EX-99.1 2 a11-24429_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Global Headquarters

875 Third Avenue
New York, NY 10022

 

T +1 212 725 7550
F +1 212 644 6483

towerswatson.com

 

News

 

Investor Contact

 

Name:

 

Roger Millay

Phone Number:

 

703-258-7920

Email:

 

Roger.Millay@towerswatson.com

 

Towers Watson Reports Fourth Quarter Adjusted Diluted EPS of $1.06

 

Increases Quarterly Dividend by 33%

 

New York — August 16, 2011 — Towers Watson (NYSE, NASDAQ: TW), a leading global professional services company, today announced financial results for the fourth quarter of fiscal year 2011, which ended June 30, 2011.

 

Revenues were $851 million for the quarter, an increase of 14% (8% constant currency) from $750 million for the fourth quarter of fiscal 2010. On an organic basis which excludes the impact of changes in foreign currency exchange rates, acquisitions and divestitures, revenues increased 6% from the prior-year fourth quarter. For the fiscal year, revenues were $3.26 billion, an increase of 37% from $2.39 billion in fiscal 2010. Reported results for the first two quarters of fiscal 2010 include only the financial results of Watson Wyatt. On a pro forma basis, that includes Towers Perrin actual results during the first two quarters of fiscal 2010, revenues for fiscal year 2011 increased 2% from the prior fiscal year (2% constant currency).

 

EBITDA for the fourth quarter of fiscal 2011 was $125 million, or 15% of revenues, an increase from $64 million, or 9% of revenues, for the prior-year fourth quarter. Adjusted EBITDA for the fourth quarter of fiscal 2011 was $159 million, or 19% of revenues, an increase from $118 million, or 16% of revenues, for the prior-year fourth quarter.  Adjusted EBITDA excludes transaction and integration costs as well as non-cash stock-based compensation arising from the merger. The increase in revenues drove the increases in EBITDA and Adjusted EBITDA. Decreases in integration costs and stock based compensation costs also contributed to the increase in EBITDA. For the fiscal year, EBITDA was $464 million and Adjusted EBITDA was $616 million.

 

Net income attributable to controlling interests for the fourth quarter of fiscal 2011 was $44 million, a decrease from $58 million for the prior-year fourth quarter. Net income attributable to controlling interests from the prior-year fourth quarter included a significant income tax benefit. For the fiscal year, net income attributable to controlling interests was $194 million. For the quarter, diluted earnings per share were $0.59 and adjusted diluted earnings per share were $1.06. Adjusted diluted earnings per share increased 18% from the prior-year fourth quarter. For the fiscal year, diluted earnings per share were $2.62 and adjusted diluted earnings per share were $4.46. Adjusted diluted earnings per share include a normalized income tax rate and exclude transaction and integration costs, non-cash stock-based compensation arising from the merger, amortization of merger accounting intangible assets and non-recurring other income. The normalized tax rate for the quarter was 43%. The fourth quarter tax rate included an adjustment for the shift in actual worldwide earnings compared to forecast by jurisdiction for the full fiscal year.

 

1



 

“I am very pleased with our fourth quarter and full fiscal year results. During our first, full fiscal year as Towers Watson, all of our segments grew revenue and produced strong margins in a challenging economic environment,” said John Haley, chief executive officer. “And we executed well on our integration plans. As a result, we have built a solid platform to pursue profitable revenue growth. I remain confident about our future and our ability to grow along with our clients’ needs.”

 

Fourth Quarter Company Highlights

 

Benefits

 

For the quarter, the Benefits segment had revenues of $483 million, an increase of 11% (4% organic) from $437 million in the prior-year fourth quarter. Revenues increased in all lines of business:  Retirement; Technology and Administration Solutions; and Health and Group Benefits. Retirement had strong growth in emerging markets. Health and Group Benefits continued to see increased client demand. Technology and Administration Solutions had increased client activity in North America. The Benefits segment had a Net Operating Income (“NOI”) margin of 33% in the fourth quarter of fiscal 2011.

 

Risk and Financial Services

 

For the quarter, the Risk and Financial Services segment had revenues of $194 million, an increase of 17% (1% organic) from $165 million in the prior-year fourth quarter. Overall segment growth was largely due to increases in Risk Consulting and Software including the acquisition of EMB. Organic growth within the segment was led by Brokerage which saw new business activity in Europe and improving pricing conditions. Investment Services continued to experience softness. The Risk and Financial Services segment had an NOI margin of 20% in the fourth quarter of fiscal 2011.

 

Talent and Rewards

 

For the quarter, the Talent and Rewards segment had revenues of $136 million, an increase of 12% (14% organic) from $122 million in the prior-year fourth quarter. Organic revenues grew in all lines of business: Rewards, Talent and Communication; Data, Surveys and Technology; and Executive Compensation. Increased client demand and increased activity in Asia Pacific drove the segment’s growth. The Talent and Rewards segment had an NOI margin of 13% in the fourth quarter of fiscal 2011 as compared to -1% NOI margin in the fourth quarter of fiscal 2010.

 

Outlook for First Quarter of Fiscal 2012

 

For the first quarter of fiscal 2012, the company expects to report revenues in the range of $800 million to $825 million and adjusted diluted earnings per share in the range of $1.02 to $1.07. Adjusted diluted earnings per share include a normalized income tax rate and exclude transaction and integration costs, non-cash stock-based compensation arising from the merger and amortization of merger accounting intangible assets. This guidance assumes an average exchange rate of 1.60 U.S. dollars to the British Pound and 1.40 U.S. dollars to the Euro for the first quarter of fiscal 2012.

 

Full fiscal year 2012 guidance will be provided at Towers Watson Analyst Day on September 19, 2011.

 

2



 

Dividend Increase and Quarterly Dividend

 

The Board of Directors of Towers Watson approved a 33% increase in its regular quarterly cash dividend from $0.075 per common share to $0.10 per common share. The company’s next dividend is payable on or about October 17, 2011 to shareholders of record at the close of business on September 30, 2011.

 

Conference Call

 

The company will host a live webcast and conference call to discuss the financial results for the fourth quarter of fiscal 2011. It will be held on Tuesday, August 16, 2011, beginning at 9:00 a.m. Eastern Time, and can be accessed via the Internet at www.towerswatson.com. The replay of the call will be available shortly after the live call for a period of three months. A telephonic replay will also be available for one week after the call by dialing 617-801-6888 and using confirmation number 22481994.

 

About Towers Watson

 

Towers Watson is a leading global professional services company that helps organizations improve performance through effective people, risk and financial management. With approximately 14,000 full-time and contract associates around the world, we offer solutions in the areas of employee benefits, talent management, rewards, and risk and capital management. Towers Watson was formed on January 1, 2010, from the merger of Towers Perrin and Watson Wyatt, two leading multi-service firms that provide a broad array of consulting services to organizations around the world.

 

Use of Non-GAAP Measures

 

The company defines EBITDA as net income before non-controlling interests adjusted for provision for income taxes, interest, depreciation and amortization. We use EBITDA in evaluating our financial performance. Although EBITDA is not a measure of financial condition or performance determined in accordance with U.S. generally accepted accounting principles (GAAP), we believe that it is a useful measure for evaluating our results of operations as compared from period to period and in providing a baseline for the evaluation of future operating performance. A reconciliation of net income before non-controlling interests to EBITDA is included in the accompanying tables to today’s press release. EBITDA is not defined in the same manner by all companies and may not be comparable to other similarly titled measures of other companies unless the definition is the same.

 

The company also uses adjusted measures of income to evaluate its performance internally and separately evaluates its performance of transaction and integration activities as well as changes in tax law. Adjusted EBITDA and Adjusted diluted earnings per share are not determined in accordance with GAAP. However, we believe these measures are useful in evaluating our results of operations and in providing a baseline for the evaluation of future operating results.  Reconciliations of EBITDA to Adjusted EBITDA (and from net income before non-controlling interests, the most comparable GAAP financial measure, to EBITDA), and diluted earnings per share to Adjusted diluted earnings per share are included in the accompanying tables to today’s press release. Adjusted measures of income may not be defined in the same manner by all companies, and our adjusted measures of income may not be comparable to similarly titled measures of other companies.

 

Non-GAAP measures should be considered in addition to the information contained within our financial statements.

 

3



 

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. Such statements are based upon the current beliefs and expectations of 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.

 

The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements:  the risk that the Towers Perrin and Watson Wyatt businesses will not be integrated successfully; the risk that anticipated cost savings and any other synergies from the merger of Towers Perrin and Watson Wyatt may not be fully realized or may take longer to realize than expected; the ability to successfully make and integrate profitable acquisitions; the risk that the acquisitions of EMB or Aliquant Corporation are not profitable or are not otherwise successfully integrated; the ability to successfully address issues surrounding the number of company shares that will become freely tradable on January 1, 2012; our ability to respond to rapid technological changes; the ability to recruit and retain qualified employees, particularly given the company’s recent changes in employee compensation plans; and to retain client relationships, particularly in the executive compensation business, given recent Securities and Exchange Commission (SEC) and other regulatory actions; and the risk that a significant or prolonged economic downturn could have a material adverse effect on Towers Watson’s business, financial condition and results of operations. Additional risks and factors are identified under “Risk Factors” in Towers Watson’s Annual Report on Form 10-K filed on September 7, 2010 with the SEC, as supplemented in Towers Watson’s Quarterly Report on Form 10-Q filed on November 9, 2010 and May 16, 2011.

 

You should not rely upon forward-looking statements as predictions of future events because these statements are based on assumptions that may not come true and are speculative by their nature. Towers Watson does not undertake an obligation to update any of the forward-looking information included in this document, whether as a result of new information, future events, changed expectations or otherwise.

 

4


 


 

TOWERS WATSON & CO.

 Segment Information

(Thousands of U.S. Dollars)

 

Segment Revenue

 

 

 

Revenue for the Three

 

 

 

 

 

 

 

 

 

 

 

Months Ended June 30

 

% Change

 

Currency

 

Acquisitions/

 

% Change

 

 

 

2011

 

2010

 

GAAP

 

Impact

 

Divestitures

 

Organic

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Benefits

 

$

483,083

 

$

437,092

 

11

%

5

%

2

%

4

%

Risk & Financial Services

 

193,516

 

165,322

 

17

%

7

%

9

%

1

%

Talent & Rewards

 

136,220

 

121,980

 

12

%

5

%

-7

%

14

%

Reportable Segments

 

$

812,819

 

$

724,394

 

 

 

 

 

 

 

 

 

 

 

 

Revenue for the

 

 

 

 

 

 

 

 

 

 

 

Year Ended June 30

 

% Change

 

Currency

 

Acquisitions/

 

% Change

 

 

 

2011

 

2010

 

GAAP

 

Impact

 

Divestitures

 

Organic

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Benefits

 

$

1,857,046

 

$

1,817,176

 

2

%

1

%

0

%

1

%

Risk & Financial Services

 

740,721

 

727,570

 

2

%

1

%

3

%

-2

%

Talent & Rewards

 

543,507

 

540,028

 

1

%

1

%

-7

%

7

%

Reportable Segments

 

$

3,141,274

 

$

3,084,774

 

 

 

 

 

 

 

 

 

 

Note:  Revenue for the year ended June 30, 2010 is pro forma and assumes the merger between Towers Perrin and Watson Wyatt occurred on July 1, 2009.

 

Reconciliation of Reportable Segment Revenues to Consolidated Revenues

 

 

 

Three Months Ended June 30

 

Year Ended

 

 

 

2011

 

2010

 

June 30, 2011

 

 

 

 

 

 

 

 

 

Reportable Segments

 

$

812,819

 

$

724,394

 

$

3,141,274

 

Reimbursable Expenses and Other

 

38,446

 

25,513

 

118,177

 

Consolidated Revenues

 

$

851,265

 

$

749,907

 

$

3,259,451

 

 

Segment Net Operating Income

 

 

 

Three Months Ended June 30

 

Year Ended

 

 

 

2011

 

2010

 

June 30, 2011

 

 

 

 

 

 

 

 

 

Benefits

 

$

158,480

 

$

121,576

 

$

609,133

 

Risk & Financial Services

 

39,495

 

27,900

 

181,970

 

Talent & Rewards

 

17,733

 

(1,046

)

96,791

 

Reportable Segments

 

$

215,708

 

$

148,430

 

$

887,894

 

 

Reconciliation of Reportable Segment Net Operating Income to Income before Income Taxes

 

 

 

Three Months Ended June 30

 

Year Ended

 

 

 

2011

 

2010

 

June 30, 2011

 

 

 

 

 

 

 

 

 

Reportable Segments

 

$

215,708

 

$

148,430

 

$

887,894

 

Differences in Allocation Methods

 

7,581

 

2,568

 

18,934

 

Amortization of Intangible Assets

 

(14,841

)

(11,944

)

(51,989

)

Transaction and Integration Expenses

 

(22,901

)

(37,947

)

(100,535

)

Stock-Based Compensation

 

(11,699

)

(23,988

)

(71,715

)

Discretionary Compensation

 

(72,346

)

(50,770

)

(337,694

)

Non-Operating Income

 

245

 

7,639

 

20,430

 

Other, net

 

(13,489

)

(4,939

)

(38,684

)

Income before Income Taxes

 

$

88,258

 

$

29,049

 

326,641

 

 

5



 

TOWERS WATSON & CO.

Reconciliation of Non-GAAP Measures

(Thousands of U.S. Dollars, Except Per Share Data)

 

The company completed the merger of Towers Perrin and Watson Wyatt on January 1, 2010, and is incurring significant transaction and integration costs.  The company is also incurring significant non-cash charges from stock-based compensation arising from the merger and the amortization of merger accounting intangible assets.  The company’s management uses adjusted measures of income to evaluate its performance internally and separately evaluates its performance of transaction and integration activities.  Management determined that this information is useful to investors in evaluating its results of operations and providing a baseline for evaluation of future operating results.  Reconciliations of our non-GAAP measures to GAAP measures are as follows.

 

 

 

Three Months Ended

 

Year Ended

 

 

 

June 30, 2011

 

June 30, 2011

 

 

 

 

 

 

 

Diluted EPS per GAAP

 

$

0.59

 

$

2.62

 

 

 

 

 

 

 

Transaction and Integration Costs

 

0.21

 

0.87

 

Stock-Based Compensation

 

0.11

 

0.63

 

Amortization of Merger Accounting Intangible Assets

 

0.14

 

0.46

 

Non-recurring Other Income

 

0.01

 

(0.13

)

Other Merger-related tax items

 

 

0.01

 

 

 

 

 

 

 

Adjusted Diluted EPS

 

$

1.06

 

$

4.46

 

 

 

 

Three Months Ended

 

 

 

 

 

June 30, 2011

 

 

 

June 30, 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Before Non-Controlling Interests

 

$

44,505

 

 

 

$

55,934

 

 

 

Provision for Income Taxes

 

43,753

 

 

 

(26,885

)

 

 

Interest, net

 

1,144

 

 

 

2,940

 

 

 

Depreciation and Amortization

 

35,180

 

 

 

32,065

 

 

 

EBITDA

 

$

124,582

 

 

 

$

64,054

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA and EBITDA Margin

 

$

124,582

 

14.6

%

64,054

 

8.5

%

 

 

 

 

 

 

 

 

 

 

Transaction and Integration Costs

 

22,901

 

2.7

%

37,947

 

5.1

%

Stock-Based Compensation

 

11,699

 

1.4

%

23,988

 

3.2

%

Other Non-Operating (Income) Loss (a)

 

245

 

0.0

%

(7,639

)

-1.0

%

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA and EBITDA Margin

 

$

159,427

 

18.7

%

118,350

 

15.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended

 

 

 

 

 

June 30, 2011

 

 

 

June 30, 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income Before Non-Controlling Interests

 

$

196,725

 

 

 

119,010

 

 

 

Provision for Income Taxes

 

129,916

 

 

 

50,907

 

 

 

Interest, net

 

6,952

 

 

 

4,558

 

 

 

Depreciation and Amortization

 

130,575

 

 

 

101,084

 

 

 

EBITDA

 

$

464,168

 

 

 

$

275,559

 

 

 

 

 

 

 

 

 

 

 

 

 

EBITDA and EBITDA Margin

 

$

464,168

 

14.2

%

$

275,559

 

11.5

%

 

 

 

 

 

 

 

 

 

 

Transaction and Integration Costs

 

100,535

 

3.1

%

87,644

 

3.7

%

Stock-Based Compensation

 

71,715

 

2.2

%

48,006

 

2.0

%

Other Non-Operating Income (a)

 

(20,430

)

-0.6

%

(10,030

)

-0.4

%

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA and EBITDA Margin

 

$

615,988

 

18.9

%

$

401,179

 

16.8

%

 


(a) Other non-operating income includes income from affiliates and other non-operating income

 

6



 

TOWERS WATSON & CO.

Condensed Consolidated Statements of Operations

(Thousands of U.S. Dollars, Except Per Share Data)

 

 

 

Three months ended June 30,

 

Year ended June 30,

 

 

 

2011

 

2010

 

2011

 

2010

 

 

 

 

 

 

 

 

 

 

 

Revenue

 

$

851,265

 

$

749,907

 

$

3,259,451

 

$

2,387,829

 

 

 

 

 

 

 

 

 

 

 

Costs of providing services:

 

 

 

 

 

 

 

 

 

Salaries and employee benefits

 

512,468

 

478,166

 

2,043,063

 

1,540,417

 

Professional and subcontracted services

 

68,853

 

61,844

 

246,348

 

163,848

 

Occupancy

 

37,252

 

36,052

 

144,191

 

109,454

 

General and administrative expenses

 

84,964

 

79,483

 

281,576

 

220,937

 

Depreciation and amortization

 

35,180

 

32,065

 

130,575

 

101,084

 

Transaction and integration expenses

 

22,901

 

37,947

 

100,535

 

87,644

 

 

 

761,618

 

725,557

 

2,946,288

 

2,223,384

 

 

 

 

 

 

 

 

 

 

 

Income from operations

 

89,647

 

24,350

 

313,163

 

164,445

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from affiliates

 

597

 

(61

)

1,081

 

(1,274

)

Interest income

 

1,715

 

1,242

 

5,523

 

2,950

 

Interest expense

 

(2,859

)

(4,182

)

(12,475

)

(7,508

)

Other non-operating income

 

(842

)

7,700

 

19,349

 

11,304

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

88,258

 

29,049

 

326,641

 

169,917

 

 

 

 

 

 

 

 

 

 

 

Provision for income taxes

 

43,753

 

(26,885

)

129,916

 

50,907

 

 

 

 

 

 

 

 

 

 

 

Net income before non-controlling interests

 

44,505

 

55,934

 

196,725

 

119,010

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to non-controlling interests

 

649

 

(2,195

)

2,288

 

(1,587

)

 

 

 

 

 

 

 

 

 

 

Net Income attributable to controlling interests

 

$

43,856

 

$

58,129

 

$

194,437

 

$

120,597

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

Net income attributable to controlling interests - basic

 

$

0.59

 

$

0.77

 

$

2.62

 

$

2.04

 

Net income attributable to controlling interests - diluted

 

$

0.59

 

$

0.77

 

$

2.62

 

$

2.03

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares of common stock, basic (000)

 

73,823

 

75,699

 

74,075

 

59,257

 

Weighted average shares of common stock, diluted (000)

 

73,882

 

75,731

 

74,139

 

59,372

 

 

7



 

TOWERS WATSON & CO.

Condensed Consolidated Balance Sheets

(Thousands of U.S. Dollars, Except Share Data)

 

 

 

June 30,

 

 

 

2011

 

2010

 

 

 

 

 

 

 

Assets

 

 

 

 

 

Cash and cash equivalents

 

$

528,923

 

$

435,927

 

Restricted cash

 

153,154

 

164,539

 

Short-term investments

 

43,682

 

51,009

 

Receivables from clients:

 

 

 

 

 

Billed, net of allowances of $12,636 and $7,975

 

502,910

 

421,602

 

Unbilled, at estimated net realizable value

 

276,020

 

215,912

 

 

 

778,930

 

637,514

 

 

 

 

 

 

 

Other current assets

 

156,333

 

156,312

 

Total current assets

 

1,661,022

 

1,445,301

 

 

 

 

 

 

 

Fixed assets, net

 

252,343

 

227,308

 

Deferred income taxes

 

188,569

 

344,481

 

Goodwill

 

1,945,755

 

1,717,295

 

Intangible assets, net

 

694,922

 

683,487

 

Other assets

 

315,139

 

155,745

 

 

 

 

 

 

 

Total Assets

 

$

5,057,750

 

$

4,573,617

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Accounts payable, accrued liabilities and deferred income

 

$

685,991

 

$

409,308

 

Reinsurance payables

 

147,902

 

164,539

 

Notes payable

 

99,341

 

201,967

 

Other current liabilities

 

215,237

 

189,966

 

Total current liabilities

 

1,148,471

 

965,780

 

 

 

 

 

 

 

Revolving credit facility

 

 

 

Accrued retirement benefits

 

784,559

 

1,061,557

 

Professional liability claims reserve

 

300,914

 

335,034

 

Other noncurrent liabilities

 

221,136

 

246,574

 

 

 

 

 

 

 

Total Liabilities

 

2,455,080

 

2,608,945

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ Equity

 

 

 

 

 

Class A Common Stock - $.01 par value: 300,000,000 shares authorized; 57,897,889 and 47,160,497 issued and 56,949,548 and 47,160,497 outstanding

 

579

 

472

 

Class B Common Stock - $.01 par value: 93,500,000 shares authorized; 16,651,890 and 27,043,196 issued and 16,651,890 and 27,043,196 outstanding

 

167

 

270

 

Additional paid-in capital

 

1,773,285

 

1,679,624

 

Treasury stock, at cost — 948,341 and 0 shares

 

(52,360

)

 

Retained earnings

 

883,161

 

711,570

 

Accumulated other comprehensive loss

 

(13,305

)

(436,329

)

Total Stockholders’ Equity

 

2,591,527

 

1,955,607

 

Non-controlling interest

 

11,143

 

9,065

 

Total Equity

 

2,602,670

 

1,964,672

 

 

 

 

 

 

 

Total Liabilities and Total Equity

 

$

5,057,750

 

$

4,573,617

 

 

8



 

TOWERS WATSON & CO.

Condensed Consolidated Statements of Cash Flows

(Thousands of U.S. Dollars, Except Per Share Data)

 

 

 

Year Ended June 30,

 

 

 

2011

 

2010

 

2009

 

 

 

 

 

 

 

 

 

Cash flows from/(used in) operating activities:

 

 

 

 

 

 

 

Net income

 

$

196,725

 

$

119,010

 

$

146,627

 

Adjustments to reconcile net income to net cash from operating activities:

 

 

 

 

 

 

 

Provision for doubtful receivables from clients

 

13,004

 

11,759

 

5,355

 

Depreciation

 

78,461

 

69,684

 

59,556

 

Amortization of intangible assets

 

52,114

 

31,400

 

13,892

 

Provision for deferred income taxes

 

14,448

 

(5,134

)

14,205

 

Equity from affiliates

 

(622

)

869

 

(8,080

)

Stock based compensation

 

79,922

 

52,953

 

932

 

Other, net

 

(10,209

)

(9,975

)

(2,474

)

Changes in operating assets and liabilities (net of business acquisitions)

 

 

 

 

 

 

 

Receivables from clients

 

(98,468

)

(41,339

)

57,991

 

Other current assets

 

8,256

 

(2,205

)

3,279

 

Other noncurrent assets

 

14,509

 

50,854

 

(3,497

)

Accounts payable, accrued liabilities and deferred income

 

238,824

 

(295,402

)

(28,717

)

Restricted Cash

 

22,167

 

(49,756

)

 

Reinsurance payables

 

(20,431

)

49,756

 

 

Accrued retirement benefits

 

(55,859

)

(71,292

)

(42,069

)

Professional liability claims reserves

 

(39,940

)

16,171

 

(5,900

)

Other current liabilities

 

(23,329

)

20,874

 

4,138

 

Other noncurrent liabilities

 

20,944

 

(24,050

)

10,631

 

Income tax related accounts

 

50,721

 

(8,801

)

1,678

 

Cash flows from/(used in) operating activities:

 

541,237

 

(84,624

)

227,547

 

 

 

 

 

 

 

 

 

Cash flows (used in)/from investing activities:

 

 

 

 

 

 

 

Cash paid for business acquisitions

 

(141,885

)

(200,025

)

(1,185

)

Cash acquired from business acquisitions

 

10,349

 

603,208

 

 

Purchases of fixed assets

 

(76,859

)

(25,752

)

(39,195

)

Capitalized software costs

 

(22,487

)

(19,632

)

(23,374

)

Purchases of held-to-maturity securities

 

(14,295

)

 

 

Redemption of held-to-maturity securities

 

14,295

 

 

 

Purchases of available-for-sale securities

 

(54,696

)

(17,789

)

 

Redemption of available-for-sale securities

 

72,703

 

16,191

 

 

Investment in affiliates

 

(5,805

)

 

(2,302

)

Proceeds from sale of investments

 

 

10,749

 

 

Contingent proceeds from divestitures

 

17,772

 

4,486

 

4,926

 

Cash flows (used in)/from investing activities:

 

(200,908

)

371,436

 

(61,130

)

 

 

 

 

 

 

 

 

Cash flows used in financing activities:

 

 

 

 

 

 

 

Borrowings under credit facility

 

75,000

 

126,333

 

267,912

 

Repayments under credit facility

 

(75,000

)

(125,650

)

(267,912

)

Repayments of notes payable

 

(200,000

)

 

 

Financing of credit facility

 

 

(5,679

)

 

Dividends paid

 

(21,599

)

(15,249

)

(12,785

)

Repurchases of common stock

 

(30,646

)

(34,922

)

(77,443

)

Tax payment on vested shares

 

(26,596

)

 

 

Issuances of common stock and excess tax benefit

 

6,158

 

6,068

 

6,509

 

Cash flows used in financing activities:

 

(272,683

)

(49,099

)

(83,719

)

 

 

 

 

 

 

 

 

Effect of exchange rates on cash

 

25,350

 

(11,618

)

2,502

 

 

 

 

 

 

 

 

 

Increase in cash and cash equivalents

 

92,996

 

226,095

 

85,200

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

435,927

 

209,832

 

124,632

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

 

$

528,923

 

$

435,927

 

$

209,832

 

 

9