EX-99.2 3 exh_992.htm EXHIBIT 99.2

Exhibit 99.2

 

WT Earning 2024 First April 25, 202 W s Release Supplemental Materials Quarter Financial Results 4 wtwco.com © 2024 WTW. All rights reserved.

 

 

wtwco.com © 2024 WTW. All rights reserved. WTW Forward - Looking Statements This document contains ‘forward - looking statements’ within the meaning of Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934, which are intended to be covered by the safe harbors created by those laws. These forward - looking statements include information about possible or assumed future results of our operations. All statements, other than statements of historical facts, that address activities, events, or developments that we expect or anticipate may occur in the future, including such things as our outlook, the potential impact of natural or man - made disasters like health pandemics and other world health crises; future capital expenditures; ongoing working capital efforts; future share repurchases; financial results (including our revenue, costs, or margins) and the impact of changes to tax laws on our financial results; existing and evolving business strategies and acquisitions and dispositions, including our completed sale of Willis Re to Arthur J. Gallagher & Co. (‘Gallagher’) and transitional arrangements related thereto; demand for our services and competitive strengths; strategic goals; the benefits of new initiatives; growth of our business and operations; the sustained health of our product, service, transaction, client, and talent assessment and management pipelines; our ability to successfully manage ongoing leadership, organizational and technology changes, including investments in improving systems and processes, and in connection with our acquisition and divestiture activities; our ability to implement and realize anticipated benefits of any cost - savings initiatives including the multi - year operational Transformation program; our recognition of future impairment charges; and plans and references to future successes, including our future financial and operating results, short - term and long - term financial goals, plans, objectives, expectations and intentions are forward - looking statements including with respect to free cash flow generation, adjusted net revenue, adjusted operating margin, and adjusted earnings per share. Also, when we use words such as ‘may’, ‘will’, ‘would’, ‘anticipate’, ‘believe’, ‘estimate’, ‘expect’, ‘intend’, ‘plan’, ‘continues’, ‘seek’, ‘target’, ‘goal’, ‘focus’, ‘probably’, or similar expressions, we are making forward - looking statements. Such statements are based upon the current beliefs and expectations of the Company’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 in this document, including the following: our ability to successfully establish, execute and achieve our global business strategy as it evolves; our ability to fully realize anticipated benefits of our growth strategy, including inorganic growth through acquisitions; our ability to achieve our short - term and long - term financial goals, such as with respect to our cash flow generation, and the timing with respect to such achievement; the risks related to changes in general economic conditions, business and political conditions, including changes in the financial markets, inflation, credit availability, increased interest rates and changes in trade policies; the risks to our short - term and long - term financial goals from any of the risks or uncertainties set forth herein; the risks relating to the adverse impacts of macroeconomic trends, including inflation, changes in interest rates and trade policies, as well as political events, trade and other international disputes, war, such as the Russia - Ukraine and Israel - Hamas wars, and other international disputes, terrorism, natural disasters, public health issues and other business interruptions on the global economy and capital markets, which could have a material adverse effect on our business, financial condition, results of operations, and long - term goals; our ability to successfully hedge against fluctuations in foreign currency rates; the risks relating to the adverse impacts of natural or man - made disasters like health pandemics and other world health crises, on the demand for our products and services, our cash flows and our business operations; material interruptions to or loss of our information processing capabilities, or failure to effectively maintain and upgrade our information technology resources and systems and related risks of cybersecurity breaches or incidents; our ability to comply with complex and evolving regulations related to data privacy, cybersecurity, and artificial intelligence; the risks relating to the transitional arrangements in effect subsequent to our now - completed sale of Willis Re to Gallagher; significant competition that we face and the potential for loss of market share and/or profitability; the impact of seasonality and differences in timing of renewals and non - recurring revenue increases from disposals and book - of - business sales; the insufficiency of client data protection, potential breaches of information systems or insufficient safeguards against cybersecurity breaches or incidents; 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 of substantial negative outcomes on existing litigation or investigation matters; changes in the regulatory environment in which we operate, including, among other risks, the impacts of pending competition law and regulatory investigations; various claims, government inquiries or investigations or the potential for regulatory action; our ability to make divestitures or acquisitions, including our ability to integrate or manage such acquired businesses, as well as identify and successfully execute on opportunities for strategic collaboration; our ability to integrate direct - to - consumer sales and marketing solutions with our existing offerings and solutions; our ability to successfully manage ongoing organizational changes, including investments in improving systems and processes, and in connection with our acquisition and divestiture activities; disasters or business continuity problems; our ability to successfully enhance our billing, collection and other working capital efforts, and thereby increase our free cash flow; the ongoing impact of Brexit on our business and operations; our ability to properly identify and manage conflicts of interest; reputational damage, including from association with third parties; reliance on third - party service providers and suppliers; risks relating to changes in our management structures and in senior leadership; the loss of key employees or a large number of employees and rehiring rates; our ability to maintain our corporate culture; doing business internationally, including the impact of foreign currency exchange rates; compliance with extensive government regulation; the risk of sanctions imposed by governments, or changes to associated sanction regulations (such as sanctions imposed on Russia) and related counter - sanctions; our ability to effectively apply technology, data and analytics changes for internal operations, maintaining industry standards and meeting client preferences; changes and developments in the insurance industry or the U.S. healthcare system, including those related to Medicare, any legislative actions from the current U.S. Congress, the recent Final Rule from the Centers for Medicare & Medicaid Services for contract year 2025, and any other changes and developments in legal, regulatory, economic, business or operational conditions impacting our Medicare benefits businesses such as TRANZACT; the inability to protect our intellectual property rights, or the potential infringement upon the intellectual property rights of others; fluctuations in our pension assets and liabilities and related changes in pension income, including as a result of, related to, or derived from movements in the interest rate environment, investment returns, inflation, or changes in other assumptions that are used to estimate our benefit obligations and its effect on adjusted earnings per share; our capital structure, including indebtedness amounts, the limitations imposed by the covenants in the documents governing such indebtedness and the maintenance of the financial and disclosure controls and procedures of each; our ability to obtain financing on favorable terms or at all; adverse changes in our credit ratings; the impact of recent or potential changes to U.S. or foreign laws, and the enactment of additional, or the revision of existing, state, federal, and/or foreign laws and regulations, recent judicial decisions and development of case law, other regulations and any policy changes and legislative actions, including those that impact our effective tax rate; U.S. federal income tax consequences to U.S. persons owning at least 10% of our shares; changes in accounting principles, estimates or assumptions; our recognition of future impairment charges; risks relating to or arising from environmental, social and governance practices; fluctuation in revenue against our relatively fixed or higher than expected expenses; the risk that investment levels, including cash spending, to achieve additional transformation savings increase; the laws of Ireland being different from the laws of the U.S. and potentially affording less protections to the holders of our securities; and our holding company structure potentially preventing us from being able to receive dividends or other distributions in needed amounts from our subsidiaries. The foregoing list of factors is not exhaustive and new factors may emerge from time to time that could also affect actual performance and results. For more information, please see Part I, Item 1A in our Annual Report on Form 10 - K, and our subsequent filings with the SEC. Copies are available online at www.sec.gov or www.wtwco.com. 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. Given 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. With regard to these risks, uncertainties and assumptions, the forward - looking events discussed in this document may not occur, and we caution you against unduly relying on these forward - looking statements. 2

 

 

WTW Non - GAAP Measures wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 3 In order to assist readers of our consolidated financial statements in understanding the core operating results that WTW’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/Margin, (4) Adjusted EBITDA/Margin, (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. Reconciliations of these measures are included in the accompanying appendix of these earning release supplemental materials. 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.

 

 

Organic revenue growth 1 of 5%, Adjusted Operating Margin 1 expansion of +200 bps and Adjusted Diluted EPS 1 growth of 16% in Q1 2024 Continued to make significant progress on strategic priorities with our specialization strategy, new talent and smart connections contributing to growth Realized $33 million of incremental annualized savings in Q1 2024, bringing the total to $370 million since the Transformation Program inception Continued to return capital to shareholders, with share repurchases of $101 million and dividends of $86 million in Q1 2024 Remain focused on delivering our 2024 financial targets Key Takeaways 1 Signifies Non - GAAP financial measures. See appendix for Non - GAAP reconciliations. wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 4

 

 

Q1 2024 GAAP Financial Results Key figures wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 5 Three months ended March 31, $USD million, except EPS and % Change 2023 2024 4% $2,244 $2,341 Revenue (2)% $285 $280 Income from operations (70) bps 12.7% 12.0% Operating margin % (6)% $206 $194 Net income (3)% $1.88 $1.83 Diluted earnings per share (82)% $134 $24 Net cash from operating activities

 

 

Q1 2024 Key Figures, Including Non - GAAP Financial Results Total Revenue +5% Q1 2024 Organic 1 +8% Q1 2023 Organic 1 Adjusted Diluted EPS 1 Q1 2024 Results Adjusted Operating Margin 1 Transformation Program $370M of run rate savings since inception Free Cash Flow 1 $2.3B Q1 2024 $3.29 Q1 2024 $2.84 Q1 2023 - $9M Q1 2024 +16% Q1 2024 20.6% +200 bps Q1 2024 Q1 2024 18.6% Q1 2023 - $101M Q1 - 24 v. Q1 - 23 wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 6 $92M Q1 2023 1 Signifies Non - GAAP financial measures. See appendix for Non - GAAP reconciliations.

 

 

Financial Review wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 7

 

 

Q1 2024 Segment Highlights • For the quarter, HWC had organic revenue growth 1 of 4%. – Health had organic revenue growth with the continued expansion of our Global Benefits Management client portfolio in International and Europe. – Wealth generated organic revenue growth from higher levels of Retirement work in North America and Europe. – Career had organic revenue growth from increased project work in Employee Experience and Work & Rewards. – BD&O generated organic revenue growth driven with higher volumes and placements of Medicare Advantage and life policies in Individual Marketplace. • Operating income was $336M in the quarter, an increase of 9% from the prior year. Operating margin increased 110 bps from the prior year primarily from Transformation savings. Quarterly Segment Performance: Health, Wealth & Career Revenue ($M) $1,336 $1,287 Q1 - 24 Q1 - 23 Segment Operating Margin 1 25.1% 24.0% Q1 - 24 Q1 - 23 Q1 - 23 Q1 - 24 Organic Revenue Growth 2 8% 3% Health 4% 3% Wealth 4% 3% Career 7% 6% Benefits Delivery & Outsourcing (BD&O) 6% 4% Health, Wealth & Career 1 Includes Segment financial measures. See accompanying Earnings Release for Supplemental Segment Information. 2 Signifies Non - GAAP financial measure. See appendix for Non - GAAP reconciliations. wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 8

 

 

Q1 2024 Segment Highlights • For the quarter, R&B had organic revenue growth 1 of 8%. – CRB generated solid organic revenue growth of 9% primarily driven by strong client retention across all geographies and higher levels of new business activity. Excluding the impact of book - of - business activity, CRB had organic revenue growth of 10%. – ICT had flat organic revenue growth for the quarter primarily due to the timing of consulting and technology revenue between quarters. • Operating income of $ 203 M in the quarter increased by 13 % . • Operating margin improved by 90 bps due to interest income, Transformation savings and revenue growth in CRB, partially offset by the impact of book - of - business activity, foreign exchange and ICT’s flat revenue growth . Quarterly Segment Performance: Risk & Broking Q1 - 24 Q1 - 23 $978 $904 Revenue ($M) Segment Operating Margin 1 20.8% 19.9% Q1 - 24 Q1 - 23 Q1 - 23 Q1 - 24 Organic Revenue Growth 2 10% 9% Corporate Risk & Broking (CRB) 7% 0% Insurance Consulting & Technology (ICT) 10% 8% Risk & Broking 1 Includes Segment financial measures. See accompanying Earnings Release for Supplemental Segment Information. 2 Signifies Non - GAAP financial measure. See appendix for Non - GAAP reconciliations. wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 9

 

 

Transformation Program: Savings wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 10 Projected Cumulative From Inception Q1 2024 ($ millions) $89 $17 Real Estate Rationalization $49 $7 Technology Modernization $232 $9 Process Optimization ~$425 $370 $33 Total Savings Projected to generate $425 million of annualized savings through 2024 Delivering on our financial commitments • Delivering $425 million of run - rate savings to contribute ~425 bps of margin improvement , while investing for growth • Realized $33 million of incremental annualized savings during the first quarter and $370 million of annualized savings since program inception • Cumulative run - rate savings of $370M are primarily attributable to Process Optimization as we focus on building an infrastructure from which to drive further efficiencies

 

 

Transformation Program: Costs to Achieve wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 11 Projected Cumulative From Inception Q1 2024 ($ millions) $194 $35 Real Estate Rationalization $231 $39 Technology Modernization $388 $63 Process Optimization ~$995 $813 $137 Total Restructuring / Transformation Costs ~$130 $101 $11 Total Capital Expenditures ~$1,125 ~90%/10% 2.4x $914 ~85%/15% $148 ~90%/10% Total Costs Incurred % Cash / % Non - Cash Cash Costs to Achieve / Savings • Incurred $137 million of restructuring / transformation related charges during the first quarter • Incurred $11 million of capital expenditures during the first quarter • The cumulative total investment (OpEx + CapEx) is $914 million representing ~81% of expected total one - time program costs

 

 

Maintaining a Flexible Balance Sheet wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 12 1 Total Debt equals sum of current debt and long - term debt as shown on the Consolidated Balance Sheets. 2 Signifies Non - GAAP financial measure. See appendix for Non - GAAP reconciliations. 3 Represents pro - forma leverage ratio to reflect for the upcoming payment of $650 million of debt maturing in the second quarter. Including this current portion of debt, the leverage ratio is 2.4x. Dec 31, 2023 Mar 31, 2024 ($ millions) 1,424 1,893 Cash and Cash Equivalents 5,217 5,957 Total Debt 1 9,593 9,568 Total Equity 2.1x 2.1x 3 Debt to Adj. EBITDA 2 Trailing 12 - month Reinforcing our business fundamentals; safeguarding WTW’s financial strengths Disciplined capital management strategy Provides WTW with the financial flexibility to reinvest in our businesses, capitalize on market growth opportunities and support significant value creation for shareholders • Our capital structure provides a solid foundation of business strength and reinforces our ability to capture long - term growth • History of effectively managing our leverage with a commitment to maintaining our investment grade credit rating • Committed to a disciplined approach to managing outstanding debt and our leverage profile

 

 

Executing Against a Balanced Capital Allocation Strategy Allocating capital to opportunities with the potential for highest return CASH RETURNED TO SHAREHOLDERS $ 10.8 B FY2016 to Q1 2024 MEANINGFUL DIVIDEND GROWTH + 8 % Cash dividend growth 8 years CAGR $199 $277 $306 $329 $346 $374 $369 $352 $396 $709 $602 $150 $1,627 $3,530 $1,000 $1,352 $187 2017 2016 2018 2020 2019 2021 2022 $3,899 $595 $986 $908 $479 $346 $2,001 Share repurchases Dividends 0.82 0.84 0.88 2016 2017 2018 2019 2020 2021 2022 2023 2024 $0.48 $0.53 $0.60 $0.65 $0.71 $0.80 +8% Quarterly cash wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 13 dividend per share Capital Allocation Priorities • Reinvest in capabilities, businesses, and processes • Invest in innovation, technology, and new business • Return excess cash to shareholders through share repurchases and dividends to create long - term shareholder value • Strengthen balance sheet and liquidity • Sustain dividends and payout ratio • Business portfolio management • Pursue opportunistic M&A to strengthen capabilities Q1 2024 Highlights • Repurchased $101 million of shares during the quarter • Paid quarterly cash dividends of $86 million, $0.88 per common share 2023 Q1 2024

 

 

Business Overview wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 14

 

 

Delivering superior advice, broking and solutions in the areas of people, risk and capital We Have a Portfolio of Leading Businesses in Attractive Markets We have: A distinctive mix of complementary businesses • Accomplished and aspiring talent • Collaborative client - first culture • Sophisticated data and analytics • Powerful tools A strong balance sheet and significant financial flexibility ~37 M individuals use our platforms to access benefits and insurance wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 15

 

 

Segment Overview: Health, Wealth & Career 1 Revenue ($M) Segment Operating Income ($M) Segment Operating Margin % Health, Wealth & Career: World - class portfolio of leading businesses providing advisory and consulting services within human capital, employee benefits and retirement verticals Benefits Delivery & Outsourcing provides medical exchange and outsourcing services to active employees and retirees across the group and individual markets as well as pension outsourcing Health provides advice, broking, solutions and software for employee benefit plans, HR organizations and management teams of our clients Wealth provides advice and management for retirement and investment asset owners using a sophisticated framework for managing risk Career provides compensation advisory services, employee experience software and platforms, and other career - related consulting services to our clients FY 2023 Revenue and Organic Growth Health 24% Wealth 30% Career 12% BD&O 34% +6% Organic +6% Organic $4,586 $4,895 $5,268 $5,287 $5,582 $1,149 $1,236 $1,346 $1,382 $1,565 25.0% 25.2% 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 1 Includes Segment financial measures. See accompanying Earnings Release for Supplemental Segment Information. Segment results prior to 2022 were recast to reflect the realignment effective January 1, 2022. wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 16 25.6% 26.1% 28.0% +6% Organic +5% Organic

 

 

Segment Overview: Risk & Broking 1 Risk & Broking: Risk advisory and solutions business delivering innovative, integrated solutions tailored to client needs and underpinned by cutting edge data and analytics, technology and experienced risk thinkers Insurance Consulting and Technology provides advice and technology solutions to the insurance industry to help clients measure and manage risk and capita and improve performance Corporate Risk & Broking provides a broad range of risk advice insurance brokerage and consulting services to clients worldwide ranging from small businesses to multinational corporations Revenue ($M) FY 2023 Revenue and Organic Growth +7% Organic ICT 11% CRB 89% +10% Organic $3,382 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 2019 2020 2021 2022 2023 1 Includes Segment financial measures. See accompanying Earnings Release for Supplemental Segment Information. Segment results prior to 2022 were recast to reflect the realignment effective January 1, 2022. wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 17 $3,316 $3,564 $3,460 $3,735 $650 $714 $734 Segment Operating Income ($M) $835 $813 19.8% 21.6% Segment Operating Margin % 23.4% 21.2% 21.8%

 

 

Value Creation Framework wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 18 1. Seek profitable growth through innovation in attractive markets 2. Target superior shareholder returns through buybacks and prudent investments 3. Defensive business model with historically lower volatility than other financial services subsectors 4. Accelerate operational transformation, resulting in meaningful margin improvements 5. Experienced, diverse management and global leadership team focused on achieving targets

 

 

Strategy & Outlook wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 19

 

 

2024 Financial Targets 1 1 Reflects the Company’s current beliefs and expectations as of April 25, 2024 and are subject to significant risks and uncertainties. Also includes Non - GAAP financial measures. We do not reconcile forward - looking Non - GAAP measures for reasons explained in the appendix. 2 Includes the impact of other items, including but not limited to share repurchases, interest expense and provision for income taxes. Share repurchases are subject to market conditions among other relevant factors. Capital allocation decisions will depend among other things on what we view as relative return opportunities at the time. $15.40 - $17.00 ~$(0.06) 2 Adjusted Diluted EPS ~$1.15 - $2.25 ~($0.14) $14.49 Adjusted Operating Margin 22.5% - 23.5% 22.0% 50 – 150 basis points improvement, net of investments $9.5B $0.4B - $0.6B $9.9B+ Foreign exchange expected to be a minimal impact based on current spot rates Revenue Grow, Simplify, Transform: Focus on the execution on our strategy with a clear path to 2024 Financial Targets Revenue $9.9B+ Mid - single digit (MSD) organic revenue growth with no meaningful year - over - year impact expected from both book - of - business settlements and interest income Adjusted Operating Margin 22.5% - 23.5% Margin expansion driven by improved operational efficiency and expense discipline in both HWC and R&B, net of investments Transformation Savings to deliver $425M of cumulative run - rate savings by year - end Adjusted Diluted EPS $15.40 - $17.00 Increased adjusted operating income to contribute to strong EPS growth Expect approximately $88M in non - cash pension income , down from $109M in 2023 wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 20

 

 

Free Cash Flow Margin Expectations 1 • Adjusted operating margin expansion • Improvement in TRANZACT Free Cash Flow profile driven by maturation of the business and product mix • Non - recurrence of prior year headwinds • Headwind from incremental cash investment in Transformation Program 2022 7.6% 16%+ 12.6% Free Cash Flow Margin 2023 Long Term • Expect incremental improvement in 2024 Adjusted operating margin expansion Additional improvement in TRANZACT Free Cash Flow profile ; expected to be cash flow positive in the near term • Headwind from cash investment in 2024 in HWC & R&B for product development to support future growth Cash investment in Transformation will subside after 2024 Remain focused on other levers to improve Free Cash Flow, including improved working capital 2024 and Beyond: 1 Reflects the Company’s current beliefs and expectations as of April 25, 2024 and are subject to significant risks and uncertainties. Also includes Non - GAAP financial measures. We do not reconcile forward - looking Non - GAAP measures for reasons explained in the appendix. wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 21

 

 

Appendix: Reconciliation of Non - GAAP Measures wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 22

 

 

Constant Currency and Organic Revenue Change (i) Components of revenue change may not add due to rounding. (ii) Interest income contributed 1% to organic change for total revenue for the three months ended March 31, 2024. Organic change for total revenue excluding this contribution was 4% for the three months ended March 31, 2024. Health, Wealth & Career 4% (1)% 3% 0% 4% $ 1,282 $ 1,327 Revenue excluding interest income 5 9 Interest income 4% (1)% 3% 0% 4% 1,287 1,336 Total Risk & Broking 6% 0% 6% 0% 7% 892 950 Revenue excluding interest income 12 28 Interest income 8% 0% 8% 0% 8% 904 978 Total 5% 0% 5% 0% 6% $ 2,191 $ 2,314 Segment Revenue 38 21 Divested businesses and other 15 6 Interest income (1)% 5% (ii) 4% 0% 4% $ 2,244 $ 2,341 Revenue Less: Currency Impact Less: Acquisitions/ Divestitures As reported, USD millions except % Components of Revenue Change (i) As Reported % Change Constant Currency Change Organic Change Three Months Ended March 31, 2024 2023 wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 23

 

 

Adjusted Op Income and Margin, Adj. EBITDA and Margin wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 24 As reported, USD millions except % Three Months Ended March 31, 2023 2024 12.7% 285 $ 12.0% 280 $ Income from operations and Operating margin Adjusted for certain items: 71 60 Amortization 3 18 Restructuring costs 59 125 Transaction and transformation 18.6% 418 $ 20.6% 483 $ Adjusted operating income and Adjusted operating income margin 2023 2024 9.2% 206 $ 8.3% 194 $ Net Income 50 48 Provision for income taxes 54 64 Interest expense 60 59 Depreciation 71 60 Amortization 3 18 Restructuring costs 59 125 Transaction and transformation 22.4% 503 $ 24.3% 568 $ Adjusted EBITDA and Adjusted EBITDA Margin Three Months Ended March 31,

 

 

Adjusted Net Income and Adjusted Diluted EPS As reported, USD millions except % (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. 2023 2024 $ 203 $ 190 Net Income attributable to WTW Adjusted for certain items: 71 60 Amortization 3 18 Restructuring costs 59 125 Transaction and transformation (34) (52) Tax effect on certain items listed above (i) 4 — Tax effect on internal reorganizations $ 306 $ 341 Adjusted Net Income 108 104 Weighted - average ordinary shares, diluted $ 1.88 $ 1.83 Diluted Earnings Per Share Adjusted for certain items: (ii) 0.66 0.58 Amortization 0.03 0.17 Restructuring costs 0.55 1.21 Transaction and transformation (0.32) (0.50) Tax effect on certain items listed above (i) Tax effect on internal reorganizations — 0.04 Adjusted Diluted Earnings Per Share (ii) $ 3.29 $ 2.84 Three Months Ended March 31, wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 25

 

 

Adjusted Income Before Taxes, Adjusted Income Tax Rate and Free Cash Flow As reported, USD millions except % Three Months Ended March 31, (i) The tax effect was calculated using an effective tax rate for each item. 2023 2024 $ 256 $ 242 Income from continuing operations before income taxes Adjusted for certain items: 71 60 Amortization 3 18 Restructuring costs 59 125 Transaction and transformation $ 389 $ 445 Adjusted income before taxes $ 50 $ 48 Provision for income taxes 34 52 Tax effect on certain items listed above (i) (4) — Tax effect of internal reorganizations $ 80 $ 100 Adjusted income taxes 19.5% 19.9% U.S. GAAP tax rate 20.5% 22.4% Adjusted income tax rate Three Months Ended March 31, 2023 2024 $ 134 24 $ Cash flows from operating activities (42) (33) Less: Additions to fixed assets and software for internal use $ 92 (9) $ Free Cash Flow wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 26

 

 

About WTW At WTW (NASDAQ: WTW), we provide data - driven, insight - led solutions in the areas of people, risk and capital. Leveraging the global view and local expertise of our colleagues serving 140 countries and markets, we help organizations sharpen their strategy, enhance organizational resilience, motivate their workforce and maximize performance. Working shoulder to shoulder with our clients, we uncover opportunities for sustainable success — and provide perspective that moves you. Learn more at www.wtwco.com . wtwco.com © 2024 WTW. All rights reserved. See “WTW Forward - Looking Statements“ above for information about forward - looking statements and cautionary language, including how actual results may differ materially from those in the slide presentation. 27