- Total revenue1 increased 3% to
$2.05 billion , with organic revenue growth of 6%
- Diluted Earnings per Share for the quarter were
$1.06 , up 141% over prior year
- Adjusted Diluted Earnings per Share for the quarter were
$1.78 , up 5% over prior year
- Income from Operations for the quarter was
$176 million or 8.6% of revenue, up 540 basis points over prior year
- Adjusted Operating Income for the quarter was
$299 million or 14.6% of revenue, up 160 basis points over prior year
“We are pleased with our financial results for the second quarter and first half of fiscal 2019. For the second quarter, we delivered 6 percent organic revenue growth, and each of our business segments demonstrated healthy growth in revenue and operating income margin, contributing to a double-digit increase in adjusted operating income growth for the overall Company,” said
Company Highlights
Revenue was
For the first half of 2019, revenue was
Net income attributable to
For the first half of 2019, net income attributable to
Net income for the second quarter of 2019 was
For the first half of 2019, net income was
_____________________________________
1 The revenue amounts included in this release are presented on a U.S. GAAP basis except where stated otherwise. The segment discussion is on an organic basis.
Operating income margin improved by 540 basis points compared to the second quarter of the prior year. Adjusted operating income margin improved by 160 basis points to 14.6% from 13.0% in the prior-year second quarter. Margin improvement was driven by enhanced margin performance across all segments.
For the first half of 2019, operating income margin improved by 480 basis points compared to the same period in the prior year. Adjusted operating income margin improved by 170 basis points to 18.1% from 16.4% for the first half of 2019.
Cash flows from operating activities for the six months ended
Segment Highlights
Corporate Risk & Broking
The Corporate Risk & Broking (CRB) segment had revenue of
Investment, Risk & Reinsurance
The Investment, Risk & Reinsurance (IRR) segment had revenue of
Benefits Delivery & Administration
The Benefits Delivery & Administration (BDA) segment had revenue of
2019 Guidance Update
Conference Call
The Company will host a live webcast and conference call to discuss the financial results for the second quarter. It will be held on
About
Select Questions and Answers
Q1: What were the financial terms of the TRANZACT deal?
As part of the TRANZACT acquisition closing, we amended the earn-out provision portion of the acquisition agreement to lower the potential earn-out from
Q2: What was the impact of foreign currency movements for the second quarter and year to date?
For the quarter ended
Q3: What was the impact of the Company’s adoption of the new lease accounting standard (ASC 842, Leases)?
ASC 842 became effective, and was adopted by the Company, on
Q4: What is your view of insurance pricing in the market?
We have seen a modest but definite improvement with pricing in the market. For a comprehensive look at overall market pricing in the primary and reinsurance markets, please view the “Insurance Marketplace Realities: Spring 2019 Update”, and the “Willis Re: 1st View” which can both be found on the
Willis Towers Watson Non-GAAP Measures
In order to assist readers of our consolidated financial statements in understanding the core operating results that Willis Towers Watson’s management uses to evaluate the business and for financial planning, we present the following non-GAAP measures: (1) Constant Currency Change, (2) Organic Change, (3) Adjusted Operating Income, (4) Adjusted EBITDA, (5) Adjusted Net Income, (6) Adjusted Diluted Earnings Per Share, (7) Adjusted Income Before Taxes, (8) Adjusted Income Taxes/Tax Rate and (9) Free Cash Flow.
The Company believes that these measures are relevant and provide useful information widely used by analysts, investors and other interested parties in our industry to provide a baseline for evaluating and comparing our operating performance, and in the case of free cash flow, our liquidity results.
Within these measures referred to as ‘adjusted’, we adjust for significant items which will not be settled in cash, or which we believe to be items that are not core to our current or future operations. Some of these items may not be applicable for the current quarter, however they are expected to be part of our full-year results. These items include the following:
- Transaction and integration expenses - Management believes it is appropriate to adjust for transaction and integration expenses when they relate to a specific significant program with a defined set of activities and costs that are not expected to continue beyond a defined period of time, or significant acquisition-related transaction expenses. We believe the adjustment is necessary to present how the Company is performing, both now and in the future when the incurrence of these costs will have concluded.
- Gains and losses on disposals of operations - Adjustment to remove the gain or loss resulting from disposed operations.
- Pension settlement and curtailment gains and losses - Adjustment to remove significant pension settlement and curtailment gains and losses to better present how the Company is performing.
- Provisions for significant litigation - We will include provisions for litigation matters which we believe are not representative of our core business operations.
- Tax effects of internal reorganization - Relates to the U.S. income tax expense resulting from the completion of internal reorganizations of the ownership of certain businesses that reduced the investments held by our U.S.-controlled subsidiaries.
We evaluate our revenue on an as reported (U.S. GAAP), constant currency and organic basis. We believe presenting constant currency and organic information provides valuable supplemental information regarding our comparable results, consistent with how we evaluate our performance internally.
Constant Currency Change – represents the year-over-year change in revenue excluding the impact of foreign currency fluctuations. To calculate this impact, the prior year local currency results are first translated using the current year monthly average exchange rates. The change is calculated by comparing the prior year revenue, translated at the current year monthly average exchange rates, to the current year as reported revenue, for the same period. We believe constant currency measures provide useful information to investors because they provide transparency to performance by excluding the effects that foreign currency exchange rate fluctuations have on period-over-period comparability given volatility in foreign currency exchange markets.
Organic Change – excludes the impact of fluctuations in foreign currency exchange rates, as described above and the period-over-period impact of acquisitions and divestitures on current-year revenue. We believe that excluding transaction-related items from our U.S. GAAP financial measures provides useful supplemental information to our investors, and it is important in illustrating what our core operating results would have been had we not included these transaction-related items, since the nature, size and number of these translation-related items can vary from period to period.
Adjusted Operating Income/Margin – Income from Operations adjusted for amortization, transaction and integration expenses and non-recurring items that, in management’s judgment, significantly affect the period-over-period assessment of operating results. Adjusted Operating Income Margin is calculated by dividing adjusted operating income by revenue.
Adjusted EBITDA/Margin – Net Income adjusted for provision for income taxes, interest expense, depreciation and amortization, transaction and integration expenses, (gain)/loss on disposal of operations and non-recurring items that, in management’s judgment, significantly affect the period-over-period assessment of operating results. Adjusted EBITDA Margin is calculated by dividing adjusted EBITDA by revenue.
Adjusted Net Income – Net Income Attributable to
Adjusted Diluted Earnings Per Share – Adjusted Net Income divided by the weighted-average number of shares of common stock, diluted.
Adjusted Income Before Taxes – Income from operations before income taxes adjusted for amortization, transaction and integration expenses, (gain)/loss on disposal of operations and non-recurring items that, in management’s judgment, significantly affect the period-over-period assessment of operating results. Adjusted income before taxes is used solely for the purpose of calculating the adjusted income tax rate.
Adjusted Income Taxes/Tax Rate – Provision for income taxes adjusted for taxes on certain items of amortization, transaction and integration expenses, (gain)/loss on disposal of operations, the tax effects of internal reorganizations, and non-recurring items that, in management’s judgment, significantly affect the period-over-period assessment of operating results, divided by adjusted income before taxes. Adjusted income taxes is used solely for the purpose of calculating the adjusted income tax rate.
Free Cash Flow – Cash flows from operating activities less cash used to purchase fixed assets and software for internal use. Free Cash Flow is a liquidity measure and is not meant to represent residual cash flow available for discretionary expenditures.
These non-GAAP measures are not defined in the same manner by all companies and may not be comparable to other similarly titled measures of other companies. Non-GAAP measures should be considered in addition to, and not as a substitute for, the information contained within our condensed consolidated financial statements.
Reconciliations of these measures are included in the accompanying tables with the following exception.
The Company does not reconcile its forward looking non-GAAP financial measures to the corresponding U.S. GAAP measures, due to variability and difficulty in making accurate forecasts and projections and/or certain information not being ascertainable or accessible; and because not all of the information, such as foreign currency impacts necessary for a quantitative reconciliation of these forward-looking non-GAAP financial measures to the most directly comparable U.S. GAAP financial measure, is available to the Company without unreasonable efforts. For the same reasons, the Company is unable to address the probable significance of the unavailable information. The Company provides non-GAAP financial measures that it believes will be achieved, however it cannot accurately predict all of the components of the adjusted calculations and the U.S. GAAP measures may be materially different than the non-GAAP measures.
Willis Towers Watson Forward-Looking Statements
This document contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. You can identify these statements and other forward-looking statements in this document by words such as “may”, “will”, “would”, “expect”, “anticipate”, “believe”, “estimate”, “plan”, “intend”, “continue”, or similar words, expressions or the negative of such terms or other comparable terminology. These statements include, but are not limited to, such things as our outlook, future capital expenditures, future share repurchases, growth in revenue, the impact of changes to tax laws on our financial results, business strategies and planned acquisitions (including the acquisition of TRANZACT), competitive strengths, goals, the benefits of new initiatives, growth of our business and operations, plans and references to future successes, including our future financial and operating results, plans, objectives, expectations and intentions and other statements that are not historical facts. Such statements are based upon the current beliefs and expectations of Willis Towers Watson’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. All forward-looking disclosure is speculative by its nature.
There are important risks, uncertainties, events and factors that could cause our actual results or performance to differ materially from those in the forward-looking statements contained herein, including the following: the ability of the company to successfully establish, execute and achieve its global business strategy as it evolves; changes in demand for our services, including any decline in defined benefit pension plans or the purchasing of insurance; changes in general economic, business and political conditions, including changes in the financial markets; significant competition that the company faces and the potential for loss of market share and/or profitability; the impact of seasonality and differences in timing of renewals; the risk of increased liability or new legal claims arising from our new and existing products and services, and expectations, intentions and outcomes relating to outstanding litigation; the risk the
Although we believe that the assumptions underlying our forward-looking statements are reasonable, any of these assumptions, and therefore also the forward-looking statements based on these assumptions, could themselves prove to be inaccurate. In light of the significant uncertainties inherent in the forward-looking statements included in this document, our inclusion of this information is not a representation or guarantee by us that our objectives and plans will be achieved.
Our forward-looking statements speak only as of the date made and we will not update these forward-looking statements unless the securities laws require us to do so. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this document may not occur, and we caution you against relying on these forward-looking statements.
Contact
INVESTORS
Supplemental Segment Information
(In millions of U.S. dollars)
(Unaudited)
| REVENUE | |||||||||||||||||||||||||||||||||
| Components of Revenue Change(i) | |||||||||||||||||||||||||||||||||
| Three Months Ended June 30, | As Reported | Currency | Constant Currency | Acquisitions/ | Organic | ||||||||||||||||||||||||||||
| 2019 | 2018 | % Change | Impact | Change | Divestitures | Change | |||||||||||||||||||||||||||
| Human Capital & Benefits | $ | 797 | $ | 780 | 2% | (3)% | 5% | 0% | 5% | ||||||||||||||||||||||||
| Corporate Risk & Broking | 690 | 674 | 2% | (3)% | 5% | 0% | 5% | ||||||||||||||||||||||||||
| Investment, Risk & Reinsurance | 409 | 385 | 6% | (3)% | 9% | 1% | 8% | ||||||||||||||||||||||||||
| Benefits Delivery & Administration | 126 | 119 | 6% | 0% | 6% | 0% | 6% | ||||||||||||||||||||||||||
| Segment Revenue | 2,022 | 1,958 | 3% | (3)% | 6% | 0% | 6% | ||||||||||||||||||||||||||
| Reimbursable expenses and other | 26 | 32 | |||||||||||||||||||||||||||||||
| Revenue | $ | 2,048 | $ | 1,990 | 3% | (3)% | 6% | 0% | 6% | ||||||||||||||||||||||||
| Components of Revenue Change(i) | |||||||||||||||||||||||||||||||||
| Six Months Ended June 30, | As Reported | Currency | Constant Currency | Acquisitions/ | Organic | ||||||||||||||||||||||||||||
| 2019 | 2018 | % Change | Impact | Change | Divestitures | Change | |||||||||||||||||||||||||||
| Human Capital & Benefits | $ | 1,626 | $ | 1,612 | 1% | (3)% | 4% | 0% | 4% | ||||||||||||||||||||||||
| Corporate Risk & Broking | 1,418 | 1,414 | 0% | (4)% | 4% | 0% | 5% | ||||||||||||||||||||||||||
| Investment, Risk & Reinsurance | 998 | 959 | 4% | (3)% | 8% | 1% | 6% | ||||||||||||||||||||||||||
| Benefits Delivery & Administration | 261 | 241 | 8% | 0% | 8% | 0% | 8% | ||||||||||||||||||||||||||
| Segment Revenue | 4,303 | 4,226 | 2% | (3)% | 5% | 0% | 5% | ||||||||||||||||||||||||||
| Reimbursable expenses and other | 57 | 56 | |||||||||||||||||||||||||||||||
| Revenue | $ | 4,360 | $ | 4,282 | 2% | (3)% | 5% | 0% | 5% | ||||||||||||||||||||||||
_______
(i) Components of revenue change may not add due to rounding
SEGMENT OPERATING INCOME (i)
| Three Months Ended June 30, | ||||||||
| 2019 | 2018 | |||||||
| Human Capital & Benefits | $ | 169 | $ | 149 | ||||
| Corporate Risk & Broking | 104 | 97 | ||||||
| Investment, Risk & Reinsurance | 109 | 89 | ||||||
| Benefits Delivery & Administration | (25 | ) | (31 | ) | ||||
| Segment Operating Income | $ | 357 | $ | 304 | ||||
| Six Months Ended June 30, | ||||||||
| 2019 | 2018 | |||||||
| Human Capital & Benefits | $ | 373 | $ | 342 | ||||
| Corporate Risk & Broking | 231 | 222 | ||||||
| Investment, Risk & Reinsurance | 361 | 350 | ||||||
| Benefits Delivery & Administration | (46 | ) | (63 | ) | ||||
| Segment Operating Income | $ | 919 | $ | 851 | ||||
_______
(i) Segment operating income excludes certain costs, including amortization of intangibles, transaction and integration expenses, certain litigation provisions, and to the extent that the actual expense based upon which allocations are made differs from the forecast/budget amount, a reconciling item will be created between internally allocated expenses and the actual expenses reported for U.S. GAAP purposes.
RECONCILIATIONS OF SEGMENT OPERATING INCOME TO INCOME FROM OPERATIONS BEFORE INCOME TAXES
| Three Months Ended June 30, | ||||||||
| 2019 | 2018 | |||||||
| Segment Operating Income | $ | 357 | $ | 304 | ||||
| Amortization | (123 | ) | (140 | ) | ||||
| Transaction and integration expenses | — | (55 | ) | |||||
| Unallocated, net(i) | (58 | ) | (46 | ) | ||||
| Income from Operations | 176 | 63 | ||||||
| Interest expense | (56 | ) | (52 | ) | ||||
| Other income, net | 67 | 63 | ||||||
| Income from operations before income taxes | $ | 187 | $ | 74 | ||||
| Six Months Ended June 30, | ||||||||
| 2019 | 2018 | |||||||
| Segment Operating Income | $ | 919 | $ | 851 | ||||
| Amortization | (250 | ) | (281 | ) | ||||
| Transaction and integration expenses | (6 | ) | (98 | ) | ||||
| Unallocated, net(i) | (128 | ) | (150 | ) | ||||
| Income from Operations | 535 | 322 | ||||||
| Interest expense | (110 | ) | (103 | ) | ||||
| Other income, net | 122 | 119 | ||||||
| Income from operations before income taxes | $ | 547 | $ | 338 | ||||
______
(i) Includes certain costs, primarily related to corporate functions which are not directly related to the segments, and certain differences between budgeted expenses determined at the beginning of the year and actual expenses that we report for U.S. GAAP purposes.
Reconciliations of Non-GAAP Measures
(In millions of U.S. dollars, except per share data)
(Unaudited)
RECONCILIATIONS OF NET INCOME ATTRIBUTABLE TO WILLIS TOWERS WATSON TO ADJUSTED DILUTED EARNINGS PER SHARE
| Three Months Ended June 30, | ||||||||
| 2019 | 2018 | |||||||
| Net income attributable to Willis Towers Watson | $ | 138 | $ | 58 | ||||
| Adjusted for certain items: | ||||||||
| Amortization | 123 | 140 | ||||||
| Transaction and integration expenses | — | 55 | ||||||
| Pension settlement and curtailment gains and losses | — | 20 | ||||||
| Tax effect on certain items listed above(i) | (29 | ) | (48 | ) | ||||
| Adjusted net income | $ | 232 | $ | 225 | ||||
| Weighted-average shares of common stock — diluted | 130 | 133 | ||||||
| Diluted earnings per share | $ | 1.06 | $ | 0.44 | ||||
| Adjusted for certain items:(ii) | ||||||||
| Amortization | 0.94 | 1.06 | ||||||
| Transaction and integration expenses | — | 0.41 | ||||||
| Pension settlement and curtailment gains and losses | — | 0.15 | ||||||
| Tax effect on certain items listed above(i) | (0.22 | ) | (0.36 | ) | ||||
| Adjusted diluted earnings per share | $ | 1.78 | $ | 1.7 | ||||
| Six Months Ended June 30, | ||||||||
| 2019 | 2018 | |||||||
| Net income attributable to Willis Towers Watson | $ | 425 | $ | 273 | ||||
| Adjusted for certain items: | ||||||||
| Amortization | 250 | 281 | ||||||
| Transaction and integration expenses | 6 | 98 | ||||||
| Pension settlement and curtailment gains and losses | — | 20 | ||||||
| Loss on disposal of operations | — | 9 | ||||||
| Tax effect on certain items listed above(i) | (61 | ) | (95 | ) | ||||
| Adjusted net income | $ | 620 | $ | 586 | ||||
| Weighted-average shares of common stock — diluted | 130 | 133 | ||||||
| Diluted earnings per share | $ | 3.26 | $ | 2.05 | ||||
| Adjusted for certain items:(ii) | ||||||||
| Amortization | 1.92 | 2.11 | ||||||
| Transaction and integration expenses | 0.05 | 0.74 | ||||||
| Pension settlement and curtailment gains and losses | — | 0.15 | ||||||
| Loss on disposal of operations | — | 0.07 | ||||||
| Tax effect on certain items listed above(i) | (0.47 | ) | (0.71 | ) | ||||
| Adjusted diluted earnings per share | $ | 4.76 | $ | 4.41 | ||||
______
(i) The tax effect was calculated using an effective tax rate for each item.
(ii) Per share values and totals may differ due to rounding.
RECONCILIATIONS OF NET INCOME TO ADJUSTED EBITDA
| Three Months Ended June 30, | ||||||||||||||
| 2019 | 2018 | |||||||||||||
| Net income | $ | 149 | 7.3 | % | $ | 65 | 3.3 | % | ||||||
| Provision for income taxes | 38 | 9 | ||||||||||||
| Interest expense | 56 | 52 | ||||||||||||
| Depreciation | 59 | 51 | ||||||||||||
| Amortization | 123 | 140 | ||||||||||||
| Transaction and integration expenses | — | 55 | ||||||||||||
| Pension settlement and curtailment gains and losses | — | 20 | ||||||||||||
| Adjusted EBITDA and adjusted EBITDA margin | $ | 425 | 20.8 | % | $ | 392 | 19.7 | % | ||||||
| Six Months Ended June 30, | ||||||||||||||
| 2019 | 2018 | |||||||||||||
| Net income | $ | 442 | 10.1 | % | $ | 286 | 6.7 | % | ||||||
| Provision for income taxes | 105 | 52 | ||||||||||||
| Interest expense | 110 | 103 | ||||||||||||
| Depreciation | 113 | 100 | ||||||||||||
| Amortization | 250 | 281 | ||||||||||||
| Transaction and integration expenses | 6 | 98 | ||||||||||||
| Pension settlement and curtailment gains and losses | — | 20 | ||||||||||||
| Loss on disposal of operations | — | 9 | ||||||||||||
| Adjusted EBITDA and adjusted EBITDA margin | $ | 1,026 | 23.5 | % | $ | 949 | 22.2 | % | ||||||
RECONCILIATIONS OF INCOME FROM OPERATIONS TO ADJUSTED OPERATING INCOME
| Three Months Ended June 30, | ||||||||||||||
| 2019 | 2018 | |||||||||||||
| Income from operations | $ | 176 | 8.6 | % | $ | 63 | 3.2 | % | ||||||
| Adjusted for certain items: | ||||||||||||||
| Amortization | 123 | 140 | ||||||||||||
| Transaction and integration expenses | — | 55 | ||||||||||||
| Adjusted operating income and adjusted operating income margin | $ | 299 | 14.6 | % | $ | 258 | 13 | % | ||||||
| Six Months Ended June 30, | ||||||||||||||
| 2019 | 2018 | |||||||||||||
| Income from operations | $ | 535 | 12.3 | % | $ | 322 | 7.5 | % | ||||||
| Adjusted for certain items: | ||||||||||||||
| Amortization | 250 | 281 | ||||||||||||
| Transaction and integration expenses | 6 | 98 | ||||||||||||
| Adjusted operating income and adjusted operating income margin | $ | 791 | 18.1 | % | $ | 701 | 16.4 | % | ||||||
RECONCILIATIONS OF GAAP INCOME TAXES/TAX RATE TO ADJUSTED INCOME TAXES/TAX RATE
| Three Months Ended June 30, | ||||||||
| 2019 | 2018 | |||||||
| Income from operations before income taxes | $ | 187 | $ | 74 | ||||
| Adjusted for certain items: | ||||||||
| Amortization | 123 | 140 | ||||||
| Transaction and integration expenses | — | 55 | ||||||
| Pension settlement and curtailment gains and losses | — | 20 | ||||||
| Adjusted income before taxes | $ | 310 | $ | 289 | ||||
| Provision for income taxes | $ | 38 | $ | 9 | ||||
| Tax effect on certain items listed above(i) | 29 | 48 | ||||||
| Adjusted income taxes | $ | 67 | $ | 57 | ||||
| U.S. GAAP tax rate | 19.7 | % | 12.7 | % | ||||
| Adjusted income tax rate | 21.4 | % | 19.7 | % | ||||
| Six Months Ended June 30, | ||||||||
| 2019 | 2018 | |||||||
| Income from operations before income taxes | $ | 547 | $ | 338 | ||||
| Adjusted for certain items: | ||||||||
| Amortization | 250 | 281 | ||||||
| Transaction and integration expenses | 6 | 98 | ||||||
| Pension settlement and curtailment gains and losses | — | 20 | ||||||
| Loss on disposal of operations | — | 9 | ||||||
| Adjusted income before taxes | $ | 803 | $ | 746 | ||||
| Provision for income taxes | $ | 105 | $ | 52 | ||||
| Tax effect on certain items listed above(i) | 61 | 95 | ||||||
| Adjusted income taxes | $ | 166 | $ | 147 | ||||
| U.S. GAAP tax rate | 19.1 | % | 15.5 | % | ||||
| Adjusted income tax rate | 20.6 | % | 19.7 | % | ||||
______
(i) The tax effect was calculated using an effective tax rate for each item.
RECONCILIATION OF CASH FLOWS FROM OPERATING ACTIVITIES TO FREE CASH FLOW
| Six Months Ended June 30, | ||||||||
| 2019 | 2018 | |||||||
| Cash flows from operating activities | $ | 303 | $ | 395 | ||||
| Less: Additions to fixed assets and software for internal use | (120 | ) | (141 | ) | ||||
| Free cash flow | $ | 183 | $ | 254 | ||||
Condensed Consolidated Statements of Income
(In millions of U.S. dollars, except per share data)
(Unaudited)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| 2019 | 2018 | 2019 | 2018 | |||||||||||||
| Revenue | $ | 2,048 | $ | 1,990 | $ | 4,360 | $ | 4,282 | ||||||||
| Costs of providing services | ||||||||||||||||
| Salaries and benefits | 1,278 | 1,275 | 2,626 | 2,652 | ||||||||||||
| Other operating expenses | 412 | 406 | 830 | 829 | ||||||||||||
| Depreciation | 59 | 51 | 113 | 100 | ||||||||||||
| Amortization | 123 | 140 | 250 | 281 | ||||||||||||
| Transaction and integration expenses | — | 55 | 6 | 98 | ||||||||||||
| Total costs of providing services | 1,872 | 1,927 | 3,825 | 3,960 | ||||||||||||
| Income from operations | 176 | 63 | 535 | 322 | ||||||||||||
| Interest expense | (56 | ) | (52 | ) | (110 | ) | (103 | ) | ||||||||
| Other income, net | 67 | 63 | 122 | 119 | ||||||||||||
| INCOME FROM OPERATIONS BEFORE INCOME TAXES | 187 | 74 | 547 | 338 | ||||||||||||
| Provision for income taxes | (38 | ) | (9 | ) | (105 | ) | (52 | ) | ||||||||
| NET INCOME | 149 | 65 | 442 | 286 | ||||||||||||
| Income attributable to non-controlling interests | (11 | ) | (7 | ) | (17 | ) | (13 | ) | ||||||||
| NET INCOME ATTRIBUTABLE TO WILLIS TOWERS WATSON | $ | 138 | $ | 58 | $ | 425 | $ | 273 | ||||||||
| EARNINGS PER SHARE | ||||||||||||||||
| Basic earnings per share | $ | 1.06 | $ | 0.44 | $ | 3.27 | $ | 2.06 | ||||||||
| Diluted earnings per share | $ | 1.06 | $ | 0.44 | $ | 3.26 | $ | 2.05 | ||||||||
| Weighted-average shares of common stock, basic | 130 | 132 | 130 | 132 | ||||||||||||
| Weighted-average shares of common stock, diluted | 130 | 133 | 130 | 133 | ||||||||||||
Condensed Consolidated Balance Sheets
(In millions of U.S. dollars, except share data)
(Unaudited)
| June 30, | December 31, | |||||||
| 2019 | 2018 | |||||||
| ASSETS | ||||||||
| Cash and cash equivalents | $ | 812 | $ | 1,033 | ||||
| Fiduciary assets | 14,609 | 12,604 | ||||||
| Accounts receivable, net | 2,461 | 2,379 | ||||||
| Prepaid and other current assets | 451 | 404 | ||||||
| Total current assets | 18,333 | 16,420 | ||||||
| Fixed assets, net | 967 | 942 | ||||||
| Goodwill | 10,454 | 10,465 | ||||||
| Other intangible assets, net | 3,055 | 3,318 | ||||||
| Right-of-use assets | 930 | — | ||||||
| Pension benefits assets | 886 | 773 | ||||||
| Other non-current assets | 541 | 467 | ||||||
| Total non-current assets | 16,833 | 15,965 | ||||||
| TOTAL ASSETS | $ | 35,166 | $ | 32,385 | ||||
| LIABILITIES AND EQUITY | ||||||||
| Fiduciary liabilities | $ | 14,609 | $ | 12,604 | ||||
| Deferred revenue and accrued expenses | 1,444 | 1,647 | ||||||
| Current debt | 187 | 186 | ||||||
| Current lease liabilities | 154 | — | ||||||
| Other current liabilities | 810 | 864 | ||||||
| Total current liabilities | 17,204 | 15,301 | ||||||
| Long-term debt | 4,284 | 4,389 | ||||||
| Liability for pension benefits | 1,125 | 1,170 | ||||||
| Deferred tax liabilities | 532 | 559 | ||||||
| Provision for liabilities | 549 | 540 | ||||||
| Long-term lease liabilities | 941 | — | ||||||
| Other non-current liabilities | 299 | 429 | ||||||
| Total non-current liabilities | 7,730 | 7,087 | ||||||
| TOTAL LIABILITIES | 24,934 | 22,388 | ||||||
| COMMITMENTS AND CONTINGENCIES | ||||||||
| REDEEMABLE NON-CONTROLLING INTEREST | 28 | 26 | ||||||
| EQUITY(i) | ||||||||
| Additional paid-in capital | 10,644 | 10,615 | ||||||
| Retained earnings | 1,442 | 1,201 | ||||||
| Accumulated other comprehensive loss, net of tax | (1,993 | ) | (1,961 | ) | ||||
| Treasury shares, at cost, 17,519 shares in 2019 and 2018, and 40,000 shares, €1 nominal value, in 2019 and 2018 | (3 | ) | (3 | ) | ||||
| Total Willis Towers Watson shareholders' equity | 10,090 | 9,852 | ||||||
| Non-controlling interests | 114 | 119 | ||||||
| Total Equity | 10,204 | 9,971 | ||||||
| TOTAL LIABILITIES AND EQUITY | $ | 35,166 | $ | 32,385 | ||||
(i) Equity includes (a) Ordinary shares
WILLIS TOWERS WATSON
Condensed Consolidated Statements of Cash Flows
(In millions of U.S. dollars)
(Unaudited)
| Six Months Ended June 30, | ||||||||
| 2019 | 2018 | |||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
| NET INCOME | $ | 442 | $ | 286 | ||||
| Adjustments to reconcile net income to total net cash from operating activities: | ||||||||
| Depreciation | 113 | 104 | ||||||
| Amortization | 250 | 281 | ||||||
| Non-cash lease expense | 72 | — | ||||||
| Net periodic benefit of defined benefit pension plans | (64 | ) | (78 | ) | ||||
| Provision for doubtful receivables from clients | 10 | 10 | ||||||
| Benefit from deferred income taxes | (41 | ) | (48 | ) | ||||
| Share-based compensation | 27 | 4 | ||||||
| Net loss on disposal of operations | — | 9 | ||||||
| Non-cash foreign exchange loss | 13 | 15 | ||||||
| Other, net | (6 | ) | 3 | |||||
| Changes in operating assets and liabilities, net of effects from purchase of subsidiaries: | ||||||||
| Accounts receivable | (82 | ) | 81 | |||||
| Fiduciary assets | (1,961 | ) | (2,193 | ) | ||||
| Fiduciary liabilities | 1,961 | 2,193 | ||||||
| Other assets | (164 | ) | 70 | |||||
| Other liabilities | (285 | ) | (325 | ) | ||||
| Provisions | 18 | (17 | ) | |||||
| Net cash from operating activities | 303 | 395 | ||||||
| CASH FLOWS USED IN INVESTING ACTIVITIES | ||||||||
| Additions to fixed assets and software for internal use | (120 | ) | (141 | ) | ||||
| Capitalized software costs | (34 | ) | (25 | ) | ||||
| Acquisitions of operations, net of cash acquired | (1 | ) | (8 | ) | ||||
| Net proceeds from sale of operations | 13 | 4 | ||||||
| Other, net | (6 | ) | 17 | |||||
| Net cash used in investing activities | (148 | ) | (153 | ) | ||||
| CASH FLOWS USED IN FINANCING ACTIVITIES | ||||||||
| Net (repayments)/borrowings on revolving credit facility | (106 | ) | 197 | |||||
| Repayments of debt | (3 | ) | (43 | ) | ||||
| Repurchase of shares | (51 | ) | (269 | ) | ||||
| Proceeds from issuance of shares | 27 | 18 | ||||||
| Payments of deferred and contingent consideration related to acquisitions | (47 | ) | (41 | ) | ||||
| Cash paid for employee taxes on withholding shares | (12 | ) | (30 | ) | ||||
| Dividends paid | (161 | ) | (149 | ) | ||||
| Acquisitions of and dividends paid to non-controlling interests | (21 | ) | (18 | ) | ||||
| Net cash used in financing activities | (374 | ) | (335 | ) | ||||
| DECREASE IN CASH AND CASH EQUIVALENTS | (219 | ) | (93 | ) | ||||
| Effect of exchange rate changes on cash and cash equivalents | (2 | ) | (26 | ) | ||||
| CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 1,033 | 1,030 | ||||||
| CASH AND CASH EQUIVALENTS, END OF PERIOD | $ | 812 | $ | 911 | ||||
Source: Willis Towers Watson Public Limited Company