of Towers Watson, and Towers Perrin CEO Mark Mactas would be president of Towers Watson.
The Towers Watson board would have seats for 12 directors, with half of the directors coming from Watson Wyatt and half from Towers Perrin.
Watson Wyatt shareholders would receive 50% of the Towers Watson shares on a fully diluted basis, and the shares would be freely tradable.
Tower Perrin shareholders, and a group of Towers Perrin employees eligible to receive equity incentive awards, would receive the other 50% of the Towers Watson shares. Those shares would be restricted. The shares would become freely tradable over a period of 1 to 4 years.
The companies expect there to be 81 million shares outstanding after the proposed merger is consummated.
