0001157523-15-000686.txt : 20150224 0001157523-15-000686.hdr.sgml : 20150224 20150224161614 ACCESSION NUMBER: 0001157523-15-000686 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150224 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150224 DATE AS OF CHANGE: 20150224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Towers Watson & Co. CENTRAL INDEX KEY: 0001470215 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 260676603 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34594 FILM NUMBER: 15643686 BUSINESS ADDRESS: STREET 1: 901 N. GLEBE ROAD CITY: ARLINGTON STATE: VA ZIP: 22203 BUSINESS PHONE: (703) 258-8000 MAIL ADDRESS: STREET 1: 901 N. GLEBE ROAD CITY: ARLINGTON STATE: VA ZIP: 22203 FORMER COMPANY: FORMER CONFORMED NAME: JUPITER SATURN HOLDING CO DATE OF NAME CHANGE: 20090812 8-K 1 a51046630.htm TOWERS WATSON & CO. 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



FORM 8-K


CURRENT REPORT

Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 24, 2015



Towers Watson & Co.
(Exact name of registrant as specified in its charter)

Delaware 001-34594 27-0676603
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

901 N. Glebe Road

Arlington, VA

22203

(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code

(703) 258-8000

N/A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On February 24, 2015, Towers Watson & Co. ("Towers Watson") provided written notice to the New York Stock Exchange (the “NYSE”) that Towers Watson expects to voluntarily delist from the NYSE at the close of trading on March 12, 2015. Towers Watson will continue its listing with The NASDAQ Stock Market (“NASDAQ”), with trading as a single-listed company expected to begin on the next business day, March 13, 2015.  Towers Watson's common stock is already listed on NASDAQ, and will continue to trade under the stock symbol “TW”.

A copy of the press release issued by Towers Watson in connection with its single listing is attached hereto as Exhibit 99, and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.


Exhibit  
No. Description
 
99.1 Press Release, dated February 24, 2015, in connection with Towers Watson’s single listing.

2

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  TOWERS WATSON & CO.
(Registrant)
 

Date: February 24, 2015

By:

          /s/ Neil D. Falis

Name:

Neil D. Falis

Title:

Assistant Secretary


3

EX-99.1 2 a51046630_ex991.htm EXHIBIT 99.1

Exhibit 99.1

Towers Watson to Single List with Nasdaq

Company shares to be listed under existing ticker symbol “TW”

ARLINGTON, Va.--(BUSINESS WIRE)--February 24, 2015--Global professional services company Towers Watson (NYSE, Nasdaq: TW) today announced that it has chosen to voluntarily delist its common stock listed on the New York Stock Exchange (“NYSE”). This is expected to occur at the close of trading on March 12, 2015. Towers Watson will continue its listing with the NASDAQ Stock Market (“NASDAQ”), with trading as a single-listed company expected to begin on the next business day, March 13, 2015. Towers Watson’s common stock is already listed on NASDAQ, and will continue to trade under the current ticker symbol “TW.” This action will also reduce administrative costs related to maintaining a dual exchange listing.

“We are excited to increase our partnership with Nasdaq as our primary exchange listing venue. We have seen the benefits of the Nasdaq platform through our dual listing relationship and look forward to maximizing their trading, visibility and corporate services portfolio that will allow Towers Watson to further reach investors and clients alike,” said Roger Millay, Vice President and Chief Financial Officer at Towers Watson. “Meanwhile, we thank the NYSE for its support during our long-standing relationship.”

“Towers Watson is one of the most respected professional services brands worldwide. We are proud to count them among the Nasdaq family and look forward to continuing our successful partnership with the company and its shareholders,” said Bruce Aust, Vice Chairman at Nasdaq.

ABOUT TOWERS WATSON

Towers Watson (NYSE, NASDAQ: TW) is a leading global professional services company that helps organizations improve performance through effective people, risk and financial management. With 15,000 associates around the world, the company offers consulting, technology and solutions in the areas of benefits, talent management, rewards, and risk and capital management. Learn more at towerswatson.com.

CONTACT:
Towers Watson
Aida Sukys, +1 703-258-8033
aida.sukys@towerswatson.com