Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 26, 2021 | |
Cover [Abstract] | ||
Amendment Flag | false | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | WILLIS TOWERS WATSON PLC | |
Entity Central Index Key | 0001140536 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 124,606,097 | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Trading Symbol | WLTW | |
Title of 12(b) Security | Ordinary Shares, nominal value $0.000304635 per share | |
Security Exchange Name | NASDAQ | |
Entity File Number | 001-16503 | |
Entity Incorporation, State or Country Code | L2 | |
Entity Tax Identification Number | 98-0352587 | |
Entity Address, Address Line One | c/o Willis Group Limited | |
Entity Address, Address Line Two | 51 Lime Street | |
Entity Address, City or Town | London | |
Entity Address, Country | GB | |
Entity Address, Postal Zip Code | EC3M 7DQ | |
City Area Code | 011 | |
Local Phone Number | 44-20-3124-6000 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenue | $ 1,973 | $ 1,897 | $ 6,292 | $ 5,946 |
Costs of providing services | ||||
Salaries and benefits | 1,255 | 1,238 | 3,991 | 3,807 |
Other operating expenses | 385 | 370 | 1,169 | 1,210 |
Depreciation | 69 | 73 | 212 | 237 |
Amortization | 85 | 108 | 285 | 347 |
Transaction and integration, net | (952) | 42 | (877) | 65 |
Total costs of providing services | 842 | 1,831 | 4,780 | 5,666 |
Income from operations | 1,131 | 66 | 1,512 | 280 |
Interest expense | (50) | (61) | (161) | (184) |
Other income, net | 105 | 156 | 617 | 321 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 1,186 | 161 | 1,968 | 417 |
Provision for income taxes | (267) | (42) | (386) | (133) |
INCOME FROM CONTINUING OPERATIONS | 919 | 119 | 1,582 | 284 |
(Loss)/income from discontinued operations before income taxes | (15) | 7 | 317 | 319 |
Benefit from/(provision for) income taxes on discontinued operations | 3 | (4) | (70) | (66) |
(LOSS)/INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX | (12) | 3 | 247 | 253 |
NET INCOME | 907 | 122 | 1,829 | 537 |
Income attributable to non-controlling interests | (4) | (1) | (9) | (17) |
NET INCOME ATTRIBUTABLE TO WILLIS TOWERS WATSON | $ 903 | $ 121 | $ 1,820 | $ 520 |
Basic earnings per share: | ||||
Income from continuing operations per share | $ 7.10 | $ 0.91 | $ 12.14 | $ 2.06 |
(Loss)/income from discontinued operations per share | (0.09) | 0.02 | 1.90 | 1.95 |
Basic earnings per share | 7.01 | 0.93 | 14.04 | 4.01 |
Diluted earnings per share: | ||||
Income from continuing operations per share | 7.08 | 0.91 | 12.10 | 2.05 |
(Loss)/income from discontinued operations per share | (0.09) | 0.02 | 1.90 | 1.94 |
Diluted earnings per share | $ 6.99 | $ 0.93 | $ 14 | $ 3.99 |
Comprehensive income before non-controlling interests | $ 826 | $ 260 | $ 1,831 | $ 511 |
Comprehensive income attributable to non-controlling interests | (4) | (2) | (11) | (17) |
Comprehensive income attributable to Willis Towers Watson | $ 822 | $ 258 | $ 1,820 | $ 494 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
ASSETS | ||
Cash and cash equivalents | $ 2,162 | $ 2,039 |
Fiduciary assets | 10,923 | 12,003 |
Accounts receivable, net | 2,065 | 2,408 |
Prepaid and other current assets | 480 | 475 |
Current assets held for sale | 4,961 | 3,376 |
Total current assets | 20,591 | 20,301 |
Fixed assets, net | 881 | 1,013 |
Goodwill | 10,146 | 10,392 |
Other intangible assets, net | 2,681 | 3,035 |
Right-of-use assets | 795 | 901 |
Pension benefits assets | 1,056 | 971 |
Other non-current assets | 1,132 | 1,078 |
Non-current assets held for sale | 0 | 840 |
Total non-current assets | 16,691 | 18,230 |
TOTAL ASSETS | 37,282 | 38,531 |
LIABILITIES AND EQUITY | ||
Fiduciary liabilities | 10,923 | 12,003 |
Deferred revenue and accrued expenses | 1,829 | 2,043 |
Current debt | 644 | 971 |
Current lease liabilities | 150 | 152 |
Other current liabilities | 950 | 793 |
Current liabilities held for sale | 4,120 | 3,370 |
Total current liabilities | 18,616 | 19,332 |
Long-term debt | 3,993 | 4,664 |
Liability for pension benefits | 1,188 | 1,403 |
Deferred tax liabilities | 612 | 561 |
Provision for liabilities | 401 | 406 |
Long-term lease liabilities | 800 | 917 |
Other non-current liabilities | 239 | 281 |
Non-current liabilities held for sale | 0 | 35 |
Total non-current liabilities | 7,233 | 8,267 |
TOTAL LIABILITIES | 25,849 | 27,599 |
COMMITMENTS AND CONTINGENCIES | 0 | 0 |
EQUITY | ||
Additional paid-in capital | 10,786 | 10,748 |
Retained earnings | 2,969 | 2,434 |
Accumulated other comprehensive loss, net of tax | (2,359) | (2,359) |
Treasury shares, at cost, 17,519 shares in 2021 and 2020 | (3) | (3) |
Total Willis Towers Watson shareholders’ equity | 11,393 | 10,820 |
Non-controlling interests | 40 | 112 |
Total equity | 11,433 | 10,932 |
TOTAL LIABILITIES AND EQUITY | $ 37,282 | $ 38,531 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Preference shares, nominal value (USD per share) | $ 0.000115 | $ 0.000115 |
Preference shares, shares authorized | 1,000,000,000 | 1,000,000,000 |
Preference shares, shares issued | 0 | 0 |
Ordinary shares, $0.000304635 nominal value [Member] | ||
Ordinary shares, nominal value | $ 0.000304635 | $ 0.000304635 |
Ordinary shares, shares authorized | 1,510,003,775 | 1,510,003,775 |
Ordinary shares, shares issued | 124,595,946 | 128,964,579 |
Ordinary shares, shares outstanding | 124,595,946 | 128,964,579 |
Treasury shares | 17,519 | 17,519 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | ||
CASH FLOWS FROM OPERATING ACTIVITIES | |||
NET INCOME | $ 1,829 | $ 537 | |
Adjustments to reconcile net income to total net cash from operating activities: | |||
Depreciation | 212 | 238 | |
Amortization | 286 | 348 | |
Non-cash lease expense | 108 | 110 | |
Net periodic benefit of defined benefit pension plans | (125) | (142) | |
Provision for doubtful receivables from clients | 13 | 28 | |
Provision for deferred income taxes | 41 | 55 | |
Share-based compensation | 71 | 59 | |
Net gain on disposal of operations | (380) | (83) | |
Non-cash foreign exchange gain | (5) | (10) | |
Other, net | (21) | (21) | |
Changes in operating assets and liabilities, net of effects from purchase of subsidiaries: | |||
Accounts receivable | 175 | 359 | |
Fiduciary assets | (715) | (2,453) | |
Fiduciary liabilities | 715 | 2,453 | |
Other assets | (135) | (78) | |
Other liabilities | (199) | (217) | |
Provisions | 7 | 23 | |
Net cash from operating activities | 1,877 | 1,206 | |
CASH FLOWS FROM/(USED IN) INVESTING ACTIVITIES | |||
Additions to fixed assets and software for internal use | (109) | (183) | |
Capitalized software costs | (40) | (49) | |
Acquisitions of operations, net of cash acquired | 0 | (66) | |
Net proceeds from sale of operations | 726 | 212 | |
Other, net | 0 | (22) | |
Net cash from/(used in) investing activities | 577 | (108) | |
CASH FLOWS USED IN FINANCING ACTIVITIES | |||
Senior notes issued | 0 | 282 | |
Debt issuance costs | 0 | (2) | |
Repayments of debt | (970) | (319) | |
Repurchase of shares | (1,000) | 0 | |
Proceeds from issuance of shares | 2 | 8 | |
Payments of deferred and contingent consideration related to acquisitions | (19) | 0 | |
Cash paid for employee taxes on withholding shares | (8) | (14) | |
Dividends paid | (275) | (259) | |
Acquisitions of and dividends paid to non-controlling interests | (35) | (27) | |
Other, net | 0 | (3) | |
Net cash used in financing activities | (2,305) | (334) | |
INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 149 | 764 | |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (24) | (5) | |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD | [1] | 2,096 | 895 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD | [1] | $ 2,221 | $ 1,654 |
[1] | Cash, cash equivalents and restricted cash included $6 million, $7 million, $7 million and $8 million of restricted cash at September 30, 2021, December 31, 2020, September 30, 2020 and December 31, 2019, respectively, which is included within prepaid and other current assets on our condensed consolidated balance sheets. Additionally, cash, cash equivalents and restricted cash included $53 million, $50 million, $56 million and $56 million of cash attributable to discontinued operations at September 30, 2021, December 31, 2020, September 30, 2020 and December 31, 2019, respectively, which is included within assets held for sale on our condensed consolidated balance sheets. |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Dec. 31, 2019 |
Prepaid Expenses and Other Current Assets [Member] | ||||
Restricted cash | $ 6 | $ 7 | $ 7 | $ 8 |
Assets Held for Sale [Member] | ||||
Cash attributable to discontinued operations | $ 53 | $ 50 | $ 56 | $ 56 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Equity (Unaudited) - USD ($) shares in Thousands, $ in Millions | Total | Shares outstanding [Member] | Ordinary shares and APIC [Member] | Retained earnings [Member] | Treasury shares [Member] | AOCL [Member] | [1] | Total WTW shareholders' equity [Member] | Non-controlling interests [Member] | |
Equity, beginning balance at Dec. 31, 2019 | $ 10,369 | $ 10,687 | $ 1,792 | $ (3) | $ (2,227) | $ 10,249 | $ 120 | |||
Equity, beginning balance (in shares) at Dec. 31, 2019 | 128,690 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | 313 | 305 | 305 | 8 | ||||||
Dividends declared | (88) | (88) | (88) | |||||||
Dividends attributable to non-controlling interests | (1) | (1) | ||||||||
Other comprehensive income (loss) | (220) | (219) | (219) | (1) | ||||||
Issuance of shares under employee stock compensation plans | 3 | 3 | 3 | |||||||
Issuance of shares under employee stock compensation plans (in shares) | 36 | |||||||||
Share-based compensation and net settlements | 9 | 9 | 9 | |||||||
Foreign currency translation | 4 | 4 | 4 | |||||||
Equity, ending balance at Mar. 31, 2020 | 10,389 | 10,703 | 2,009 | (3) | (2,446) | 10,263 | 126 | |||
Equity, ending balance (in shares) at Mar. 31, 2020 | 128,726 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | 102 | 94 | 94 | 8 | ||||||
Dividends declared | (88) | (88) | (88) | |||||||
Dividends attributable to non-controlling interests | (12) | (12) | ||||||||
Other comprehensive income (loss) | 56 | 56 | 56 | |||||||
Issuance of shares under employee stock compensation plans | 2 | 2 | 2 | |||||||
Issuance of shares under employee stock compensation plans (in shares) | 37 | |||||||||
Share-based compensation and net settlements | 12 | 12 | 12 | |||||||
Other | (3) | (3) | (3) | |||||||
Reduction of non-controlling interests | [2] | (1) | (1) | |||||||
Foreign currency translation | (1) | (1) | (1) | |||||||
Equity, ending balance at Jun. 30, 2020 | 10,456 | 10,713 | 2,015 | (3) | (2,390) | 10,335 | 121 | |||
Equity, ending balance (in shares) at Jun. 30, 2020 | 128,763 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | 122 | 121 | 121 | 1 | ||||||
Dividends declared | (89) | (89) | (89) | |||||||
Dividends attributable to non-controlling interests | (9) | (9) | ||||||||
Other comprehensive income (loss) | 138 | 137 | 137 | 1 | ||||||
Issuance of shares under employee stock compensation plans | 3 | 3 | 3 | |||||||
Issuance of shares under employee stock compensation plans (in shares) | 108 | |||||||||
Share-based compensation and net settlements | 6 | 6 | 6 | |||||||
Reduction of non-controlling interests | [2] | (2) | 7 | 7 | (9) | |||||
Foreign currency translation | (5) | (5) | (5) | |||||||
Equity, ending balance at Sep. 30, 2020 | 10,620 | 10,724 | 2,047 | (3) | (2,253) | 10,515 | 105 | |||
Equity, ending balance (in shares) at Sep. 30, 2020 | 128,871 | |||||||||
Equity, beginning balance at Dec. 31, 2020 | 10,932 | 10,748 | 2,434 | (3) | (2,359) | 10,820 | 112 | |||
Equity, beginning balance (in shares) at Dec. 31, 2020 | 128,965 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | 736 | 733 | 733 | 3 | ||||||
Dividends declared | (92) | (92) | (92) | |||||||
Dividends attributable to non-controlling interests | (17) | (17) | ||||||||
Other comprehensive income (loss) | 50 | 48 | 48 | 2 | ||||||
Issuance of shares under employee stock compensation plans | 1 | 1 | 1 | |||||||
Issuance of shares under employee stock compensation plans (in shares) | 9 | |||||||||
Share-based compensation and net settlements | 12 | 12 | 12 | |||||||
Reduction of non-controlling interests | [2] | (52) | (52) | |||||||
Foreign currency translation | 4 | 4 | 4 | |||||||
Equity, ending balance at Mar. 31, 2021 | 11,574 | 10,765 | 3,075 | (3) | (2,311) | 11,526 | 48 | |||
Equity, ending balance (in shares) at Mar. 31, 2021 | 128,974 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income | 186 | 184 | 184 | 2 | ||||||
Dividends declared | (93) | (93) | (93) | |||||||
Dividends attributable to non-controlling interests | (4) | (4) | ||||||||
Other comprehensive income (loss) | 33 | 33 | 33 | |||||||
Issuance of shares under employee stock compensation plans | 1 | 1 | 1 | |||||||
Issuance of shares under employee stock compensation plans (in shares) | 14 | |||||||||
Share-based compensation and net settlements | 20 | 20 | 20 | |||||||
Reduction of non-controlling interests | [2] | (1) | (1) | |||||||
Foreign currency translation | (1) | (1) | (1) | |||||||
Equity, ending balance at Jun. 30, 2021 | 11,715 | 10,785 | 3,166 | (3) | (2,278) | 11,670 | 45 | |||
Equity, ending balance (in shares) at Jun. 30, 2021 | 128,988 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Shares repurchased | (1,000) | (1,000) | (1,000) | |||||||
Shares repurchased (in shares) | (4,456) | |||||||||
Net income | 907 | 903 | 903 | 4 | ||||||
Dividends declared | (100) | (100) | (100) | |||||||
Dividends attributable to non-controlling interests | (6) | (6) | ||||||||
Other comprehensive income (loss) | (81) | (81) | (81) | |||||||
Issuance of shares under employee stock compensation plans (in shares) | 64 | |||||||||
Share-based compensation and net settlements | 6 | 6 | 6 | |||||||
Reduction of non-controlling interests | [2] | (11) | (8) | (8) | (3) | |||||
Foreign currency translation | 3 | 3 | 3 | |||||||
Equity, ending balance at Sep. 30, 2021 | $ 11,433 | $ 10,786 | $ 2,969 | $ (3) | $ (2,359) | $ 11,393 | $ 40 | |||
Equity, ending balance (in shares) at Sep. 30, 2021 | 124,596 | |||||||||
[1] | Accumulated other comprehensive loss, net of tax (‘AOCL’). | |||||||||
[2] | Attributable to the divestiture of businesses that are less than wholly-owned or the acquisition of shares previously owned by minority interest holders. |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Changes in Equity (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | |||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | |
Statement Of Stockholders Equity [Abstract] | ||||||
Dividends declared per share | $ 0.80 | $ 0.71 | $ 0.71 | $ 0.68 | $ 0.68 | $ 0.68 |
Nature of Operations
Nature of Operations | 9 Months Ended |
Sep. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of Operations | Note 1 — Nature of Operations Willis Towers Watson plc is a leading global advisory, broking and solutions company that helps clients around the world turn risk into a path for growth. The Company has more than 46,000 employees and services clients in more than 140 countries. We design and deliver solutions that manage risk, optimize benefits, cultivate talent, and expand the power of capital to protect and strengthen institutions and individuals. Our risk management services include strategic risk consulting (including providing actuarial analysis), a variety of due diligence services, the provision of practical on-site risk control services (such as health and safety and property loss control consulting), and analytical and advisory services (such as hazard modeling and reinsurance optimization studies). We also assist our clients with planning for addressing incidents or crises when they occur. These services include contingency planning, security audits and product tampering plans. We help our clients enhance business performance by delivering consulting services, technology and solutions that optimize benefits and cultivate talent. Our services and solutions encompass such areas as employee benefits, total rewards, talent and benefits outsourcing. In addition, we provide investment advice to help our clients develop disciplined and efficient strategies to meet their investment goals and expand the power of capital. As an insurance broker, we act as an intermediary between our clients and insurance carriers by advising on their risk management requirements, helping them to determine the best means of managing risk and negotiating and placing insurance with insurance carriers through our global distribution network. We operate a private Medicare marketplace in the U.S. through which, along with our active employee marketplace, we help our clients move to a more sustainable economic model by capping and controlling the costs associated with healthcare benefits. We also provide direct-to-consumer sales of Medicare coverage. We are not an insurance company, and therefore we do not underwrite insurable risks for our own account. We believe our broad perspective allows us to see the critical intersections between talent, assets and ideas - the dynamic formula that drives business performance. Termination of Proposed Combination with Aon plc On March 9, 2020, WTW and Aon plc (‘Aon’) issued an announcement disclosing that the respective boards of directors of WTW and Aon had reached agreement on the terms of a recommended acquisition of WTW by Aon. Under the terms of the agreement each WTW shareholder would receive 1.08 Aon ordinary shares for each WTW ordinary share. At the time of the announcement, it was estimated that upon completion of the combination, existing Aon shareholders would own approximately 63% and existing WTW shareholders would own approximately 37% of the combined company on a fully diluted basis. The transaction was approved by the shareholders of both WTW and Aon during meetings of the respective shareholders held on August 26, 2020. On June 16, 2021, the U.S. Department of Justice filed suit in U.S. District Court in the District of Columbia against WTW and Aon, seeking to enjoin the proposed business combination between the two companies (among other relief). On July 26, 2021, WTW and Aon announced they had terminated the business combination agreement and that Aon had agreed to pay WTW $1 billion in connection with such termination, which was received by WTW on July 27, 2021 (the ‘Termination’ or the ‘Termination Agreement’). The $1 billion income receipt has been included in transaction and integration, net in the condensed consolidated statements of operations. Under the Termination Agreement, WTW and Aon on behalf of themselves and certain other related and affiliated parties, each agreed to release the other from all claims and actions arising out of or related to the business combination agreement and the transactions contemplated thereby, subject to certain exceptions. |
Basis of Presentation and Recen
Basis of Presentation and Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Recent Accounting Pronouncements | Note 2 Basis of Presentation The accompanying unaudited quarterly condensed consolidated financial statements of Willis Towers Watson and our subsidiaries are presented in accordance with the rules and regulations of the SEC for quarterly reports on Form 10-Q and therefore do not include all of the information and footnotes required by U.S. GAAP. We have reclassified certain prior period amounts to conform to the current period presentation due to the recognition of discontinued operations and assets and liabilities as held-for-sale (see below for further discussion). consolidated financial statements should be read together with the Company’s Annual Report on Form 10-K, filed with the SEC on February 2 3, 2021 , and may be accessed via EDGAR on the SEC’s web site at www.sec.gov. The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that can be expected for the entire year. The Company experiences seasonal fluctuations of its revenue. Revenue is typically higher during the Company’s first and fourth quarters due primarily to the timing of broking-related activities. The results reflect certain estimates and assumptions made by management, including those estimates used in calculating acquisition consideration and fair value of tangible and intangible assets and liabilities, professional liability claims, estimated bonuses, valuation of billed and unbilled receivables, and anticipated tax liabilities that affect the amounts reported in the condensed consolidated financial statements and related notes. Risks and Uncertainties Related to the COVID-19 Pandemic and the Related Economic Environment The COVID-19 pandemic has had an adverse impact on global commercial activity, particularly on the global supply chain and workforce availability, and has contributed to significant volatility in the global financial markets including, among other effects, occasional declines in the equity markets, changes in interest rates and reduced liquidity on a global basis. With regard to the effects on our own business operations and those of our clients, suppliers and other third parties with whom we interact, the Company has regularly considered the impact of COVID-19 and the wider economic results on our business, taking into account our business resilience and continuity plans, financial modeling and stress testing of liquidity and financial resources. Generally, the COVID-19 pandemic did not have a material adverse impact on our overall financial results during 2020 or on our results through the third quarter of 2021; however, during 2020 and through the first quarter of 2021, the COVID-19 pandemic had a negative impact on our revenue growth, primarily in our businesses that are discretionary in nature. We saw an increased demand for these services, which improved revenue growth, in the second and third quarters of 2021. We believe this positive trend could continue for the remainder of the year with some variability based on further disruptions to the supply chain, workforce availability, vaccination rates and further social-distancing orders in jurisdictions where we do business. We have considered this outlook as part of the significant estimates and assumptions that are inherent in our financial statements, including the collectability of billed and unbilled receivables, the estimation of revenue, and the fair value of our reporting units, tangible and intangible assets and contingent consideration. Although the primary revenue impact of the pandemic has been on certain discretionary lines of business, non-discretionary lines of business have also been, to some extent, adversely affected and may be adversely affected in the future. Further, reduced economic activity or disruption in insurance markets could reduce the demand for or the extent of insurance coverage. Also, the increased frequency and severity of coverage disputes between our clients and (re)insurers arising out of the pandemic could increase our professional liability risk. In 2021, global labor market shifts have become more pronounced, having a negative effect on workforce availability, which could hamper our ability to grow our capacity on pace with increasing demand for our services. We expect the market for talent to remain highly competitive for at least the next several months. We will continue to monitor the situation and assess any implications to our business and our stakeholders. The extent to which COVID-19 impacts our business and financial position will depend on future developments, which are difficult to predict. These future developments may include the severity and scope of the COVID-19 outbreak, which may unexpectedly change or worsen, and the types and duration of measures imposed by governmental authorities to contain the virus or address its impact. We continue to expect that the COVID-19 pandemic and the related impacts on the wider economic environment will negatively impact our revenue and operating results in fiscal 2021. We believe that these trends and uncertainties are similar to those faced by other comparable registrants as a result of the pandemic . Recent Accounting Pronouncements Not Yet Adopted There are no pending accounting pronouncements that are expected to have a significant impact on our condensed consolidated financial statements. Adopted In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes |
Divestitures
Divestitures | 9 Months Ended |
Sep. 30, 2021 | |
Dispositions [Abstract] | |
Divestitures | Note 3 Willis Re Divestiture As part of the potential combination with Aon, the Company entered into an agreement with Arthur J. Gallagher & Co. (‘Gallagher’), a leading global provider of insurance, risk management and consulting services, to sell its treaty-reinsurance business (‘Willis Re’) and certain of the Company’s corporate risk and broking and health and benefit businesses . Upon termination of the Aon combination, the definitive agreement with Gallagher automatically terminated in accordance with its terms . On August 13, 2021, the Company entered into a new definitive agreement to sell Willis Re to Gallagher for total upfront cash consideration of $3.25 billion plus an earnout payable in 2025 of up to $750 million in cash, subject to certain adjustments. The completion of the deal is subject to required regulatory approvals and clearances, as well as other customary closing conditions, and is expected to be completed no later than the end of the first quarter of 2022. The Company will account for the earnout as a gain contingency and therefore will not record any receivables upon close. Rather, the earnout will be recognized in the Company’s condensed consolidated financial statements, if it is received, in 2025. After the divestiture is complete, upon satisfaction or waiver of the closing conditions, a number of services are expected to continue under a Transition Services Agreement. In connection with the pending transaction, the Company has reclassified the results of its Willis Re operations as discontinued operations on its condensed consolidated statements of comprehensive income and has reclassified Willis Re assets and liabilities as held for sale on its condensed consolidated balance sheets. Willis Re was previously included in the Investment, Risk and Reinsurance segment. The following selected financial information relates to the operations of Willis Re for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Revenue from discontinued operations $ 111 $ 112 $ 668 $ 642 Costs of providing services Salaries and benefits 97 93 291 281 Other operating expenses 29 12 60 43 Depreciation and amortization — — 1 2 Total costs of providing services 126 105 352 326 Other income, net — — 1 3 (Loss)/income from discontinued operations before income taxes $ (15 ) $ 7 $ 317 $ 319 The expense amounts reflected above represent only the direct costs attributable to the Willis Re business and exclude allocations of corporate costs that will be retained following the sale. Neither the discontinued operations presented above, nor the unallocated corporate costs, reflect the impact of any cost reimbursement that will be received under a Transition Services Agreement following the closing of the transaction upon the satisfaction or waiver of closing conditions. The following table summarizes the total assets and liabilities of Willis Re classified as held for sale within our condensed consolidated balance sheets at the balance sheet dates presented: September 30, 2021 December 31, 2020 Assets held for sale: Cash and cash equivalents $ 53 $ 50 Fiduciary assets 3,853 3,157 Accounts receivable, net 199 147 Fixed assets, net 1 1 Goodwill 812 812 Other intangible assets, net 8 8 Right-of-use assets 1 1 Other assets 34 40 Total assets held for sale $ 4,961 $ 4,216 Liabilities held for sale: Fiduciary liabilities $ 3,853 $ 3,157 Deferred revenue and accrued expenses 101 118 Liability for pension benefits 1 2 Lease liabilities 1 1 Provision for liabilities 1 1 Other liabilities 163 126 Total liabilities held for sale $ 4,120 $ 3,405 Certain amounts included in the condensed consolidated balance sheets have been excluded from the held-for-sale balances disclosed since the assets are not transferring under the terms of the sale agreement, and instead will be settled by the Company. At September 30, 2021 and December 31, 2020, these excluded amounts are comprised of fiduciary assets of $3.8 billion and $3.0 billion, respectively, and their corresponding equal fiduciary liabilities, and accounts receivable, net balances of $155 million and $100 million, respectively. Miller Divestiture On March 1, 2021, the Company completed the transaction to sell its U.K.-based, majority-owned wholesale subsidiary Miller for final total consideration of GBP 623 million ($818 million), which includes amounts paid to the minority shareholder. The $356 million net tax-exempt gain on the sale was included in Other income, net in the condensed consolidated statement of comprehensive income for the nine months ended September 30, 2021. Prior to disposal, Miller was included within the Investment, Risk and Reinsurance segment. Max Matthiessen Divestiture In September 2020, the Company completed the transaction to sell its Swedish majority-owned subsidiary MM Holding AB (‘Max Matthiessen’) for total consideration of SEK 2.3 billion ($262 million) plus certain other adjustments, resulting in a tax-exempt gain on the sale of $86 million, which was included in Other income, net in the consolidated statement of comprehensive income during the year ended December 31, 2020. Of the total consideration, the Company financed a SEK 600 million ($68 million) note repayable by the purchaser. The note has no fixed term but is repayable subject to certain terms and conditions and bears an interest rate that could range from 5% to 10%, increasing the longer the note remains outstanding. This note receivable is included in Other non-current assets in the condensed consolidated balance sheet. Prior to disposal, Max Matthiessen was included within the Investment, Risk and Reinsurance segment. |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | Note 4 All periods presented have been recast to exclude the revenue and receivables of Willis Re, which have been reclassified as discontinued operations and assets held for sale, respectively, on the Company’s condensed consolidated financial statements (see Note 3 – Divestitures). Disaggregation of Revenue The Company reports revenue by segment in Note 5 — Three Months Ended September 30, HCB CRB IRR BDA Corporate ( i ) Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 Broking $ 68 $ 62 $ 621 $ 592 $ 11 $ 71 $ 119 $ 100 $ — $ — $ 819 $ 825 Consulting 561 529 39 31 111 97 — — 2 1 713 658 Outsourced administration 122 126 17 16 4 4 123 126 — — 266 272 Other 97 77 4 4 46 48 — — 1 1 148 130 Total revenue by service offering 848 794 681 643 172 220 242 226 3 2 1,946 1,885 Reimbursable expenses and other ( i ) 10 10 — — 2 1 2 2 (9 ) (10 ) 5 3 Total revenue from customer contracts $ 858 $ 804 $ 681 $ 643 $ 174 $ 221 $ 244 $ 228 $ (6 ) $ (8 ) $ 1,951 $ 1,888 Interest and other income (ii) 4 2 16 6 — — — — 2 1 22 9 Total revenue $ 862 $ 806 $ 697 $ 649 $ 174 $ 221 $ 244 $ 228 $ (4 ) $ (7 ) $ 1,973 $ 1,897 Nine Months Ended September 30, HCB CRB IRR BDA Corporate ( i ) Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 Broking $ 248 $ 216 $ 2,026 $ 1,877 $ 67 $ 238 $ 391 $ 288 $ — $ — $ 2,732 $ 2,619 Consulting 1,732 1,642 128 118 348 282 — — 6 4 2,214 2,046 Outsourced administration 377 376 58 57 12 11 377 378 — — 824 822 Other 196 165 12 6 188 185 — — 3 3 399 359 Total revenue by service offering 2,553 2,399 2,224 2,058 615 716 768 666 9 7 6,169 5,846 Reimbursable expenses and other ( i ) 33 36 1 1 4 6 6 7 (9 ) 2 35 52 Total revenue from customer contracts $ 2,586 $ 2,435 $ 2,225 $ 2,059 $ 619 $ 722 $ 774 $ 673 $ — $ 9 $ 6,204 $ 5,898 Interest and other income (ii) 10 14 71 31 — — 3 — 4 3 88 48 Total revenue $ 2,596 $ 2,449 $ 2,296 $ 2,090 $ 619 $ 722 $ 777 $ 673 $ 4 $ 12 $ 6,292 $ 5,946 ______________ ( i ) Reimbursable expenses and other, as well as Corporate revenue, are excluded from segment revenue, but included in total revenue on the condensed consolidated statements of comprehensive income. Amounts included in Corporate revenue may include eliminations, adjustments to reserves and impacts from hedged revenue transactions. ( i i ) Interest and other income is included in segment revenue and total revenue. However, it has been presented separately in the above tables because it does not arise directly from contracts with customers. The significant increase in CRB’s interest and other income resulted from book-of-business settlements. The following tables present revenue by the geography where our work is performed for the three and nine months ended September 30, 2021 and 2020. Reconciliations to total revenue on our condensed consolidated statements of comprehensive income and to segment revenue are shown in the tables above. Three Months Ended September 30, HCB CRB IRR BDA Corporate Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 North America $ 485 $ 465 $ 310 $ 287 $ 45 $ 39 $ 239 $ 224 $ 2 $ 1 $ 1,081 $ 1,016 Great Britain 137 120 143 138 86 117 — — — — 366 375 Western Europe 135 129 116 112 18 44 — — 1 1 270 286 International 91 80 112 106 23 20 3 2 — — 229 208 Total revenue by geography $ 848 $ 794 $ 681 $ 643 $ 172 $ 220 $ 242 $ 226 $ 3 $ 2 $ 1,946 $ 1,885 Nine Months Ended September 30, HCB CRB IRR BDA Corporate Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 North America $ 1,430 $ 1,403 $ 865 $ 816 $ 136 $ 117 $ 760 $ 660 $ 7 $ 5 $ 3,198 $ 3,001 Great Britain 427 363 471 435 343 401 — — — — 1,241 1,199 Western Europe 444 404 521 483 69 139 — — 2 2 1,036 1,028 International 252 229 367 324 67 59 8 6 — — 694 618 Total revenue by geography $ 2,553 $ 2,399 $ 2,224 $ 2,058 $ 615 $ 716 $ 768 $ 666 $ 9 $ 7 $ 6,169 $ 5,846 Contract Balances The Company reports accounts receivable, net on the condensed consolidated balance sheet, which includes billed and unbilled receivables and current contract assets. In addition to accounts receivable, net, the Company had the following non-current contract assets and deferred revenue balances at September 30, 2021 and December 31, 2020: September 30, 2021 December 31, 2020 Billed receivables, net of allowance for doubtful accounts of $44 million and $40 million $ 1,360 $ 1,589 Unbilled receivables 511 445 Current contract assets 194 374 Accounts receivable, net $ 2,065 $ 2,408 Non-current accounts receivable, net $ 23 $ 34 Non-current contract assets $ 431 $ 327 Deferred revenue $ 636 $ 547 During the three and nine months ended September 30, 2021, revenue of $39 million and $408 million, respectively, was recognized that was reflected as deferred revenue at December 31, 2020. During the three months ended September 30, 2021, revenue of $262 million was recognized that was reflected as deferred revenue at June 30, 2021. During the three and nine months ended September 30, 2021, the Company recognized revenue of $16 million and $62 million, respectively, related to performance obligations satisfied prior to 2021. Performance Obligations The Company has contracts for which performance obligations have not been satisfied as of September 30, 2021 or have been partially satisfied as of this date. The following table shows the expected timing for the satisfaction of the remaining performance obligations. This table does not include contract renewals or variable consideration, which was excluded from the transaction prices in accordance with the guidance on constraining estimates of variable consideration. In addition, in accordance with ASC 606, Revenue From Contracts With Customers • Performance obligations which are part of a contract that has an original expected duration of less than one year, and • Performance obligations satisfied in accordance with ASC 606-10-55-18 (‘right to invoice’). Remainder of 2021 2022 2023 onward Total Revenue expected to be recognized on contracts as of September 30, 2021 $ 174 $ 546 $ 788 $ 1,508 Since most of the Company’s contracts are cancellable with less than one year’s notice and have no substantive penalty for cancellation, the majority of the Company’s remaining performance obligations as of September 30, 2021 have been excluded from the table above. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Note 5 Willis Towers Watson has four reportable operating segments or business areas: • Human Capital and Benefits (‘HCB’) • Corporate Risk and Broking (‘CRB’) • Investment, Risk and Reinsurance (‘IRR’) • Benefits Delivery and Administration (‘BDA’) Willis Towers Watson’s chief operating decision maker is its chief executive officer. We determined that the operational data used by the chief operating decision maker is at the segment level. Management bases strategic goals and decisions on these segments and the data presented below is used to assess the adequacy of strategic decisions and the methods of achieving these strategies and related financial results. Management evaluates the performance of its segments and allocates resources to them based on net operating income on a pre-tax basis. The Company experiences seasonal fluctuations of its revenue. Revenue is typically higher during the Company’s first and fourth quarters due primarily to the timing of broking-related activities. All periods presented have been recast to exclude the operating results of Willis Re, which was included within IRR and has been reclassified to discontinued operations (see Note 3 – Divestitures The following table presents segment revenue and segment operating income for our reportable segments for the three months ended September 30, 2021 and 2020. Three Months Ended September 30, HCB CRB IRR BDA Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 Segment revenue $ 852 $ 796 $ 697 $ 649 $ 172 $ 220 $ 242 $ 226 $ 1,963 $ 1,891 Segment operating income/(loss) $ 242 $ 209 $ 114 $ 81 $ 22 $ 20 $ (19 ) $ (11 ) $ 359 $ 299 The following table presents segment revenue and segment operating income for our reportable segments for the nine months ended September 30, 2021 and 2020. Nine Months Ended September 30, HCB CRB IRR BDA Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 Segment revenue $ 2,563 $ 2,413 $ 2,295 $ 2,089 $ 615 $ 716 $ 771 $ 666 $ 6,244 $ 5,884 Segment operating income/(loss) $ 654 $ 582 $ 457 $ 343 $ 108 $ 108 $ (22 ) $ (31 ) $ 1,197 $ 1,002 The following table presents reconciliations of the information reported by segment to the Company’s condensed consolidated statements of comprehensive income for the three and nine months ended September 30, 2021 and 2020. Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Revenue: Total segment revenue $ 1,963 $ 1,891 $ 6,244 $ 5,884 Reimbursable expenses and other 10 6 48 62 Revenue $ 1,973 $ 1,897 $ 6,292 $ 5,946 Total segment operating income $ 359 $ 299 $ 1,197 $ 1,002 Amortization (85 ) (108 ) (285 ) (347 ) Transaction and integration, net ( i ) 952 (42 ) 877 (65 ) Unallocated, net (ii) (95 ) (83 ) (277 ) (310 ) Income from operations 1,131 66 1,512 280 Interest expense (50 ) (61 ) (161 ) (184 ) Other income, net 105 156 617 321 INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES $ 1,186 $ 161 $ 1,968 $ 417 ( i ) Includes mainly transaction costs related to the proposed Aon combination prior to its termination. For the three and nine months ended September 30, 2021, includes the $1 billion income receipt related to the termination of the proposed Aon transaction. (ii) 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. Additionally, these costs also include corporate costs that had previously been allocated to Willis Re, due to the reclassification of the Willis Re results as discontinued operations. The Company does not currently provide asset information by reportable segment as it does not routinely evaluate the total asset position by segment. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 6 — Income Taxes Provision for income taxes on continuing operations for the three and nine months ended September 30, 2021 was $267 million and $386 million, respectively, compared to $42 million and $133 million for the three and nine months ended September 30, 2020, respectively. The effective tax rates were 22.5% and 19.6% for the three and nine months ended September 30, 2021, respectively, and 26.6% and 31.9% for the three and nine months ended September 30, 2020, respectively. These effective tax rates are calculated using extended values from our condensed consolidated statements of comprehensive income and are therefore more precise tax rates than can be calculated from rounded values. The current-quarter effective tax rate includes a $250 million estimated tax expense related to the income receipt of the termination payment, however the prior-year effective tax rate for the three months ended September 30, 2020 was higher due to an additional deferred tax expense related to the enacted U.K. statutory tax rate change. The prior-year effective tax rate for the nine months ended September 30, 2020 was higher due to additional tax expense recognized in connection with the temporary provisions of the Coronavirus Aid, Relief, and Economic Security (‘CARES’) Act. The amounts above exclude the benefit from income tax attributable to discontinued operations of $3 million and the provision for income tax expense of $70 million for the three and nine months ended September 30, 2021, respectively, as well as the provisions for income tax expense of $4 million and $66 million for the three and nine months ended September 30, 2020, respectively. The Company recognizes deferred tax balances related to the undistributed earnings of subsidiaries when it expects that it will recover those undistributed earnings in a taxable manner, such as through receipt of dividends or sale of the investments. Historically, we have not provided taxes on cumulative earnings of our subsidiaries that have been reinvested indefinitely. As a result of our plans to restructure or distribute accumulated earnings of certain foreign operations, we have recorded an estimate of foreign withholding and state income taxes. In addition, in connection with the Willis Re divestiture, we have recorded an estimated deferred tax expense for certain Willis Re subsidiaries whose outside basis differences are no longer considered indefinitely reinvested. However, we assert that the historical cumulative earnings of our other subsidiaries are reinvested indefinitely, and therefore do not provide deferred tax liabilities on these amounts. The Company records valuation allowances against net deferred tax assets based on whether it is more likely than not that the deferred tax assets will be realized. We have liabilities for uncertain tax positions under ASC 740 of $45 million, excluding interest and penalties. The Company believes the outcomes that are reasonably possible within the next 12 months may result in a reduction in the liability for uncertain tax positions of approximately $5 million to $9 million, excluding interest and penalties. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 7 The components of goodwill are outlined below for the nine months ended September 30, 2021: HCB CRB IRR BDA Total Balance at December 31, 2020: Goodwill, gross (i) $ 4,346 $ 2,378 $ 882 $ 3,278 $ 10,884 Accumulated impairment losses (130 ) (362 ) — — (492 ) Goodwill, net - December 31, 2020 4,216 2,016 882 3,278 10,392 Goodwill disposals — (7 ) (188 ) — (195 ) Foreign exchange (28 ) (25 ) 2 — (51 ) Balance at September 30, 2021: Goodwill, gross 4,318 2,346 696 3,278 10,638 Accumulated impairment losses (130 ) (362 ) — — (492 ) Goodwill, net - September 30, 2021 $ 4,188 $ 1,984 $ 696 $ 3,278 $ 10,146 ( i ) Excludes $812 million Other Intangible Assets The following table reflects changes in the net carrying amounts of the components of finite-lived intangible assets for the nine months ended September 30, 2021: Client relationships Software Trademark and trade name Other Total Balance at December 31, 2020: Intangible assets, gross $ 4,058 $ 761 $ 1,054 $ 103 $ 5,976 Accumulated amortization (2,028 ) (659 ) (220 ) (34 ) (2,941 ) Intangible assets, net - December 31, 2020 (i) 2,030 102 834 69 3,035 Intangible asset disposals (47 ) — (8 ) — (55 ) Amortization (193 ) (49 ) (32 ) (11 ) (285 ) Foreign exchange (14 ) — (1 ) 1 (14 ) Balance at September 30, 2021: Intangible assets, gross 3,837 742 1,040 104 5,723 Accumulated amortization (2,061 ) (689 ) (247 ) (45 ) (3,042 ) Intangible assets, net - September 30, 2021 $ 1,776 $ 53 $ 793 $ 59 $ 2,681 ( i ) Excludes $8 The weighted-average remaining life of amortizable intangible assets at September 30, 2021 was 13.1 years. The table below reflects the future estimated amortization expense for amortizable intangible assets for the remainder of 2021 and for subsequent years: Amortization Remainder of 2021 $ 84 2022 307 2023 254 2024 223 2025 203 Thereafter 1,610 Total $ 2,681 |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Note 8 We are exposed to certain foreign currency risks. Where possible, we identify exposures in our business that can be offset internally. Where no natural offset is identified, we may choose to enter into various derivative transactions. These instruments have the effect of reducing our exposure to unfavorable changes in foreign currency rates. The Company’s board of directors reviews and approves policies for managing this risk as summarized below. Additional information regarding our derivative financial instruments can be found in Note 10 — Fair Value Measurements and Note 16 — Accumulated Other Comprehensive Loss. Foreign Currency Risk Certain non-U.S. subsidiaries receive revenue and incur expenses in currencies other than their functional currency, and as a result, the foreign subsidiary’s functional currency revenue and/or expenses will fluctuate as the currency rates change. Additionally, the forecast Pounds sterling expenses of our London brokerage market operations may exceed their Pounds sterling revenue, and the entity with such operations may also hold significant foreign currency asset or liability positions in the condensed consolidated balance sheet. To reduce such variability, we use foreign exchange contracts to hedge against this currency risk. These derivatives were designated as hedging instruments and at September 30, 2021 and December 31, 2020 had total notional amounts of $129 million and $340 million, respectively, and had net asset fair values of $3 million and $5 million, respectively. As part of and prior to our disposal of Miller (see Note 3 – Divestitures), and prior to their contract expiration, we closed derivatives designated as hedging instruments with notional values of $27 million that were outstanding at December 31, 2020. At September 30, 2021, the Company estimates, based on current exchange rates, there will be $2 million of net derivative gains on forward exchange rates reclassified from accumulated other comprehensive loss into earnings within the next twelve months as the forecast transactions affect earnings. At September 30, 2021, our longest outstanding maturity was 1.6 years. The effects of the material derivative instruments that are designated as hedging instruments on the condensed consolidated statements of comprehensive income for the three and nine months ended September 30, 2021 and 2020 are below. Amounts pertaining to the ineffective portion of hedging instruments and those excluded from effectiveness testing were immaterial for the three and nine months ended September 30, 2021 and 2020. (Loss)/gain recognized in OCL (effective element) Three months ended September 30, Nine months ended September 30, 2021 2020 2021 2020 Forward exchange contracts $ (2 ) $ 6 $ 3 $ (21 ) Location of (loss)/gain reclassified from Accumulated OCL into income (effective element) (Loss)/gain reclassified from Accumulated OCL into income (effective element) Three months ended September 30, Nine months ended September 30, 2021 2020 2021 2020 Revenue $ (1 ) $ (2 ) $ (3 ) $ (4 ) Salaries and benefits 2 (2 ) 5 (3 ) Discontinued operations — — 3 (1 ) $ 1 $ (4 ) $ 5 $ (8 ) We also enter into foreign currency transactions, primarily to hedge certain intercompany loans and other balance sheet exposures in currencies other than the functional currency of a given entity. These derivatives are not generally designated as hedging instruments, and at September 30, 2021 and December 31, 2020, we had notional amounts of $1.9 billion and $1.5 billion, respectively, and had a net liability fair value of $21 million and a net asset fair value of $15 million, respectively. The effects of derivatives that have not been designated as hedging instruments on the condensed consolidated statements of comprehensive income for the three and nine months ended September 30, 2021 and 2020 are as follows: (Loss)/gain recognized in income Three Months Ended September 30, Nine Months Ended September 30, Derivatives not designated as hedging instruments: Location of (loss)/gain recognized in income 2021 2020 2021 2020 Forward exchange contracts Other income, net $ (7 ) $ 5 $ (36 ) $ (15 ) |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Note 9 Current debt consists of the following: September 30, 2021 December 31, 2020 Revolving $1.25 billion credit facility ( i ) $ — $ — 5.750% senior notes due 2021 — 500 3.500% senior notes due 2021 — 449 2.125% senior notes due 2022 (ii) 625 — Current portion of collateralized facility 19 22 $ 644 $ 971 Long-term debt consists of the following: September 30, 2021 December 31, 2020 Revolving $1.25 billion credit facility $ — $ — Collateralized facility (iii) 19 33 2.125% senior notes due 2022 (ii) — 659 4.625% senior notes due 2023 249 249 3.600% senior notes due 2024 648 647 4.400% senior notes due 2026 546 546 4.500% senior notes due 2028 596 596 2.950% senior notes due 2029 727 726 6.125% senior notes due 2043 271 271 5.050% senior notes due 2048 395 395 3.875% senior notes due 2049 542 542 $ 3,993 $ 4,664 ( i ) The $1.25 billion revolving credit facility expires on March 7, 2022 (see Note 18 – Subsequent Event for additional information). (ii) Notes issued in Euro (€540 million). (ii i ) At September 30, 2021 and December 31, 2020, the Company had $82 million and $98 million, respectively, of renewal commissions receivables pledged as collateral for this facility. Payments of 3.500% Senior Notes due 2021 and 5.750% Senior Notes due 2021 In August 2021, the Company called the $450 million 3.500% senior notes due to mature in September 2021. The Company repaid the principal and interest in August 2021 using cash on-hand. In March 2021, the $500 million 5.750% senior notes matured. The principal and interest were repaid by the Company using cash on-hand. At September 30, 2021 and December 31, 2020 we were in compliance with all financial covenants. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 10 The Company has categorized its assets and liabilities that are measured at fair value on a recurring and non-recurring basis into a three-level fair value hierarchy, based on the reliability of the inputs used to determine fair value as follows: • Level 1: refers to fair values determined based on quoted market prices in active markets for identical assets; • Level 2: refers to fair values estimated using observable market-based inputs or unobservable inputs that are corroborated by market data; and • Level 3: includes fair values estimated using unobservable inputs that are not corroborated by market data. The following methods and assumptions were used by the Company in estimating its fair value disclosure for financial instruments: • Available-for-sale securities are classified as Level 1 because we use quoted market prices in determining the fair value of these securities. • Market values for our derivative instruments have been used to determine the fair value of forward foreign exchange contracts based on estimated amounts the Company would receive or have to pay to terminate the agreements, taking into account observable information about the current foreign currency forward rates. Such financial instruments are classified as Level 2 in the fair value hierarchy. • Contingent consideration payable is classified as Level 3, and we estimate fair value based on the likelihood and timing of achieving the relevant milestones of each arrangement, applying a probability assessment to each of the potential outcomes, which at times includes the use of a Monte Carlo simulation, and discounting the probability-weighted payout. Typically, milestones are based on revenue or earnings growth for the acquired business. The following tables present our assets and liabilities measured at fair value on a recurring basis at September 30, 2021 and December 31, 2020: Fair Value Measurements on a Recurring Basis at September 30, 2021 Balance Sheet Location Level 1 Level 2 Level 3 Total Assets: Available-for-sale securities: Mutual funds / exchange traded funds Prepaid and other current assets and other non-current assets $ 9 $ — $ — $ 9 Derivatives: Derivative financial instruments ( i ) Prepaid and other current assets and other non-current assets $ — $ 4 $ — $ 4 Liabilities: Contingent consideration: Contingent consideration (ii) Other current liabilities and other non-current liabilities $ — $ — $ 30 $ 30 Derivatives: Derivative financial instruments ( i ) Other current liabilities and other non-current liabilities $ — $ 22 $ — $ 22 Fair Value Measurements on a Recurring Basis at December 31, 2020 Balance Sheet Location Level 1 Level 2 Level 3 Total Assets: Available-for-sale securities: Mutual funds / exchange traded funds Prepaid and other current assets and other non-current assets $ 8 $ — $ — $ 8 Derivatives: Derivative financial instruments ( i ) Prepaid and other current assets and other non-current assets $ — $ 27 $ — $ 27 Liabilities: Contingent consideration: Contingent consideration (ii) Other current liabilities and other non-current liabilities $ — $ — $ 45 $ 45 Derivatives: Derivative financial instruments ( i ) Other current liabilities and other non-current liabilities $ — $ 7 $ — $ 7 ( i ) See Note 8 — Derivative Financial Instruments for further information on our derivative investments. (ii) Probability weightings are based on our knowledge of the past and planned performance of the acquired entity to which the contingent consideration applies. The fair value weighted-average discount rates used in our material contingent consideration calculations were 11.01% and 9.46% at September 30, 2021 and December 31, 2020, respectively. The range of these discount rates was 3.53% - 13.00% at September 30, 2021. Using different probability weightings and discount rates could result in an increase or decrease of the contingent consideration payable. The following table summarizes the change in fair value of the Level 3 liabilities: Fair Value Measurements Using Significant Unobservable Inputs (Level 3) September 30, 2021 Balance at December 31, 2020 $ 45 Obligations assumed — Payments (19 ) Realized and unrealized gains 5 Foreign exchange (1 ) Balance at September 30, 2021 $ 30 There were no significant transfers to or from Level 3 in the nine months ended September 30, 2021. The following tables present our assets and liabilities not measured at fair value on a recurring basis at September 30, 2021 and December 31, 2020: September 30, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value Assets: Long-term note receivable $ 70 $ 72 $ 71 $ 73 Liabilities: Current debt $ 644 $ 651 $ 971 $ 985 Long-term debt $ 3,993 $ 4,560 $ 4,664 $ 5,488 The carrying values of our revolving credit facility and collateralized facility approximate their fair values. The fair values above, which exclude accrued interest, are not necessarily indicative of the amounts that the Company would realize upon disposition, nor do they indicate the Company’s intent or ability to dispose of the financial instruments. The fair values of our respective senior notes and long-term note receivable are considered Level 2 financial instruments as they are corroborated by observable market data. |
Retirement Benefits
Retirement Benefits | 9 Months Ended |
Sep. 30, 2021 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement Benefits | Note 11 Defined Benefit Plans and Post-retirement Welfare Plans Willis Towers Watson sponsors both qualified and non-qualified defined benefit pension plans and other post-retirement welfare (‘PRW’) plans throughout the world. The majority of our plan assets and obligations are in the U.S. and the U.K. We have also included disclosures related to defined benefit plans in certain other countries, including Canada, France, Germany and Ireland. Together, these disclosed funded and unfunded plans represent 99% of Willis Towers Watson’s pension and PRW obligations and are disclosed herein. Components of Net Periodic Benefit (Income)/Cost for Defined Benefit Pension and Post-retirement Welfare Plans The following tables set forth the components of net periodic benefit (income)/cost for the Company’s defined benefit pension and PRW plans for the three and nine months ended September 30, 2021 and 2020: Three Months Ended September 30, 2021 2020 U.S. U.K. Other PRW U.S. U.K. Other PRW Service cost $ 19 $ 4 $ 6 $ — $ 18 $ 4 $ 5 $ — Interest cost 24 14 3 — 32 18 4 1 Expected return on plan assets (79 ) (42 ) (9 ) — (73 ) (63 ) (8 ) — Settlement — 1 2 — — — — — Amortization of net loss 8 7 1 1 9 6 — — Amortization of prior service credit — (4 ) 1 (1 ) — (4 ) — (1 ) Net periodic benefit (income)/cost $ (28 ) $ (20 ) $ 4 $ — $ (14 ) $ (39 ) $ 1 $ — Nine Months Ended September 30, 2021 2020 U.S. U.K. Other PRW U.S. U.K. Other PRW Service cost $ 59 $ 13 $ 18 $ — $ 54 $ 11 $ 15 $ — Interest cost 71 42 9 1 98 54 11 2 Expected return on plan assets (233 ) (128 ) (28 ) — (218 ) (184 ) (25 ) — Settlement 1 2 2 — 2 1 — — Amortization of net loss 30 21 4 2 26 17 2 1 Amortization of prior service credit — (13 ) 1 (3 ) — (12 ) — (3 ) Net periodic benefit (income)/cost $ (72 ) $ (63 ) $ 6 $ — $ (38 ) $ (113 ) $ 3 $ — Amounts related to discontinued operations in the tables above were not material during the three and nine months ended September 30, 2021 and 2020. Employer Contributions to Defined Benefit Pension Plans The Company made $60 million of contributions to its U.S. plans for the nine months ended September 30, 2021 and does not anticipate making any additional contributions over the remainder of the fiscal year. The Company made contributions of $28 million to its U.K. plans for the nine months ended September 30, 2021 and anticipates making additional contributions of $14 million for the remainder of the fiscal year. The Company made contributions of $22 million to its other plans for the nine months ended September 30, 2021 and anticipates making additional contributions of $3 million for the remainder of the fiscal year. Defined Contribution Plans The Company made contributions to its defined contribution plans of $36 million and $118 million during the three and nine months ended September 30, 2021, respectively, and $39 million and $122 million during the three and nine months ended September 30, 2020, respectively. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | Note 12 The following tables present lease costs recorded on our condensed consolidated statements of comprehensive income for the three and nine months ended September 30, 2021 and 2020. Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Finance lease cost: Amortization of right-of-use assets $ — $ 1 $ 1 $ 2 Interest on lease liabilities 1 — 2 2 Operating lease cost 43 45 134 138 Short-term lease cost — 1 1 1 Variable lease cost 13 14 39 37 Sublease income (6 ) (6 ) (16 ) (16 ) Total lease cost, net $ 51 $ 55 $ 161 $ 164 Amounts related to discontinued operations in the tables above were not material during the three and nine months ended September 30, 2021 and 2020. The total lease cost is recognized in different locations in our condensed consolidated statements of comprehensive income. Amortization of the finance lease ROU assets is included in depreciation, while the interest cost component of these finance leases is included in interest expense. All other costs are included in other operating expenses. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 13 Indemnification Agreements Willis Towers Watson has various agreements which provide that it may be obligated to indemnify the other party to the agreement with respect to certain matters. Generally, these indemnification provisions are included in contracts arising in the normal course of business and in connection with the purchase and sale of certain businesses. It is not possible to predict the maximum potential amount of future payments that may become due under these indemnification agreements because of the conditional nature of the Company’s obligations and the unique facts of each particular agreement. However, we do not believe that any potential liability that may arise from such indemnity provisions is probable or material. Legal Proceedings In the ordinary course of business, the Company is subject to various actual and potential claims, lawsuits and other proceedings. Some of the claims, lawsuits and other proceedings seek damages in amounts which could, if assessed, be significant. We expect the impact of claims or demands not described below to be immaterial to the Company’s condensed consolidated financial statements. The Company also receives subpoenas in the ordinary course of business and, from time to time, receives requests for information in connection with governmental investigations. Errors and omissions claims, lawsuits, and other proceedings arising in the ordinary course of business are covered in part by professional indemnity or other appropriate insurance. The terms of this insurance vary by policy year. Regarding self-insured risks, the Company has established provisions which are believed to be adequate in light of current information and legal advice, or, in certain cases, where a range of loss exists, the Company accrues the minimum amount in the range if no amount within the range is a better estimate than any other amount. The Company adjusts such provisions from time to time according to developments. See Note 14 — Supplementary Information for Certain Balance Sheet Accounts for the amounts accrued at September 30, 2021 and December 31, 2020 in the condensed consolidated balance sheets. On the basis of current information, the Company does not expect that the actual claims, lawsuits and other proceedings to which it is subject, or potential claims, lawsuits, and other proceedings relating to matters of which it is aware, will ultimately have a material adverse effect on its financial condition, results of operations or liquidity. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation and disputes with insurance companies, it is possible that an adverse outcome or settlement in certain matters could, from time to time, have a material adverse effect on the Company’s results of operations or cash flows in particular quarterly or annual periods. In addition, given the early stages of some litigation or regulatory proceedings described below, it may not be possible to predict their outcomes or resolutions, and it is possible that any one or more of these events may have a material adverse effect on the Company. The Company provides for contingent liabilities based on ASC 450, Contingencies, Willis Towers Watson Merger-Related Securities Litigation The Company was named as a defendant in two consolidated actions arising out of the 2016 ‘merger of equals’ between Towers Watson and Willis (the ‘Merger’), consisting of a consolidated shareholder class action pending in the United States District Court for the Eastern District of Virginia, captioned ‘In re Willis Towers Watson plc Proxy Litigation,’ Master File No. 1:17-cv-1338-AJT-JFA (the ‘Federal Action’), and a consolidated putative shareholder class action pending in the Delaware Court of Chancery, captioned ‘In re Towers Watson & Co. Stockholders Litigation,’ C.A. No. 2018-0132-KSJM (the ‘Delaware Action’). The complaints in these actions generally allege that the defendants omitted material information from the proxy disclosures relating to the Merger, including with respect to potential conflicts of interest, and, as a result, that Towers Watson’s stockholders approved the Merger based on inadequate information. Based on these allegations, among others, the complaint in the Federal Action asserts claims under Sections 14(a) and 20(a) of the Securities Exchange Act of 1934, and the complaint in the Delaware Action asserts claims under Delaware state law for breach of fiduciary duty and aiding and abetting breach of fiduciary duty. On or about November 19, 2020, the parties to the Federal Action and the Delaware Action reached an agreement in principle to resolve the Federal Action and the Delaware Action for $75 million and $15 million, respectively. The Company agreed to the settlement and the payment of the settlement amounts to eliminate the distraction, burden, expense and uncertainty of further litigation. Further, in reaching the settlement, the parties understood and agreed that there is no admission of liability or wrongdoing by the Company or any of the other defendants in either the Federal Action or the Delaware Action. The Company and the other defendants expressly deny any liability or wrongdoing with respect to the matters alleged in the Federal Action and the Delaware Action. On January 15, 2021, the parties to the Federal Action and the Delaware Action signed formal stipulations of settlement, which memorialized the terms of the agreement in principle, and which the plaintiffs in the Federal Action and the Delaware Action then filed with each of the respective courts. Also on January 15, 2021, the plaintiff in the Federal Action filed a motion to preliminarily approve the settlement. On January 21, 2021 the court in the Federal Action preliminarily approved the settlement, approved the form of notice to be disseminated to class members, and scheduled a final fairness hearing on the settlement for May 21, 2021. On May 21, 2021, following the final fairness hearing, the court in the Federal Action finally approved the settlement. On January 25, 2021 the court in the Delaware Action approved the form of notice to be disseminated to class members and scheduled a final fairness hearing on the settlement for May 25, 2021. On May 25, 2021, following the final fairness hearing, the court in the Delaware Action finally approved the settlement. The Company made the $90 million aggregate settlement payment in escrow in February 2021. During 2020 the Company recognized $65 million of expense, net of $25 million of insurance and other recoveries. Additional insurance recoveries are possible. |
Supplementary Information for C
Supplementary Information for Certain Balance Sheet Accounts | 9 Months Ended |
Sep. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Supplementary Information for Certain Balance Sheet Accounts | Note 14 — Supplementary Information for Certain Balance Sheet Accounts Additional details of specific balance sheet accounts are detailed below. The information at both dates presented excludes the assets and liabilities of Willis Re, which have been reclassified to held for sale as appropriate on the condensed consolidated balance sheets. Deferred revenue and accrued expenses consist of the following: September 30, 2021 December 31, 2020 Accounts payable, accrued liabilities and deferred income $ 911 $ 854 Accrued discretionary and incentive compensation 674 749 Litigation settlements — 210 Accrued vacation 170 155 Other employee-related liabilities 74 75 Total deferred revenue and accrued expenses $ 1,829 $ 2,043 Other current liabilities consist of the following: September 30, 2021 December 31, 2020 Dividends payable $ 114 $ 103 Income and other taxes payable 333 96 Interest payable 22 68 Deferred compensation plan liabilities 39 51 Contingent and deferred consideration on acquisitions 17 39 Payroll-related liabilities 263 264 Derivatives 22 5 Third-party commissions 87 95 Other current liabilities 53 72 Total other current liabilities $ 950 $ 793 Provision for liabilities consists of the following: September 30, 2021 December 31, 2020 Claims, lawsuits and other proceedings $ 335 $ 325 Other provisions 66 81 Total provision for liabilities $ 401 $ 406 Other non-current liabilities consist of the following: September 30, 2021 December 31, 2020 Deferred compensation plan liability $ 100 $ 103 Contingent and deferred consideration on acquisitions 13 16 Liabilities for uncertain tax positions 45 49 Derivatives — 2 Finance leases 17 19 Other non-current liabilities 64 92 Total other non-current liabilities $ 239 $ 281 |
Other Income, Net
Other Income, Net | 9 Months Ended |
Sep. 30, 2021 | |
Other Income And Expenses [Abstract] | |
Other Income, Net | Note 15 — Other Income, Net Other income, net consists of the following: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Gain on disposal of operations $ 23 $ 85 $ 380 $ 83 Net periodic pension and postretirement benefit credits 79 76 227 227 Interest in earnings of associates and other investments 1 (1 ) 5 4 Foreign exchange gain/(loss) 1 (2 ) 4 7 Other 1 (2 ) 1 — Other income, net $ 105 $ 156 $ 617 $ 321 Certain prior period amounts within the tables above have been reclassified to discontinued operations within the condensed consolidated statements of income. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Note 16 — Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive loss, net of non-controlling interests, and net of tax are provided in the following tables for the three and nine months ended September 30, 2021 and 2020. These tables exclude amounts attributable to non-controlling interests, which are not material for further disclosure. Foreign currency translation ( i ) Derivative instruments ( i ) Defined pension and post-retirement benefit costs (ii) Total 2021 2020 2021 2020 2021 2020 2021 2020 Quarter-to-date activity: Balance at June 30, 2021 and 2020, respectively $ (376 ) $ (698 ) $ 13 $ (6 ) $ (1,915 ) $ (1,686 ) $ (2,278 ) $ (2,390 ) Other comprehensive (loss)/income before reclassifications (81 ) 119 (1 ) 5 2 — (80 ) 124 (Gain)/loss reclassified from accumulated other comprehensive loss (net of income tax benefit of $8 and $2, respectively) — — (1 ) 4 — 9 (1 ) 13 Net current-period other comprehensive (loss)/income (81 ) 119 (2 ) 9 2 9 (81 ) 137 Balance at September 30, 2021 and 2020, respectively $ (457 ) $ (579 ) $ 11 $ 3 $ (1,913 ) $ (1,677 ) $ (2,359 ) $ (2,253 ) Year-to-date activity: Balance at December 31, 2020 and 2019, respectively $ (400 ) $ (538 ) $ 9 $ 13 $ (1,968 ) $ (1,702 ) $ (2,359 ) $ (2,227 ) Other comprehensive (loss)/income before reclassifications (101 ) (41 ) 7 (17 ) 2 2 (92 ) (56 ) Loss/(gain) reclassified from accumulated other comprehensive loss (net of income tax benefit of $15 and $9, respectively) (iii) 44 — (5 ) 7 53 23 92 30 Net current-period other comprehensive (loss)/income (57 ) (41 ) 2 (10 ) 55 25 — (26 ) Balance at September 30, 2021 and 2020, respectively $ (457 ) $ (579 ) $ 11 $ 3 $ (1,913 ) $ (1,677 ) $ (2,359 ) $ (2,253 ) ( i ) Reclassification adjustments from accumulated other comprehensive loss related to derivative instruments are included in Revenue and Salaries and benefits in the accompanying condensed consolidated statements of comprehensive income. See Note 8 — Derivative Financial Instruments for additional details regarding the reclassification adjustments for the derivative settlements. (ii) Reclassification adjustments from accumulated other comprehensive loss are included in the computation of net periodic pension cost (see Note 11 — Retirement Benefits). These components are included in Other income, net in the accompanying condensed consolidated statements of comprehensive income. (iii) Includes reclassifications of $44 million and $31 million of foreign currency translation and defined pension and post-retirement benefit costs, respectively, attributable to the gain on disposal of our Miller business (see Note 3 — Divestitures). The net gain on disposal is included in Other income, net in the accompanying condensed consolidated statements of comprehensive income. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 17 — Earnings Per Share Basic and diluted earnings per share from continuing operations attributable to Willis Towers Watson and discontinued operations, net of tax are calculated by dividing net income from continuing operations attributable to Willis Towers Watson and discontinued operations, net of tax, respectively, by the average number of ordinary shares outstanding during each period. The computation of diluted earnings per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue shares were exercised or converted into shares or resulted in the issuance of shares that then shared in the net income of the Company. At September 30, 2021 and 2020, there were 0.6 million and 0.4 million restricted performance-based stock units outstanding, respectively, and 0.1 million and 0.3 million time-based share options outstanding, respectively. Additionally, at September 30, 2021 and 2020, there were 0.3 million performance-based options outstanding, and the Company’s restricted time-based stock units were immaterial. Basic and diluted earnings per share from continuing operations attributable to Willis Towers Watson and discontinued operations are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Income from continuing operations $ 919 $ 119 $ 1,582 $ 284 Less: Income attributable to non-controlling interests (4 ) (1 ) (9 ) (17 ) Income from continuing operations attributable to Willis Towers Watson $ 915 $ 118 $ 1,573 $ 267 (Loss)/income from discontinued operations, net of tax $ (12 ) $ 3 $ 247 $ 253 Basic average number of shares outstanding 129 130 130 130 Dilutive effect of potentially issuable shares — — — — Diluted average number of shares outstanding 129 130 130 130 Basic earnings per share from continuing operations attributable to Willis Towers Watson $ 7.10 $ 0.91 $ 12.14 $ 2.06 Dilutive effect of potentially issuable shares (0.02 ) — (0.04 ) (0.01 ) Diluted earnings per share from continuing operations attributable to Willis Towers Watson $ 7.08 $ 0.91 $ 12.10 $ 2.05 Basic (loss)/earnings per share from discontinued operations, net of tax $ (0.09 ) $ 0.02 $ 1.90 $ 1.95 Dilutive effect of potentially issuable shares — — — (0.01 ) Diluted (loss)/earnings per share from discontinued operations, net of tax $ (0.09 ) $ 0.02 $ 1.90 $ 1.94 For the three and nine months ended September 30, 2021, million and 0.3 million restricted stock units, respectively, were not included in the computation of the dilutive effect of potentially issuable shares because their effect was anti-dilutive; there were no anti-dilutive restricted stock units for the three and nine months ended September 30, 2020. There were no anti-dilutive options for the three and nine months ended September 30, and 2020. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | Note 18 — Subsequent Event On October 6, 2021, Trinity Acquisition plc entered into a second amended and restated revolving credit facility (the ‘new RCF’) for $1.5 billion that will mature on October 6, 2026. This new RCF replaces the previous $1.25 billion revolving credit facility which was due to expire in March of 2022 Borrowing costs under the $1.5 billion facility differ if the borrowing is a ‘base rate’ borrowing or a ‘Eurocurrency’ borrowing, both as defined by the new RCF, and equal the sum of the relevant benchmark plus a margin based on the Company’s senior unsecured long-term debt rating: • For base rate borrowings, the benchmark rate will be the greatest of (a) the Prime Rate in effect on such day, (b) the Federal Funds Effective Rate in effect on such day plus 0.50%, and (c) the one-month LIBOR rate plus 1.0%. The margin on the base rate benchmark is 0.00% to 0.75% depending on the Company’s senior unsecured long-term debt rating. • For Eurocurrency or Sterling Overnight Interbank Average Rate (‘SONIA’) borrowings, the rate will be the applicable LIBOR rate or SONIA (as applicable based on the currency of the borrower) plus a margin of 1.0% to 1.75% depending on the Company’s guaranteed unsecured long-term debt rating. In anticipation of the cessation of LIBOR, the new RCF provides for a benchmark rate adjustment that will be added to the replacement benchmark rate to reflect the differential between LIBOR and the replacement benchmark (e.g., the Secured Overnight Financing Rate ). This adjustment amount will be a function of both the currency and borrowing tenor. The new RCF also carries a commitment (unused) fees of 0.09% to 0.25%, which is also based on the Company’s senior unsecured long-term debt rating. |
Basis of Presentation and Rec_2
Basis of Presentation and Recent Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited quarterly condensed consolidated financial statements of Willis Towers Watson and our subsidiaries are presented in accordance with the rules and regulations of the SEC for quarterly reports on Form 10-Q and therefore do not include all of the information and footnotes required by U.S. GAAP. We have reclassified certain prior period amounts to conform to the current period presentation due to the recognition of discontinued operations and assets and liabilities as held-for-sale (see below for further discussion). consolidated financial statements should be read together with the Company’s Annual Report on Form 10-K, filed with the SEC on February 2 3, 2021 , and may be accessed via EDGAR on the SEC’s web site at www.sec.gov. The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that can be expected for the entire year. The Company experiences seasonal fluctuations of its revenue. Revenue is typically higher during the Company’s first and fourth quarters due primarily to the timing of broking-related activities. The results reflect certain estimates and assumptions made by management, including those estimates used in calculating acquisition consideration and fair value of tangible and intangible assets and liabilities, professional liability claims, estimated bonuses, valuation of billed and unbilled receivables, and anticipated tax liabilities that affect the amounts reported in the condensed consolidated financial statements and related notes. |
Risks and Uncertainties Related to the COVID-19 Pandemic and the Related Economic Environment | Risks and Uncertainties Related to the COVID-19 Pandemic and the Related Economic Environment The COVID-19 pandemic has had an adverse impact on global commercial activity, particularly on the global supply chain and workforce availability, and has contributed to significant volatility in the global financial markets including, among other effects, occasional declines in the equity markets, changes in interest rates and reduced liquidity on a global basis. With regard to the effects on our own business operations and those of our clients, suppliers and other third parties with whom we interact, the Company has regularly considered the impact of COVID-19 and the wider economic results on our business, taking into account our business resilience and continuity plans, financial modeling and stress testing of liquidity and financial resources. Generally, the COVID-19 pandemic did not have a material adverse impact on our overall financial results during 2020 or on our results through the third quarter of 2021; however, during 2020 and through the first quarter of 2021, the COVID-19 pandemic had a negative impact on our revenue growth, primarily in our businesses that are discretionary in nature. We saw an increased demand for these services, which improved revenue growth, in the second and third quarters of 2021. We believe this positive trend could continue for the remainder of the year with some variability based on further disruptions to the supply chain, workforce availability, vaccination rates and further social-distancing orders in jurisdictions where we do business. We have considered this outlook as part of the significant estimates and assumptions that are inherent in our financial statements, including the collectability of billed and unbilled receivables, the estimation of revenue, and the fair value of our reporting units, tangible and intangible assets and contingent consideration. Although the primary revenue impact of the pandemic has been on certain discretionary lines of business, non-discretionary lines of business have also been, to some extent, adversely affected and may be adversely affected in the future. Further, reduced economic activity or disruption in insurance markets could reduce the demand for or the extent of insurance coverage. Also, the increased frequency and severity of coverage disputes between our clients and (re)insurers arising out of the pandemic could increase our professional liability risk. In 2021, global labor market shifts have become more pronounced, having a negative effect on workforce availability, which could hamper our ability to grow our capacity on pace with increasing demand for our services. We expect the market for talent to remain highly competitive for at least the next several months. We will continue to monitor the situation and assess any implications to our business and our stakeholders. The extent to which COVID-19 impacts our business and financial position will depend on future developments, which are difficult to predict. These future developments may include the severity and scope of the COVID-19 outbreak, which may unexpectedly change or worsen, and the types and duration of measures imposed by governmental authorities to contain the virus or address its impact. We continue to expect that the COVID-19 pandemic and the related impacts on the wider economic environment will negatively impact our revenue and operating results in fiscal 2021. We believe that these trends and uncertainties are similar to those faced by other comparable registrants as a result of the pandemic . |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Not Yet Adopted There are no pending accounting pronouncements that are expected to have a significant impact on our condensed consolidated financial statements. Adopted In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes |
Fair Value of Financial Instruments | The Company has categorized its assets and liabilities that are measured at fair value on a recurring and non-recurring basis into a three-level fair value hierarchy, based on the reliability of the inputs used to determine fair value as follows: • Level 1: refers to fair values determined based on quoted market prices in active markets for identical assets; • Level 2: refers to fair values estimated using observable market-based inputs or unobservable inputs that are corroborated by market data; and • Level 3: includes fair values estimated using unobservable inputs that are not corroborated by market data. The following methods and assumptions were used by the Company in estimating its fair value disclosure for financial instruments: • Available-for-sale securities are classified as Level 1 because we use quoted market prices in determining the fair value of these securities. • Market values for our derivative instruments have been used to determine the fair value of forward foreign exchange contracts based on estimated amounts the Company would receive or have to pay to terminate the agreements, taking into account observable information about the current foreign currency forward rates. Such financial instruments are classified as Level 2 in the fair value hierarchy. • Contingent consideration payable is classified as Level 3, and we estimate fair value based on the likelihood and timing of achieving the relevant milestones of each arrangement, applying a probability assessment to each of the potential outcomes, which at times includes the use of a Monte Carlo simulation, and discounting the probability-weighted payout. Typically, milestones are based on revenue or earnings growth for the acquired business. |
Divestitures (Tables)
Divestitures (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Schedule of Selected Financial Information and Summary of Total Assets and Liabilities Relates to the Operations of Willis Re | The following selected financial information relates to the operations of Willis Re for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Revenue from discontinued operations $ 111 $ 112 $ 668 $ 642 Costs of providing services Salaries and benefits 97 93 291 281 Other operating expenses 29 12 60 43 Depreciation and amortization — — 1 2 Total costs of providing services 126 105 352 326 Other income, net — — 1 3 (Loss)/income from discontinued operations before income taxes $ (15 ) $ 7 $ 317 $ 319 The following table summarizes the total assets and liabilities of Willis Re classified as held for sale within our condensed consolidated balance sheets at the balance sheet dates presented: September 30, 2021 December 31, 2020 Assets held for sale: Cash and cash equivalents $ 53 $ 50 Fiduciary assets 3,853 3,157 Accounts receivable, net 199 147 Fixed assets, net 1 1 Goodwill 812 812 Other intangible assets, net 8 8 Right-of-use assets 1 1 Other assets 34 40 Total assets held for sale $ 4,961 $ 4,216 Liabilities held for sale: Fiduciary liabilities $ 3,853 $ 3,157 Deferred revenue and accrued expenses 101 118 Liability for pension benefits 1 2 Lease liabilities 1 1 Provision for liabilities 1 1 Other liabilities 163 126 Total liabilities held for sale $ 4,120 $ 3,405 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Disaggregation of Revenue | The following tables present revenue by service offering and segment, as well as reconciliations to total revenue for the three and nine months ended September 30, 2021 and 2020. Along with reimbursable expenses and other, total revenue by service offering represents our revenue from customer contracts. Three Months Ended September 30, HCB CRB IRR BDA Corporate ( i ) Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 Broking $ 68 $ 62 $ 621 $ 592 $ 11 $ 71 $ 119 $ 100 $ — $ — $ 819 $ 825 Consulting 561 529 39 31 111 97 — — 2 1 713 658 Outsourced administration 122 126 17 16 4 4 123 126 — — 266 272 Other 97 77 4 4 46 48 — — 1 1 148 130 Total revenue by service offering 848 794 681 643 172 220 242 226 3 2 1,946 1,885 Reimbursable expenses and other ( i ) 10 10 — — 2 1 2 2 (9 ) (10 ) 5 3 Total revenue from customer contracts $ 858 $ 804 $ 681 $ 643 $ 174 $ 221 $ 244 $ 228 $ (6 ) $ (8 ) $ 1,951 $ 1,888 Interest and other income (ii) 4 2 16 6 — — — — 2 1 22 9 Total revenue $ 862 $ 806 $ 697 $ 649 $ 174 $ 221 $ 244 $ 228 $ (4 ) $ (7 ) $ 1,973 $ 1,897 Nine Months Ended September 30, HCB CRB IRR BDA Corporate ( i ) Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 Broking $ 248 $ 216 $ 2,026 $ 1,877 $ 67 $ 238 $ 391 $ 288 $ — $ — $ 2,732 $ 2,619 Consulting 1,732 1,642 128 118 348 282 — — 6 4 2,214 2,046 Outsourced administration 377 376 58 57 12 11 377 378 — — 824 822 Other 196 165 12 6 188 185 — — 3 3 399 359 Total revenue by service offering 2,553 2,399 2,224 2,058 615 716 768 666 9 7 6,169 5,846 Reimbursable expenses and other ( i ) 33 36 1 1 4 6 6 7 (9 ) 2 35 52 Total revenue from customer contracts $ 2,586 $ 2,435 $ 2,225 $ 2,059 $ 619 $ 722 $ 774 $ 673 $ — $ 9 $ 6,204 $ 5,898 Interest and other income (ii) 10 14 71 31 — — 3 — 4 3 88 48 Total revenue $ 2,596 $ 2,449 $ 2,296 $ 2,090 $ 619 $ 722 $ 777 $ 673 $ 4 $ 12 $ 6,292 $ 5,946 ______________ ( i ) Reimbursable expenses and other, as well as Corporate revenue, are excluded from segment revenue, but included in total revenue on the condensed consolidated statements of comprehensive income. Amounts included in Corporate revenue may include eliminations, adjustments to reserves and impacts from hedged revenue transactions. ( i i ) Interest and other income is included in segment revenue and total revenue. However, it has been presented separately in the above tables because it does not arise directly from contracts with customers. The significant increase in CRB’s interest and other income resulted from book-of-business settlements. The following tables present revenue by the geography where our work is performed for the three and nine months ended September 30, 2021 and 2020. Reconciliations to total revenue on our condensed consolidated statements of comprehensive income and to segment revenue are shown in the tables above. Three Months Ended September 30, HCB CRB IRR BDA Corporate Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 North America $ 485 $ 465 $ 310 $ 287 $ 45 $ 39 $ 239 $ 224 $ 2 $ 1 $ 1,081 $ 1,016 Great Britain 137 120 143 138 86 117 — — — — 366 375 Western Europe 135 129 116 112 18 44 — — 1 1 270 286 International 91 80 112 106 23 20 3 2 — — 229 208 Total revenue by geography $ 848 $ 794 $ 681 $ 643 $ 172 $ 220 $ 242 $ 226 $ 3 $ 2 $ 1,946 $ 1,885 Nine Months Ended September 30, HCB CRB IRR BDA Corporate Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 North America $ 1,430 $ 1,403 $ 865 $ 816 $ 136 $ 117 $ 760 $ 660 $ 7 $ 5 $ 3,198 $ 3,001 Great Britain 427 363 471 435 343 401 — — — — 1,241 1,199 Western Europe 444 404 521 483 69 139 — — 2 2 1,036 1,028 International 252 229 367 324 67 59 8 6 — — 694 618 Total revenue by geography $ 2,553 $ 2,399 $ 2,224 $ 2,058 $ 615 $ 716 $ 768 $ 666 $ 9 $ 7 $ 6,169 $ 5,846 |
Contract with Customer, Asset and Liability | The Company reports accounts receivable, net on the condensed consolidated balance sheet, which includes billed and unbilled receivables and current contract assets. In addition to accounts receivable, net, the Company had the following non-current contract assets and deferred revenue balances at September 30, 2021 and December 31, 2020: September 30, 2021 December 31, 2020 Billed receivables, net of allowance for doubtful accounts of $44 million and $40 million $ 1,360 $ 1,589 Unbilled receivables 511 445 Current contract assets 194 374 Accounts receivable, net $ 2,065 $ 2,408 Non-current accounts receivable, net $ 23 $ 34 Non-current contract assets $ 431 $ 327 Deferred revenue $ 636 $ 547 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | In addition, in accordance with ASC 606, Revenue From Contracts With Customers • Performance obligations which are part of a contract that has an original expected duration of less than one year, and • Performance obligations satisfied in accordance with ASC 606-10-55-18 (‘right to invoice’). Remainder of 2021 2022 2023 onward Total Revenue expected to be recognized on contracts as of September 30, 2021 $ 174 $ 546 $ 788 $ 1,508 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following table presents segment revenue and segment operating income for our reportable segments for the three months ended September 30, 2021 and 2020. Three Months Ended September 30, HCB CRB IRR BDA Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 Segment revenue $ 852 $ 796 $ 697 $ 649 $ 172 $ 220 $ 242 $ 226 $ 1,963 $ 1,891 Segment operating income/(loss) $ 242 $ 209 $ 114 $ 81 $ 22 $ 20 $ (19 ) $ (11 ) $ 359 $ 299 The following table presents segment revenue and segment operating income for our reportable segments for the nine months ended September 30, 2021 and 2020. Nine Months Ended September 30, HCB CRB IRR BDA Total 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 Segment revenue $ 2,563 $ 2,413 $ 2,295 $ 2,089 $ 615 $ 716 $ 771 $ 666 $ 6,244 $ 5,884 Segment operating income/(loss) $ 654 $ 582 $ 457 $ 343 $ 108 $ 108 $ (22 ) $ (31 ) $ 1,197 $ 1,002 |
Net Operating Income of the Reported Segments | The following table presents reconciliations of the information reported by segment to the Company’s condensed consolidated statements of comprehensive income for the three and nine months ended September 30, 2021 and 2020. Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Revenue: Total segment revenue $ 1,963 $ 1,891 $ 6,244 $ 5,884 Reimbursable expenses and other 10 6 48 62 Revenue $ 1,973 $ 1,897 $ 6,292 $ 5,946 Total segment operating income $ 359 $ 299 $ 1,197 $ 1,002 Amortization (85 ) (108 ) (285 ) (347 ) Transaction and integration, net ( i ) 952 (42 ) 877 (65 ) Unallocated, net (ii) (95 ) (83 ) (277 ) (310 ) Income from operations 1,131 66 1,512 280 Interest expense (50 ) (61 ) (161 ) (184 ) Other income, net 105 156 617 321 INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES $ 1,186 $ 161 $ 1,968 $ 417 ( i ) Includes mainly transaction costs related to the proposed Aon combination prior to its termination. For the three and nine months ended September 30, 2021, includes the $1 billion income receipt related to the termination of the proposed Aon transaction. (ii) 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. Additionally, these costs also include corporate costs that had previously been allocated to Willis Re, due to the reclassification of the Willis Re results as discontinued operations. |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Components of Goodwill | The components of goodwill are outlined below for the nine months ended September 30, 2021: HCB CRB IRR BDA Total Balance at December 31, 2020: Goodwill, gross (i) $ 4,346 $ 2,378 $ 882 $ 3,278 $ 10,884 Accumulated impairment losses (130 ) (362 ) — — (492 ) Goodwill, net - December 31, 2020 4,216 2,016 882 3,278 10,392 Goodwill disposals — (7 ) (188 ) — (195 ) Foreign exchange (28 ) (25 ) 2 — (51 ) Balance at September 30, 2021: Goodwill, gross 4,318 2,346 696 3,278 10,638 Accumulated impairment losses (130 ) (362 ) — — (492 ) Goodwill, net - September 30, 2021 $ 4,188 $ 1,984 $ 696 $ 3,278 $ 10,146 ( i ) Excludes $812 million |
Changes in the Net Carrying Amount of the Components of Finite-Lived Intangible Assets | The following table reflects changes in the net carrying amounts of the components of finite-lived intangible assets for the nine months ended September 30, 2021: Client relationships Software Trademark and trade name Other Total Balance at December 31, 2020: Intangible assets, gross $ 4,058 $ 761 $ 1,054 $ 103 $ 5,976 Accumulated amortization (2,028 ) (659 ) (220 ) (34 ) (2,941 ) Intangible assets, net - December 31, 2020 (i) 2,030 102 834 69 3,035 Intangible asset disposals (47 ) — (8 ) — (55 ) Amortization (193 ) (49 ) (32 ) (11 ) (285 ) Foreign exchange (14 ) — (1 ) 1 (14 ) Balance at September 30, 2021: Intangible assets, gross 3,837 742 1,040 104 5,723 Accumulated amortization (2,061 ) (689 ) (247 ) (45 ) (3,042 ) Intangible assets, net - September 30, 2021 $ 1,776 $ 53 $ 793 $ 59 $ 2,681 ( i ) Excludes $8 |
Schedule of Future Estimated Amortization Expense for Amortizable Intangible Assets | The table below reflects the future estimated amortization expense for amortizable intangible assets for the remainder of 2021 and for subsequent years: Amortization Remainder of 2021 $ 84 2022 307 2023 254 2024 223 2025 203 Thereafter 1,610 Total $ 2,681 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Designated [Member] | |
Schedule of Derivative Instruments Designated/Nondesignated As Hedging Instrument Effect on Condensed Consolidated Statements of Comprehensive Income | The effects of the material derivative instruments that are designated as hedging instruments on the condensed consolidated statements of comprehensive income for the three and nine months ended September 30, 2021 and 2020 are below (Loss)/gain recognized in OCL (effective element) Three months ended September 30, Nine months ended September 30, 2021 2020 2021 2020 Forward exchange contracts $ (2 ) $ 6 $ 3 $ (21 ) Location of (loss)/gain reclassified from Accumulated OCL into income (effective element) (Loss)/gain reclassified from Accumulated OCL into income (effective element) Three months ended September 30, Nine months ended September 30, 2021 2020 2021 2020 Revenue $ (1 ) $ (2 ) $ (3 ) $ (4 ) Salaries and benefits 2 (2 ) 5 (3 ) Discontinued operations — — 3 (1 ) $ 1 $ (4 ) $ 5 $ (8 ) |
Nondesignated [Member] | |
Schedule of Derivative Instruments Designated/Nondesignated As Hedging Instrument Effect on Condensed Consolidated Statements of Comprehensive Income | The effects of derivatives that have not been designated as hedging instruments on the condensed consolidated statements of comprehensive income for the three and nine months ended September 30, 2021 and 2020 are as follows: (Loss)/gain recognized in income Three Months Ended September 30, Nine Months Ended September 30, Derivatives not designated as hedging instruments: Location of (loss)/gain recognized in income 2021 2020 2021 2020 Forward exchange contracts Other income, net $ (7 ) $ 5 $ (36 ) $ (15 ) |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Current and Long-term Debt | Current debt consists of the following: September 30, 2021 December 31, 2020 Revolving $1.25 billion credit facility ( i ) $ — $ — 5.750% senior notes due 2021 — 500 3.500% senior notes due 2021 — 449 2.125% senior notes due 2022 (ii) 625 — Current portion of collateralized facility 19 22 $ 644 $ 971 Long-term debt consists of the following: September 30, 2021 December 31, 2020 Revolving $1.25 billion credit facility $ — $ — Collateralized facility (iii) 19 33 2.125% senior notes due 2022 (ii) — 659 4.625% senior notes due 2023 249 249 3.600% senior notes due 2024 648 647 4.400% senior notes due 2026 546 546 4.500% senior notes due 2028 596 596 2.950% senior notes due 2029 727 726 6.125% senior notes due 2043 271 271 5.050% senior notes due 2048 395 395 3.875% senior notes due 2049 542 542 $ 3,993 $ 4,664 ( i ) The $1.25 billion revolving credit facility expires on March 7, 2022 (see Note 18 – Subsequent Event for additional information). (ii) Notes issued in Euro (€540 million). (ii i ) At September 30, 2021 and December 31, 2020, the Company had $82 million and $98 million, respectively, of renewal commissions receivables pledged as collateral for this facility. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables present our assets and liabilities measured at fair value on a recurring basis at September 30, 2021 and December 31, 2020: Fair Value Measurements on a Recurring Basis at September 30, 2021 Balance Sheet Location Level 1 Level 2 Level 3 Total Assets: Available-for-sale securities: Mutual funds / exchange traded funds Prepaid and other current assets and other non-current assets $ 9 $ — $ — $ 9 Derivatives: Derivative financial instruments ( i ) Prepaid and other current assets and other non-current assets $ — $ 4 $ — $ 4 Liabilities: Contingent consideration: Contingent consideration (ii) Other current liabilities and other non-current liabilities $ — $ — $ 30 $ 30 Derivatives: Derivative financial instruments ( i ) Other current liabilities and other non-current liabilities $ — $ 22 $ — $ 22 Fair Value Measurements on a Recurring Basis at December 31, 2020 Balance Sheet Location Level 1 Level 2 Level 3 Total Assets: Available-for-sale securities: Mutual funds / exchange traded funds Prepaid and other current assets and other non-current assets $ 8 $ — $ — $ 8 Derivatives: Derivative financial instruments ( i ) Prepaid and other current assets and other non-current assets $ — $ 27 $ — $ 27 Liabilities: Contingent consideration: Contingent consideration (ii) Other current liabilities and other non-current liabilities $ — $ — $ 45 $ 45 Derivatives: Derivative financial instruments ( i ) Other current liabilities and other non-current liabilities $ — $ 7 $ — $ 7 ( i ) See Note 8 — Derivative Financial Instruments for further information on our derivative investments. (ii) Probability weightings are based on our knowledge of the past and planned performance of the acquired entity to which the contingent consideration applies. The fair value weighted-average discount rates used in our material contingent consideration calculations were 11.01% and 9.46% at September 30, 2021 and December 31, 2020, respectively. The range of these discount rates was 3.53% - 13.00% at September 30, 2021. Using different probability weightings and discount rates could result in an increase or decrease of the contingent consideration payable. |
Schedule of Change in Fair Value of Level 3 Liabilities | The following table summarizes the change in fair value of the Level 3 liabilities: Fair Value Measurements Using Significant Unobservable Inputs (Level 3) September 30, 2021 Balance at December 31, 2020 $ 45 Obligations assumed — Payments (19 ) Realized and unrealized gains 5 Foreign exchange (1 ) Balance at September 30, 2021 $ 30 |
Schedule of Assets and Liabilities Whose Carrying Values Differ From the Fair Value and are Not Measured on a Recurring Basis | The following tables present our assets and liabilities not measured at fair value on a recurring basis at September 30, 2021 and December 31, 2020: September 30, 2021 December 31, 2020 Carrying Value Fair Value Carrying Value Fair Value Assets: Long-term note receivable $ 70 $ 72 $ 71 $ 73 Liabilities: Current debt $ 644 $ 651 $ 971 $ 985 Long-term debt $ 3,993 $ 4,560 $ 4,664 $ 5,488 |
Retirement Benefits (Tables)
Retirement Benefits (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Compensation And Retirement Disclosure [Abstract] | |
Schedule of Net Periodic Benefit Cost | The following tables set forth the components of net periodic benefit (income)/cost for the Company’s defined benefit pension and PRW plans for the three and nine months ended September 30, 2021 and 2020: Three Months Ended September 30, 2021 2020 U.S. U.K. Other PRW U.S. U.K. Other PRW Service cost $ 19 $ 4 $ 6 $ — $ 18 $ 4 $ 5 $ — Interest cost 24 14 3 — 32 18 4 1 Expected return on plan assets (79 ) (42 ) (9 ) — (73 ) (63 ) (8 ) — Settlement — 1 2 — — — — — Amortization of net loss 8 7 1 1 9 6 — — Amortization of prior service credit — (4 ) 1 (1 ) — (4 ) — (1 ) Net periodic benefit (income)/cost $ (28 ) $ (20 ) $ 4 $ — $ (14 ) $ (39 ) $ 1 $ — Nine Months Ended September 30, 2021 2020 U.S. U.K. Other PRW U.S. U.K. Other PRW Service cost $ 59 $ 13 $ 18 $ — $ 54 $ 11 $ 15 $ — Interest cost 71 42 9 1 98 54 11 2 Expected return on plan assets (233 ) (128 ) (28 ) — (218 ) (184 ) (25 ) — Settlement 1 2 2 — 2 1 — — Amortization of net loss 30 21 4 2 26 17 2 1 Amortization of prior service credit — (13 ) 1 (3 ) — (12 ) — (3 ) Net periodic benefit (income)/cost $ (72 ) $ (63 ) $ 6 $ — $ (38 ) $ (113 ) $ 3 $ — |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Schedule of Lease Costs Recorded in Condensed Consolidated Statements of Comprehensive Income | The following tables present lease costs recorded on our condensed consolidated statements of comprehensive income for the three and nine months ended September 30, 2021 and 2020. Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Finance lease cost: Amortization of right-of-use assets $ — $ 1 $ 1 $ 2 Interest on lease liabilities 1 — 2 2 Operating lease cost 43 45 134 138 Short-term lease cost — 1 1 1 Variable lease cost 13 14 39 37 Sublease income (6 ) (6 ) (16 ) (16 ) Total lease cost, net $ 51 $ 55 $ 161 $ 164 |
Supplementary Information for_2
Supplementary Information for Certain Balance Sheet Accounts (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Deferred Revenue and Accrued Expenses | Deferred revenue and accrued expenses consist of the following: September 30, 2021 December 31, 2020 Accounts payable, accrued liabilities and deferred income $ 911 $ 854 Accrued discretionary and incentive compensation 674 749 Litigation settlements — 210 Accrued vacation 170 155 Other employee-related liabilities 74 75 Total deferred revenue and accrued expenses $ 1,829 $ 2,043 |
Schedule of Other Current Liabilities | Other current liabilities consist of the following: September 30, 2021 December 31, 2020 Dividends payable $ 114 $ 103 Income and other taxes payable 333 96 Interest payable 22 68 Deferred compensation plan liabilities 39 51 Contingent and deferred consideration on acquisitions 17 39 Payroll-related liabilities 263 264 Derivatives 22 5 Third-party commissions 87 95 Other current liabilities 53 72 Total other current liabilities $ 950 $ 793 |
Provisions for Liabilities | Provision for liabilities consists of the following: September 30, 2021 December 31, 2020 Claims, lawsuits and other proceedings $ 335 $ 325 Other provisions 66 81 Total provision for liabilities $ 401 $ 406 |
Schedule of Other Non-current Liabilities | Other non-current liabilities consist of the following: September 30, 2021 December 31, 2020 Deferred compensation plan liability $ 100 $ 103 Contingent and deferred consideration on acquisitions 13 16 Liabilities for uncertain tax positions 45 49 Derivatives — 2 Finance leases 17 19 Other non-current liabilities 64 92 Total other non-current liabilities $ 239 $ 281 |
Other Income, Net (Tables)
Other Income, Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Other Income And Expenses [Abstract] | |
Schedule of Other Nonoperating Income | Other income, net consists of the following: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Gain on disposal of operations $ 23 $ 85 $ 380 $ 83 Net periodic pension and postretirement benefit credits 79 76 227 227 Interest in earnings of associates and other investments 1 (1 ) 5 4 Foreign exchange gain/(loss) 1 (2 ) 4 7 Other 1 (2 ) 1 — Other income, net $ 105 $ 156 $ 617 $ 321 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Changes in accumulated other comprehensive loss, net of non-controlling interests, and net of tax are provided in the following tables for the three and nine months ended September 30, 2021 and 2020. These tables exclude amounts attributable to non-controlling interests, which are not material for further disclosure. Foreign currency translation ( i ) Derivative instruments ( i ) Defined pension and post-retirement benefit costs (ii) Total 2021 2020 2021 2020 2021 2020 2021 2020 Quarter-to-date activity: Balance at June 30, 2021 and 2020, respectively $ (376 ) $ (698 ) $ 13 $ (6 ) $ (1,915 ) $ (1,686 ) $ (2,278 ) $ (2,390 ) Other comprehensive (loss)/income before reclassifications (81 ) 119 (1 ) 5 2 — (80 ) 124 (Gain)/loss reclassified from accumulated other comprehensive loss (net of income tax benefit of $8 and $2, respectively) — — (1 ) 4 — 9 (1 ) 13 Net current-period other comprehensive (loss)/income (81 ) 119 (2 ) 9 2 9 (81 ) 137 Balance at September 30, 2021 and 2020, respectively $ (457 ) $ (579 ) $ 11 $ 3 $ (1,913 ) $ (1,677 ) $ (2,359 ) $ (2,253 ) Year-to-date activity: Balance at December 31, 2020 and 2019, respectively $ (400 ) $ (538 ) $ 9 $ 13 $ (1,968 ) $ (1,702 ) $ (2,359 ) $ (2,227 ) Other comprehensive (loss)/income before reclassifications (101 ) (41 ) 7 (17 ) 2 2 (92 ) (56 ) Loss/(gain) reclassified from accumulated other comprehensive loss (net of income tax benefit of $15 and $9, respectively) (iii) 44 — (5 ) 7 53 23 92 30 Net current-period other comprehensive (loss)/income (57 ) (41 ) 2 (10 ) 55 25 — (26 ) Balance at September 30, 2021 and 2020, respectively $ (457 ) $ (579 ) $ 11 $ 3 $ (1,913 ) $ (1,677 ) $ (2,359 ) $ (2,253 ) ( i ) Reclassification adjustments from accumulated other comprehensive loss related to derivative instruments are included in Revenue and Salaries and benefits in the accompanying condensed consolidated statements of comprehensive income. See Note 8 — Derivative Financial Instruments for additional details regarding the reclassification adjustments for the derivative settlements. (ii) Reclassification adjustments from accumulated other comprehensive loss are included in the computation of net periodic pension cost (see Note 11 — Retirement Benefits). These components are included in Other income, net in the accompanying condensed consolidated statements of comprehensive income. (iii) Includes reclassifications of $44 million and $31 million of foreign currency translation and defined pension and post-retirement benefit costs, respectively, attributable to the gain on disposal of our Miller business (see Note 3 — Divestitures). The net gain on disposal is included in Other income, net in the accompanying condensed consolidated statements of comprehensive income. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings Per Share from Continuing Operations Attributable to Willis Towers Watson and Discontinued Operations | Basic and diluted earnings per share from continuing operations attributable to Willis Towers Watson and discontinued operations are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Income from continuing operations $ 919 $ 119 $ 1,582 $ 284 Less: Income attributable to non-controlling interests (4 ) (1 ) (9 ) (17 ) Income from continuing operations attributable to Willis Towers Watson $ 915 $ 118 $ 1,573 $ 267 (Loss)/income from discontinued operations, net of tax $ (12 ) $ 3 $ 247 $ 253 Basic average number of shares outstanding 129 130 130 130 Dilutive effect of potentially issuable shares — — — — Diluted average number of shares outstanding 129 130 130 130 Basic earnings per share from continuing operations attributable to Willis Towers Watson $ 7.10 $ 0.91 $ 12.14 $ 2.06 Dilutive effect of potentially issuable shares (0.02 ) — (0.04 ) (0.01 ) Diluted earnings per share from continuing operations attributable to Willis Towers Watson $ 7.08 $ 0.91 $ 12.10 $ 2.05 Basic (loss)/earnings per share from discontinued operations, net of tax $ (0.09 ) $ 0.02 $ 1.90 $ 1.95 Dilutive effect of potentially issuable shares — — — (0.01 ) Diluted (loss)/earnings per share from discontinued operations, net of tax $ (0.09 ) $ 0.02 $ 1.90 $ 1.94 |
Nature of Operations (Details)
Nature of Operations (Details) $ in Billions | Jul. 26, 2021USD ($) | Sep. 30, 2021USD ($)EmployeeCountry | Sep. 30, 2021USD ($)EmployeeCountry |
Minority Interest [Line Items] | |||
Number of employees employed (more than 00,000) | Employee | 46,000 | 46,000 | |
Number of countries in which entity operates (more than 140) | Country | 140 | 140 | |
Termination of Proposed Combination with AON Plc [Member] | |||
Minority Interest [Line Items] | |||
Number of shares receivable upon acquisition | 1.08 | 1.08 | |
Termination of Proposed Combination with AON Plc [Member] | Termination Agreement | |||
Minority Interest [Line Items] | |||
Termination payment | $ | $ 1 | $ 1 | $ 1 |
Termination of Proposed Combination with AON Plc [Member] | Aon Plc [Member] | |||
Minority Interest [Line Items] | |||
Percentage of ownership by parent | 63.00% | 63.00% | |
Termination of Proposed Combination with AON Plc [Member] | Willis Towers Watson Public Limited Company [Member] | |||
Minority Interest [Line Items] | |||
Percentage of ownership by non-controlling owner | 37.00% | 37.00% |
Divestitures - Willis Re Divest
Divestitures - Willis Re Divestiture (Details) - USD ($) | Sep. 30, 2021 | Aug. 13, 2021 | Dec. 31, 2020 |
Willis Re [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Fiduciary assets excluded from held-for-sale | $ 3,800,000,000 | $ 3,000,000,000 | |
Accounts receivable, net balances excluded from held-for-sale | $ 155,000,000 | $ 100,000,000 | |
Gallagher [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Total upfront cash consideration received from sale of subsidiary | $ 3,250,000,000 | ||
Gallagher [Member] | Maximum [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Earnout receivable in cash in 2025 | $ 750,000,000 |
Divestitures - Schedule of Sele
Divestitures - Schedule of Selected Financial Information Relates to the Operations of Willis Re (Details) - Willis Re [Member] - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Revenue from discontinued operations | $ 111 | $ 112 | $ 668 | $ 642 |
Costs of providing services | ||||
Salaries and benefits | 97 | 93 | 291 | 281 |
Other operating expenses | 29 | 12 | 60 | 43 |
Depreciation and amortization | 1 | 2 | ||
Total costs of providing services | 126 | 105 | 352 | 326 |
Other income, net | 1 | 3 | ||
(Loss)/income from discontinued operations before income taxes | $ (15) | $ 7 | $ 317 | $ 319 |
Divestitures - Summary of Total
Divestitures - Summary of Total Assets and Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Assets held for sale: | ||
Total assets held for sale | $ 4,961 | $ 3,376 |
Liabilities held for sale: | ||
Total liabilities held for sale | 4,120 | 3,370 |
Willis Re [Member] | ||
Assets held for sale: | ||
Cash and cash equivalents | 53 | 50 |
Fiduciary assets | 3,853 | 3,157 |
Accounts receivable, net | 199 | 147 |
Fixed assets, net | 1 | 1 |
Goodwill | 812 | 812 |
Other intangible assets, net | 8 | 8 |
Right-of-use assets | 1 | 1 |
Other assets | 34 | 40 |
Total assets held for sale | 4,961 | 4,216 |
Liabilities held for sale: | ||
Fiduciary liabilities | 3,853 | 3,157 |
Deferred revenue and accrued expenses | 101 | 118 |
Liability for pension benefits | 1 | 2 |
Lease liabilities | 1 | 1 |
Provision for liabilities | 1 | 1 |
Other liabilities | 163 | 126 |
Total liabilities held for sale | $ 4,120 | $ 3,405 |
Divestitures - Miller Divestitu
Divestitures - Miller Divestiture (Details) £ in Millions, $ in Millions | 9 Months Ended | |||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Mar. 01, 2021USD ($) | Mar. 01, 2021GBP (£) | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Tax exempt gain on sale | $ 380 | $ 83 | ||
Miller [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Final total consideration received from sale of subsidiary | $ 818 | £ 623 | ||
Miller [Member] | Other Income, Net [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Tax exempt gain on sale | $ 356 |
Divestitures - Max Matthiessen
Divestitures - Max Matthiessen Divestiture (Details) kr in Millions, $ in Millions | 1 Months Ended | 9 Months Ended | ||
Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2020SEK (kr) | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Tax exempt gain on sale | $ 380 | $ 83 | ||
Max Matthiessen [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Total consideration received from sale of subsidiary | $ 262 | 262 | kr 2,300 | |
Notes receivable repayable by purchaser | 68 | $ 68 | kr 600 | |
Max Matthiessen [Member] | Other Income, Net [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Tax exempt gain on sale | $ 86 | |||
Max Matthiessen [Member] | Minimum [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Disposal group including discontinued operation notes payable interest rate | 5.00% | |||
Max Matthiessen [Member] | Maximum [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Disposal group including discontinued operation notes payable interest rate | 10.00% |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | ||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 1,951 | $ 1,888 | $ 6,204 | $ 5,898 | |
Reimbursable expenses and other | [1] | 5 | 3 | 35 | 52 |
Interest and other income | [2] | 22 | 9 | 88 | 48 |
Total revenue | 1,973 | 1,897 | 6,292 | 5,946 | |
HCB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 858 | 804 | 2,586 | 2,435 | |
Reimbursable expenses and other | [1] | 10 | 10 | 33 | 36 |
Interest and other income | [2] | 4 | 2 | 10 | 14 |
Total revenue | 862 | 806 | 2,596 | 2,449 | |
CRB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 681 | 643 | 2,225 | 2,059 | |
Reimbursable expenses and other | [1] | 1 | 1 | ||
Interest and other income | [2] | 16 | 6 | 71 | 31 |
Total revenue | 697 | 649 | 2,296 | 2,090 | |
IRR [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 174 | 221 | 619 | 722 | |
Reimbursable expenses and other | [1] | 2 | 1 | 4 | 6 |
Total revenue | 174 | 221 | 619 | 722 | |
BDA [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 244 | 228 | 774 | 673 | |
Reimbursable expenses and other | [1] | 2 | 2 | 6 | 7 |
Interest and other income | [2] | 3 | |||
Total revenue | 244 | 228 | 777 | 673 | |
Corporate, Non-Segment | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | [1] | (6) | (8) | 9 | |
Reimbursable expenses and other | [1] | (9) | (10) | (9) | 2 |
Interest and other income | [1],[2] | 2 | 1 | 4 | 3 |
Total revenue | [1] | (4) | (7) | 4 | 12 |
Broking [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 819 | 825 | 2,732 | 2,619 | |
Broking [Member] | HCB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 68 | 62 | 248 | 216 | |
Broking [Member] | CRB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 621 | 592 | 2,026 | 1,877 | |
Broking [Member] | IRR [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 11 | 71 | 67 | 238 | |
Broking [Member] | BDA [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 119 | 100 | 391 | 288 | |
Consulting [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 713 | 658 | 2,214 | 2,046 | |
Consulting [Member] | HCB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 561 | 529 | 1,732 | 1,642 | |
Consulting [Member] | CRB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 39 | 31 | 128 | 118 | |
Consulting [Member] | IRR [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 111 | 97 | 348 | 282 | |
Consulting [Member] | Corporate, Non-Segment | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | [1] | 2 | 1 | 6 | 4 |
Outsourced administration [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 266 | 272 | 824 | 822 | |
Outsourced administration [Member] | HCB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 122 | 126 | 377 | 376 | |
Outsourced administration [Member] | CRB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 17 | 16 | 58 | 57 | |
Outsourced administration [Member] | IRR [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 4 | 4 | 12 | 11 | |
Outsourced administration [Member] | BDA [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 123 | 126 | 377 | 378 | |
Other [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 148 | 130 | 399 | 359 | |
Other [Member] | HCB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 97 | 77 | 196 | 165 | |
Other [Member] | CRB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 4 | 4 | 12 | 6 | |
Other [Member] | IRR [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 46 | 48 | 188 | 185 | |
Other [Member] | Corporate, Non-Segment | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | [1] | 1 | 1 | 3 | 3 |
Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,946 | 1,885 | 6,169 | 5,846 | |
Service | HCB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 848 | 794 | 2,553 | 2,399 | |
Service | CRB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 681 | 643 | 2,224 | 2,058 | |
Service | IRR [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 172 | 220 | 615 | 716 | |
Service | BDA [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 242 | 226 | 768 | 666 | |
Service | Corporate, Non-Segment | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | [1] | $ 3 | $ 2 | $ 9 | $ 7 |
[1] | Reimbursable expenses and other, as well as Corporate revenue, are excluded from segment revenue, but included in total revenue on the condensed consolidated statements of comprehensive income. Amounts included in Corporate revenue may include eliminations, adjustments to reserves and impacts from hedged revenue transactions. | ||||
[2] | Interest and other income is included in segment revenue and total revenue. However, it has been presented separately in the above tables because it does not arise directly from contracts with customers. The significant increase in CRB’s interest and other income resulted from book-of-business settlements. |
Revenue - Schedule of Revenue b
Revenue - Schedule of Revenue by Geography (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | ||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 1,951 | $ 1,888 | $ 6,204 | $ 5,898 | |
Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,946 | 1,885 | 6,169 | 5,846 | |
Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,946 | 1,885 | 6,169 | 5,846 | |
Corporate, Non-Segment | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | [1] | (6) | (8) | 9 | |
Corporate, Non-Segment | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | [1] | 3 | 2 | 9 | 7 |
HCB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 858 | 804 | 2,586 | 2,435 | |
HCB [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 848 | 794 | 2,553 | 2,399 | |
HCB [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 848 | 794 | 2,553 | 2,399 | |
CRB [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 681 | 643 | 2,225 | 2,059 | |
CRB [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 681 | 643 | 2,224 | 2,058 | |
CRB [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 681 | 643 | 2,224 | 2,058 | |
IRR [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 174 | 221 | 619 | 722 | |
IRR [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 172 | 220 | 615 | 716 | |
IRR [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 172 | 220 | 615 | 716 | |
BDA [Member] | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 244 | 228 | 774 | 673 | |
BDA [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 242 | 226 | 768 | 666 | |
BDA [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 242 | 226 | 768 | 666 | |
North America [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,081 | 1,016 | 3,198 | 3,001 | |
North America [Member] | Corporate, Non-Segment | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 2 | 1 | 7 | 5 | |
North America [Member] | HCB [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 485 | 465 | 1,430 | 1,403 | |
North America [Member] | CRB [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 310 | 287 | 865 | 816 | |
North America [Member] | IRR [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 45 | 39 | 136 | 117 | |
North America [Member] | BDA [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 239 | 224 | 760 | 660 | |
Great Britain [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 366 | 375 | 1,241 | 1,199 | |
Great Britain [Member] | HCB [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 137 | 120 | 427 | 363 | |
Great Britain [Member] | CRB [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 143 | 138 | 471 | 435 | |
Great Britain [Member] | IRR [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 86 | 117 | 343 | 401 | |
Western Europe [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 270 | 286 | 1,036 | 1,028 | |
Western Europe [Member] | Corporate, Non-Segment | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1 | 1 | 2 | 2 | |
Western Europe [Member] | HCB [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 135 | 129 | 444 | 404 | |
Western Europe [Member] | CRB [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 116 | 112 | 521 | 483 | |
Western Europe [Member] | IRR [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 18 | 44 | 69 | 139 | |
International [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 229 | 208 | 694 | 618 | |
International [Member] | HCB [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 91 | 80 | 252 | 229 | |
International [Member] | CRB [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 112 | 106 | 367 | 324 | |
International [Member] | IRR [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | 23 | 20 | 67 | 59 | |
International [Member] | BDA [Member] | Operating Segments [Member] | Service | |||||
Disaggregation Of Revenue [Line Items] | |||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 3 | $ 2 | $ 8 | $ 6 | |
[1] | Reimbursable expenses and other, as well as Corporate revenue, are excluded from segment revenue, but included in total revenue on the condensed consolidated statements of comprehensive income. Amounts included in Corporate revenue may include eliminations, adjustments to reserves and impacts from hedged revenue transactions. |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Balances (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Revenue From Contract With Customer [Abstract] | ||
Billed Receivable, Current | $ 1,360 | $ 1,589 |
Unbilled Receivable, Current | 511 | 445 |
Contract asset, Current | 194 | 374 |
Accounts receivable, net | 2,065 | 2,408 |
Non-current accounts receivable, net | 23 | 34 |
Contract asset, Noncurrent | 431 | 327 |
Deferred revenue | $ 636 | $ 547 |
Revenue - Schedule of Contrac_2
Revenue - Schedule of Contract Balances (Parenthetical) (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Revenue From Contract With Customer [Abstract] | ||
Allowance for doubtful debts | $ 44 | $ 40 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | ||
Contract with Customer, Performance Obligation Satisfied in Previous Period | $ 16 | $ 62 |
December 31 2020 [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Contract with Customer, Liability, Revenue Recognized | 39 | $ 408 |
June 30 2021 [Member] | ||
Disaggregation Of Revenue [Line Items] | ||
Contract with Customer, Liability, Revenue Recognized | $ 262 |
Revenue - Schedule of Remaining
Revenue - Schedule of Remaining Performance Obligations (Details) $ in Millions | Sep. 30, 2021USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation | $ 1,508 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-10-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation | $ 174 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation | $ 546 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation | $ 788 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period |
Revenue - Schedule of Remaini_2
Revenue - Schedule of Remaining Performance Obligations (Details1) $ in Millions | Sep. 30, 2021USD ($) |
Revenue From Contract With Customer [Abstract] | |
Revenue, Remaining Performance Obligation | $ 1,508 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 9 Months Ended |
Sep. 30, 2021segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 4 |
Number of reportable segments | 4 |
Segment Information - Revenue (
Segment Information - Revenue (Net of Reimbursable Expenses) of the Reported Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 1,973 | $ 1,897 | $ 6,292 | $ 5,946 |
Income from operations | 1,131 | 66 | 1,512 | 280 |
HCB [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 862 | 806 | 2,596 | 2,449 |
CRB [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 697 | 649 | 2,296 | 2,090 |
IRR [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 174 | 221 | 619 | 722 |
BDA [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 244 | 228 | 777 | 673 |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 1,963 | 1,891 | 6,244 | 5,884 |
Income from operations | 359 | 299 | 1,197 | 1,002 |
Operating Segments [Member] | HCB [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 852 | 796 | 2,563 | 2,413 |
Income from operations | 242 | 209 | 654 | 582 |
Operating Segments [Member] | CRB [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 697 | 649 | 2,295 | 2,089 |
Income from operations | 114 | 81 | 457 | 343 |
Operating Segments [Member] | IRR [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 172 | 220 | 615 | 716 |
Income from operations | 22 | 20 | 108 | 108 |
Operating Segments [Member] | BDA [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 242 | 226 | 771 | 666 |
Income from operations | $ (19) | $ (11) | $ (22) | $ (31) |
Segment Information - Reconcili
Segment Information - Reconciliation of Information Reported by Segment to Condensed Consolidated Statement of Comprehensive Income Amounts (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | ||
Revenue: | |||||
Revenue | $ 1,973 | $ 1,897 | $ 6,292 | $ 5,946 | |
Income/(loss) from operations | 1,131 | 66 | 1,512 | 280 | |
Amortization | (85) | (108) | (285) | (347) | |
Interest expense | (50) | (61) | (161) | (184) | |
Other income, net | 105 | 156 | 617 | 321 | |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 1,186 | 161 | 1,968 | 417 | |
Operating Segments [Member] | |||||
Revenue: | |||||
Revenue | 1,963 | 1,891 | 6,244 | 5,884 | |
Income/(loss) from operations | 359 | 299 | 1,197 | 1,002 | |
Segment Reconciling Items [Member] | |||||
Revenue: | |||||
Revenue | 10 | 6 | 48 | 62 | |
Amortization | (85) | (108) | (285) | (347) | |
Transaction and integration, net | [1] | 952 | (42) | 877 | (65) |
Unallocated, net | [2] | (95) | (83) | (277) | (310) |
Interest expense | (50) | (61) | (161) | (184) | |
Other income, net | $ 105 | $ 156 | $ 617 | $ 321 | |
[1] | Includes mainly transaction costs related to the proposed Aon combination prior to its termination. For the three and nine months ended September 30, 2021, includes the $1 billion income receipt related to the termination of the proposed Aon transaction. | ||||
[2] | Includes certain costs, primarily related to corporate functions which are not directly related to the segments, and certain differences between budgeted expenses determined at the beginning of the year and actual expenses that we report for U.S. GAAP purposes. Additionally, these costs also include corporate costs that had previously been allocated to Willis Re, due to the reclassification of the Willis Re results as discontinued operations. |
Segment Information - Reconci_2
Segment Information - Reconciliation of Information Reported by Segment to Condensed Consolidated Statement of Comprehensive Income Amounts (Parenthetical) (Details) - USD ($) $ in Billions | Jul. 26, 2021 | Sep. 30, 2021 | Sep. 30, 2021 |
Termination of Proposed Combination with AON Plc [Member] | Termination Agreement [Member] | |||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||
Termination payment | $ 1 | $ 1 | $ 1 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Operating Loss Carryforwards [Line Items] | ||||
Provision for income taxes | $ 267 | $ 42 | $ 386 | $ 133 |
Effective tax rate | 22.50% | 26.60% | 19.60% | 31.90% |
Estimated tax expense related to income receipt of termination payment | $ 250 | |||
Income taxes on discontinued operations | (3) | $ 4 | $ 70 | $ 66 |
Liabilities for uncertain tax positions | 45 | 45 | ||
Minimum [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Expected decrease in liability for uncertain tax position | 5 | 5 | ||
Maximum [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Expected decrease in liability for uncertain tax position | $ 9 | $ 9 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Components of Goodwill (Details) $ in Millions | 9 Months Ended | |
Sep. 30, 2021USD ($) | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | $ 10,884 | [1] |
Accumulated impairment losses, beginning balance | (492) | |
Goodwill, net, beginning balance | 10,392 | |
Goodwill disposals | (195) | |
Foreign exchange | (51) | |
Goodwill, gross, ending balance | 10,638 | |
Accumulated impairment losses, ending balance | (492) | |
Goodwill, net, ending balance | 10,146 | |
HCB [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 4,346 | [1] |
Accumulated impairment losses, beginning balance | (130) | |
Goodwill, net, beginning balance | 4,216 | |
Goodwill disposals | 0 | |
Foreign exchange | (28) | |
Goodwill, gross, ending balance | 4,318 | |
Accumulated impairment losses, ending balance | (130) | |
Goodwill, net, ending balance | 4,188 | |
CRB [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 2,378 | [1] |
Accumulated impairment losses, beginning balance | (362) | |
Goodwill, net, beginning balance | 2,016 | |
Goodwill disposals | (7) | |
Foreign exchange | (25) | |
Goodwill, gross, ending balance | 2,346 | |
Accumulated impairment losses, ending balance | (362) | |
Goodwill, net, ending balance | 1,984 | |
IRR [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 882 | [1] |
Accumulated impairment losses, beginning balance | 0 | |
Goodwill, net, beginning balance | 882 | |
Goodwill disposals | (188) | |
Foreign exchange | 2 | |
Goodwill, gross, ending balance | 696 | |
Accumulated impairment losses, ending balance | 0 | |
Goodwill, net, ending balance | 696 | |
BDA [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, gross, beginning balance | 3,278 | [1] |
Accumulated impairment losses, beginning balance | 0 | |
Goodwill, net, beginning balance | 3,278 | |
Goodwill disposals | 0 | |
Foreign exchange | 0 | |
Goodwill, gross, ending balance | 3,278 | |
Accumulated impairment losses, ending balance | 0 | |
Goodwill, net, ending balance | $ 3,278 | |
[1] | Excludes $812 million |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Components of Goodwill (Parenthetical) (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
IRR [Member] | ||
Goodwill [Line Items] | ||
Goodwill reclassified as assets held for sale | $ 812 | $ 812 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Changes in the Net Carrying Amount of the Components of Finite-Lived Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | ||
Finite-lived Intangible Assets [Roll Forward] | ||||||
Finite-lived intangible assets, gross carrying amount | $ 5,723 | $ 5,723 | $ 5,976 | |||
Finite-lived intangible assets, accumulated amortization | (3,042) | (3,042) | (2,941) | |||
Finite-lived intangible assets, net amount | 2,681 | 2,681 | 3,035 | [1] | ||
Intangible asset disposals | (55) | |||||
Amortization | (85) | $ (108) | (285) | $ (347) | ||
Foreign exchange | (14) | |||||
Client relationships [Member] | ||||||
Finite-lived Intangible Assets [Roll Forward] | ||||||
Finite-lived intangible assets, gross carrying amount | 3,837 | 3,837 | 4,058 | |||
Finite-lived intangible assets, accumulated amortization | (2,061) | (2,061) | (2,028) | |||
Finite-lived intangible assets, net amount | 1,776 | 1,776 | 2,030 | [1] | ||
Intangible asset disposals | (47) | |||||
Amortization | (193) | |||||
Foreign exchange | (14) | |||||
Software [Member] | ||||||
Finite-lived Intangible Assets [Roll Forward] | ||||||
Finite-lived intangible assets, gross carrying amount | 742 | 742 | 761 | |||
Finite-lived intangible assets, accumulated amortization | (689) | (689) | (659) | |||
Finite-lived intangible assets, net amount | 53 | 53 | 102 | [1] | ||
Intangible asset disposals | 0 | |||||
Amortization | (49) | |||||
Foreign exchange | 0 | |||||
Trademark and trade name [Member] | ||||||
Finite-lived Intangible Assets [Roll Forward] | ||||||
Finite-lived intangible assets, gross carrying amount | 1,040 | 1,040 | 1,054 | |||
Finite-lived intangible assets, accumulated amortization | (247) | (247) | (220) | |||
Finite-lived intangible assets, net amount | 793 | 793 | 834 | [1] | ||
Intangible asset disposals | (8) | |||||
Amortization | (32) | |||||
Foreign exchange | (1) | |||||
Other [Member] | ||||||
Finite-lived Intangible Assets [Roll Forward] | ||||||
Finite-lived intangible assets, gross carrying amount | 104 | 104 | 103 | |||
Finite-lived intangible assets, accumulated amortization | (45) | (45) | (34) | |||
Finite-lived intangible assets, net amount | $ 59 | 59 | $ 69 | [1] | ||
Intangible asset disposals | 0 | |||||
Amortization | (11) | |||||
Foreign exchange | $ 1 | |||||
[1] | Excludes $8 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Changes in the Net Carrying Amount of the Components of Finite-Lived Intangible Assets (Parenthetical) (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Willis Re [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Intangible assets, net | $ 8 | $ 8 |
Goodwill and Other Intangible_7
Goodwill and Other Intangible Assets - Narrative (Details) | 9 Months Ended |
Sep. 30, 2021 | |
Finite-lived Intangible Assets [Roll Forward] | |
Weighted average remaining life of amortizable intangible assets | 13 years 1 month 6 days |
Goodwill and Other Intangible_8
Goodwill and Other Intangible Assets - Schedule of Future Estimated Amortization Expense for Amortizable Intangible Assets (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 | [1] |
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract] | |||
Remainder of 2021 | $ 84 | ||
2022 | 307 | ||
2023 | 254 | ||
2024 | 223 | ||
2025 | 203 | ||
Thereafter | 1,610 | ||
Total | $ 2,681 | $ 3,035 | |
[1] | Excludes $8 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Derivative [Line Items] | ||
Gains on derivatives to be reclassified within the next twelve months | $ 2 | |
Maximum [Member] | ||
Derivative [Line Items] | ||
Longest outstanding maturity | 1 year 7 months 6 days | |
Not Designated as Hedging Instrument [Member] | Foreign exchange contracts [Member] | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 1,900 | $ 1,500 |
Derivative asset, fair values | 15 | |
Derivative liability, fair value | 21 | |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Miller [Member] | ||
Derivative [Line Items] | ||
Derivative, notional amount | 27 | |
Cash Flow Hedging [Member] | Designated as Hedging Instrument [Member] | Foreign exchange contracts [Member] | ||
Derivative [Line Items] | ||
Derivative, notional amount | 129 | 340 |
Derivative asset, fair values | $ 3 | $ 5 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Schedule of Derivative Instruments Designated As Hedging Instrument Effect on Condensed Consolidated Statements of Comprehensive Income (Details) - Cash Flow Hedging [Member] - Designated as Hedging Instrument [Member] - Foreign exchange contracts [Member] - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Derivative [Line Items] | ||||
(Loss)/gain recognized in OCL (effective element) | $ (2) | $ 6 | $ 3 | $ (21) |
(Loss)/gain reclassified from Accumulated OCL into income (effective element) | 1 | (4) | 5 | (8) |
Revenue [Member] | ||||
Derivative [Line Items] | ||||
(Loss)/gain reclassified from Accumulated OCL into income (effective element) | (1) | (2) | (3) | (4) |
Salaries and Benefits [Member] | ||||
Derivative [Line Items] | ||||
(Loss)/gain reclassified from Accumulated OCL into income (effective element) | $ 2 | $ (2) | 5 | (3) |
Discontinued Operations [Member] | ||||
Derivative [Line Items] | ||||
(Loss)/gain reclassified from Accumulated OCL into income (effective element) | $ 3 | $ (1) |
Derivative Financial Instrume_5
Derivative Financial Instruments - Schedule Of Derivative Instruments, Effect on Condensed Consolidated Statements of Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Other income, net [Member] | Not Designated as Hedging Instrument [Member] | Foreign exchange contracts [Member] | ||||
Derivative [Line Items] | ||||
(Loss)/gain recognized in income | $ (7) | $ 5 | $ (36) | $ (15) |
Debt - Schedule of Current and
Debt - Schedule of Current and Long-term Debt (Details) € in Millions | 9 Months Ended | 12 Months Ended | |||||
Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2021EUR (€) | Aug. 31, 2021 | Mar. 31, 2021 | |||
Debt Instrument [Line Items] | |||||||
Current debt | $ 644,000,000 | $ 971,000,000 | |||||
Long-term debt, excluding current maturities | 3,993,000,000 | 4,664,000,000 | |||||
Revolving 1.25 Billion Dollar Credit Facility [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | [1] | $ 1,250,000,000 | |||||
Line of credit maturity date | Mar. 7, 2022 | ||||||
5.750% senior notes due 2021 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Current debt | $ 500,000,000 | ||||||
Stated interest rate | 5.75% | 5.75% | 5.75% | 5.75% | |||
Debt instrument maturity year | 2021 | 2021 | |||||
3.500% senior notes due 2021 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Current debt | $ 449,000,000 | ||||||
Stated interest rate | 3.50% | 3.50% | 3.50% | 3.50% | |||
Debt instrument maturity year | 2021 | 2021 | |||||
Collateralized Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Current portion of long term debt | $ 19,000,000 | $ 22,000,000 | |||||
Long-term debt, excluding current maturities | [2] | 19,000,000 | 33,000,000 | ||||
Renewal commissions receivables pledged as collateral | 82,000,000 | $ 98,000,000 | |||||
2.125% senior notes due 2022 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Current debt | [3] | $ 625,000,000 | |||||
Stated interest rate | [3] | 2.125% | 2.125% | 2.125% | |||
Debt instrument maturity year | [3] | 2022 | 2022 | ||||
Long-term debt, excluding current maturities | $ 659,000,000 | [3] | € 540 | ||||
4.625% senior notes due 2023 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 4.625% | 4.625% | 4.625% | ||||
Debt instrument maturity year | 2023 | 2023 | |||||
Long-term debt, excluding current maturities | $ 249,000,000 | $ 249,000,000 | |||||
3.600% senior notes due 2024 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 3.60% | 3.60% | 3.60% | ||||
Debt instrument maturity year | 2024 | 2024 | |||||
Long-term debt, excluding current maturities | $ 648,000,000 | $ 647,000,000 | |||||
4.400% senior notes due 2026 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 4.40% | 4.40% | 4.40% | ||||
Debt instrument maturity year | 2026 | 2026 | |||||
Long-term debt, excluding current maturities | $ 546,000,000 | $ 546,000,000 | |||||
4.500% senior notes due 2028 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 4.50% | 4.50% | 4.50% | ||||
Debt instrument maturity year | 2028 | 2028 | |||||
Long-term debt, excluding current maturities | $ 596,000,000 | $ 596,000,000 | |||||
2.950% senior notes due 2029 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 2.95% | 2.95% | 2.95% | ||||
Debt instrument maturity year | 2029 | 2029 | |||||
Long-term debt, excluding current maturities | $ 727,000,000 | $ 726,000,000 | |||||
6.125% senior notes due 2043 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 6.125% | 6.125% | 6.125% | ||||
Debt instrument maturity year | 2043 | 2043 | |||||
Long-term debt, excluding current maturities | $ 271,000,000 | $ 271,000,000 | |||||
5.050% senior notes due 2048 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 5.05% | 5.05% | 5.05% | ||||
Debt instrument maturity year | 2048 | 2048 | |||||
Long-term debt, excluding current maturities | $ 395,000,000 | $ 395,000,000 | |||||
3.875% senior notes due 2049 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stated interest rate | 3.875% | 3.875% | 3.875% | ||||
Debt instrument maturity year | 2049 | 2049 | |||||
Long-term debt, excluding current maturities | $ 542,000,000 | $ 542,000,000 | |||||
[1] | The $1.25 billion revolving credit facility expires on March 7, 2022 (see Note 18 – Subsequent Event for additional information). | ||||||
[2] | At September 30, 2021 and December 31, 2020, the Company had $82 million and $98 million, respectively, of renewal commissions receivables pledged as collateral for this facility. | ||||||
[3] | Notes issued in Euro (€540 million). |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Millions | Aug. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 |
3.500% senior notes due 2021 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument principal and interest payment | $ 450 | |||
Debt instrument, maturity date | September 2021 | |||
Stated interest rate | 3.50% | 3.50% | 3.50% | |
5.750% senior notes due 2021 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument principal and interest payment | $ 500 | |||
Stated interest rate | 5.75% | 5.75% | 5.75% |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) $ in Millions | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) | |
Contingent consideration [Member] | Fair Value Inputs, Discount Rate [Member] | |||
Liabilities: | |||
Fair value inputs, weighted-average discount rate | 0.1101 | 0.0946 | |
Contingent consideration [Member] | Fair Value Inputs, Discount Rate [Member] | Minimum [Member] | |||
Liabilities: | |||
Fair value inputs, weighted-average discount rate | 0.0353 | ||
Contingent consideration [Member] | Fair Value Inputs, Discount Rate [Member] | Maximum [Member] | |||
Liabilities: | |||
Fair value inputs, weighted-average discount rate | 0.1300 | ||
Recurring [Member] | |||
Assets: | |||
Mutual funds / exchange traded funds | $ 9 | $ 8 | |
Derivative financial instruments | [1] | 4 | 27 |
Liabilities: | |||
Contingent consideration | [2] | 30 | 45 |
Derivative financial instruments | [1] | 22 | 7 |
Recurring [Member] | Level 1 [Member] | |||
Assets: | |||
Mutual funds / exchange traded funds | 9 | 8 | |
Derivative financial instruments | [1] | 0 | 0 |
Liabilities: | |||
Contingent consideration | [2] | 0 | 0 |
Derivative financial instruments | [1] | 0 | 0 |
Recurring [Member] | Level 2 [Member] | |||
Assets: | |||
Mutual funds / exchange traded funds | 0 | 0 | |
Derivative financial instruments | [1] | 4 | 27 |
Liabilities: | |||
Contingent consideration | [2] | 0 | 0 |
Derivative financial instruments | [1] | 22 | 7 |
Recurring [Member] | Level 3 [Member] | |||
Assets: | |||
Mutual funds / exchange traded funds | 0 | 0 | |
Derivative financial instruments | [1] | 0 | 0 |
Liabilities: | |||
Contingent consideration | [2] | 30 | 45 |
Derivative financial instruments | [1] | $ 0 | $ 0 |
[1] | See Note 8 — Derivative Financial Instruments for further information on our derivative investments. | ||
[2] | Probability weightings are based on our knowledge of the past and planned performance of the acquired entity to which the contingent consideration applies. The fair value weighted-average discount rates used in our material contingent consideration calculations were 11.01% and 9.46% at September 30, 2021 and December 31, 2020, respectively. The range of these discount rates was 3.53% - 13.00% at September 30, 2021. Using different probability weightings and discount rates could result in an increase or decrease of the contingent consideration payable. |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Liabilities Measured Using Significant Unobservable Inputs Level 3 (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance as of beginning of period | $ 45 |
Obligations assumed | 0 |
Payments | (19) |
Realized and unrealized gains | 5 |
Foreign exchange | (1) |
Balance as of end of period | $ 30 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Fair Value Disclosures [Abstract] | |
Fair value significant transfers to or from Level 3 | $ 0 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Assets and Liabilities Whose Carrying Values Differ From the Fair Value and are Not Measured on a Recurring Basis (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Current debt | $ 644 | $ 971 |
Long-term debt | 3,993 | 4,664 |
Carrying Value [Member] | Nonrecurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term note receivable | 70 | 71 |
Current debt | 644 | 971 |
Long-term debt | 3,993 | 4,664 |
Fair Value [Member] | Nonrecurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term note receivable | 72 | 73 |
Current debt | 651 | 985 |
Long-term debt | $ 4,560 | $ 5,488 |
Retirement Benefits - Narrative
Retirement Benefits - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Compensation and Retirement Disclosure [Line Items] | ||||
Portion of pension and OPEB obligation attributed to disclosed plans (as a percent) | 99.00% | |||
Defined contribution plan, employer contribution | $ 36,000,000 | $ 39,000,000 | $ 118,000,000 | $ 122,000,000 |
Pension Plan [Member] | United States [Member] | ||||
Compensation and Retirement Disclosure [Line Items] | ||||
Defined benefit pension plans, employer contributions | 60,000,000 | |||
Defined benefit plan, estimated future employer additional contributions, remainder of fiscal year | 0 | 0 | ||
Pension Plan [Member] | United Kingdom [Member] | ||||
Compensation and Retirement Disclosure [Line Items] | ||||
Defined benefit pension plans, employer contributions | 28,000,000 | |||
Defined benefit plan, estimated future employer additional contributions, remainder of fiscal year | 14,000,000 | 14,000,000 | ||
Pension Plan [Member] | Other Foreign Plans [Member] | ||||
Compensation and Retirement Disclosure [Line Items] | ||||
Defined benefit pension plans, employer contributions | 22,000,000 | |||
Defined benefit plan, estimated future employer additional contributions, remainder of fiscal year | $ 3,000,000 | $ 3,000,000 |
Retirement Benefits - Net Perio
Retirement Benefits - Net Periodic Benefit Cost (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Pension Plan [Member] | United States [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 19 | $ 18 | $ 59 | $ 54 |
Interest cost | 24 | 32 | 71 | 98 |
Expected return on plan assets | (79) | (73) | (233) | (218) |
Settlement | 0 | 0 | 1 | 2 |
Amortization of net loss | 8 | 9 | 30 | 26 |
Amortization of prior service credit | 0 | 0 | 0 | 0 |
Net periodic benefit (income)/cost | (28) | (14) | (72) | (38) |
Pension Plan [Member] | United Kingdom [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 4 | 4 | 13 | 11 |
Interest cost | 14 | 18 | 42 | 54 |
Expected return on plan assets | (42) | (63) | (128) | (184) |
Settlement | 1 | 0 | 2 | 1 |
Amortization of net loss | 7 | 6 | 21 | 17 |
Amortization of prior service credit | (4) | (4) | (13) | (12) |
Net periodic benefit (income)/cost | (20) | (39) | (63) | (113) |
Pension Plan [Member] | Other Foreign Plans [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 6 | 5 | 18 | 15 |
Interest cost | 3 | 4 | 9 | 11 |
Expected return on plan assets | (9) | (8) | (28) | (25) |
Settlement | 2 | 0 | 2 | 0 |
Amortization of net loss | 1 | 0 | 4 | 2 |
Amortization of prior service credit | 1 | 0 | 1 | 0 |
Net periodic benefit (income)/cost | 4 | 1 | 6 | 3 |
PRW [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 0 | 0 | 0 | 0 |
Interest cost | 0 | 1 | 1 | 2 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Settlement | 0 | 0 | 0 | 0 |
Amortization of net loss | 1 | 0 | 2 | 1 |
Amortization of prior service credit | (1) | (1) | (3) | (3) |
Net periodic benefit (income)/cost | $ 0 | $ 0 | $ 0 | $ 0 |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Costs Recorded in Condensed Consolidated Statements of Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Finance lease cost: | ||||
Amortization of right-of-use assets | $ 1 | $ 1 | $ 2 | |
Interest on lease liabilities | $ 1 | 2 | 2 | |
Operating lease cost | 43 | 45 | 134 | 138 |
Short-term lease cost | 1 | 1 | 1 | |
Variable lease cost | 13 | 14 | 39 | 37 |
Sublease income | (6) | (6) | (16) | (16) |
Total lease cost, net | $ 51 | $ 55 | $ 161 | $ 164 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - Settled Litigation [Member] - Merger-Related Securities Litigation [Member] - USD ($) $ in Millions | Nov. 19, 2020 | Feb. 28, 2021 | Dec. 31, 2020 |
Loss Contingencies [Line Items] | |||
Provision for litigation losses | $ 65 | ||
Litigation settlement amount | $ 90 | ||
Insurance recovery receivables | $ 25 | ||
Federal Action [Member] | |||
Loss Contingencies [Line Items] | |||
Litigation settlement amount | $ 75 | ||
Delaware Action [Member] | |||
Loss Contingencies [Line Items] | |||
Litigation settlement amount | $ 15 |
Supplementary Information for_3
Supplementary Information for Certain Balance Sheet Accounts - Deferred Revenue and Accrued Expenses (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Accounts payable, accrued liabilities and deferred income | $ 911 | $ 854 |
Accrued discretionary and incentive compensation | 674 | 749 |
Litigation settlements | 210 | |
Accrued vacation | 170 | 155 |
Other employee-related liabilities | 74 | 75 |
Total deferred revenue and accrued expenses | $ 1,829 | $ 2,043 |
Supplementary Information for_4
Supplementary Information for Certain Balance Sheet Accounts - Other Current Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Dividends payable | $ 114 | $ 103 |
Income and other taxes payable | 333 | 96 |
Interest payable | 22 | 68 |
Deferred compensation plan liabilities | 39 | 51 |
Contingent and deferred consideration on acquisitions | 17 | 39 |
Payroll-related liabilities | 263 | 264 |
Derivatives | 22 | 5 |
Third-party commissions | 87 | 95 |
Other current liabilities | 53 | 72 |
Total other current liabilities | $ 950 | $ 793 |
Supplementary Information for_5
Supplementary Information for Certain Balance Sheet Accounts - Provision For Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Claims, lawsuits and other proceedings | $ 335 | $ 325 |
Other provisions | 66 | 81 |
Total provision for liabilities | $ 401 | $ 406 |
Supplementary Information for_6
Supplementary Information for Certain Balance Sheet Accounts - Other Non-current Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Deferred compensation plan liability | $ 100 | $ 103 |
Contingent and deferred consideration on acquisitions | 13 | 16 |
Liabilities for uncertain tax positions | 45 | 49 |
Derivatives | 2 | |
Finance leases | 17 | 19 |
Other non-current liabilities | 64 | 92 |
Total other non-current liabilities | $ 239 | $ 281 |
Other Income, Net (Details)
Other Income, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Other Income And Expenses [Abstract] | ||||
Gain on disposal of operations | $ 23 | $ 85 | $ 380 | $ 83 |
Net periodic pension and postretirement benefit credits | 79 | 76 | 227 | 227 |
Interest in earnings of associates and other investments | 1 | (1) | 5 | 4 |
Foreign exchange gain/(loss) | 1 | (2) | 4 | 7 |
Other | 1 | (2) | 1 | |
Other income, net | $ 105 | $ 156 | $ 617 | $ 321 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Stockholders' equity attributable to parent, beginning balance | $ 10,820 | |||
Stockholders' equity attributable to parent, ending balance | $ 11,393 | 11,393 | ||
Foreign currency translation [Member] | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Stockholders' equity attributable to parent, beginning balance | (376) | $ (698) | (400) | $ (538) |
Other comprehensive (loss)/income before reclassifications | (81) | 119 | (101) | (41) |
Amounts reclassified from accumulated other comprehensive income/(loss) (net of income tax) | 0 | 0 | 44 | 0 |
Net current-period other comprehensive (loss)/income | (81) | 119 | (57) | (41) |
Stockholders' equity attributable to parent, ending balance | (457) | (579) | (457) | (579) |
Derivative instruments [Member] | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Stockholders' equity attributable to parent, beginning balance | 13 | (6) | 9 | 13 |
Other comprehensive (loss)/income before reclassifications | (1) | 5 | 7 | (17) |
Amounts reclassified from accumulated other comprehensive income/(loss) (net of income tax) | (1) | 4 | (5) | 7 |
Net current-period other comprehensive (loss)/income | (2) | 9 | 2 | (10) |
Stockholders' equity attributable to parent, ending balance | 11 | 3 | 11 | 3 |
Defined pension and post-retirement benefit costs [Member] | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Stockholders' equity attributable to parent, beginning balance | (1,915) | (1,686) | (1,968) | (1,702) |
Other comprehensive (loss)/income before reclassifications | 2 | 0 | 2 | 2 |
Amounts reclassified from accumulated other comprehensive income/(loss) (net of income tax) | 0 | 9 | 53 | 23 |
Net current-period other comprehensive (loss)/income | 2 | 9 | 55 | 25 |
Stockholders' equity attributable to parent, ending balance | (1,913) | (1,677) | (1,913) | (1,677) |
Total [Member] | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Stockholders' equity attributable to parent, beginning balance | (2,278) | (2,390) | (2,359) | (2,227) |
Other comprehensive (loss)/income before reclassifications | (80) | 124 | (92) | (56) |
Amounts reclassified from accumulated other comprehensive income/(loss) (net of income tax) | (1) | 13 | 92 | 30 |
Net current-period other comprehensive (loss)/income | (81) | 137 | 0 | (26) |
Stockholders' equity attributable to parent, ending balance | $ (2,359) | $ (2,253) | $ (2,359) | $ (2,253) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Schedule of Accumulated Other Comprehensive Income (Loss) (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Reclassification from AOCI, Current Period, Tax | $ (8) | $ (2) | $ (15) | $ (9) |
Miller [Member] | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Reclassifications of foreign currency translation | 44 | |||
Reclassifications of defined pension and post-retirement benefits costs | $ 31 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Restricted share units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 0.4 | 0 | 0.3 | 0 |
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 0 | 0 | 0 | 0 |
Time-based award [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock options outstanding | 0.1 | 0.3 | 0.1 | 0.3 |
Performance-Based Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock options outstanding | 0.3 | 0.3 | 0.3 | 0.3 |
Restricted share units outstanding | 0.6 | 0.4 | 0.6 | 0.4 |
Earnings Per Share - Basic and
Earnings Per Share - Basic and Diluted Earnings Per Share from Continuing Operations Attributable to Willis Towers Watson and Discontinued Operations (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings Per Share [Abstract] | ||||
Income from continuing operations | $ 919 | $ 119 | $ 1,582 | $ 284 |
Less: Income attributable to non-controlling interests | (4) | (1) | (9) | (17) |
Income from continuing operations attributable to Willis Towers Watson | 915 | 118 | 1,573 | 267 |
(Loss)/income from discontinued operations, net of tax | $ (12) | $ 3 | $ 247 | $ 253 |
Basic average number of shares outstanding (shares) | 129 | 130 | 130 | 130 |
Dilutive effect of potentially issuable shares (shares) | 0 | 0 | 0 | 0 |
Diluted average number of shares outstanding (shares) | 129 | 130 | 130 | 130 |
Basic earnings per share from continuing operations attributable to Willis Towers Watson | $ 7.10 | $ 0.91 | $ 12.14 | $ 2.06 |
Dilutive effect of potentially issuable shares, continuing operations (USD per share) | (0.02) | 0 | (0.04) | (0.01) |
Diluted earnings per share from continuing operations attributable to Willis Towers Watson | 7.08 | 0.91 | 12.10 | 2.05 |
Basic (loss)/earnings per share from discontinued operations, net of tax | (0.09) | 0.02 | 1.90 | 1.95 |
Dilutive effect of potentially issuable shares | 0 | 0 | 0 | (0.01) |
Diluted (loss)/earnings per share from discontinued operations, net of tax | $ (0.09) | $ 0.02 | $ 1.90 | $ 1.94 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Details) - Revolving Credit Facility [Member] - USD ($) | Oct. 06, 2021 | Sep. 30, 2021 | |
Revolving 1.5 billion Credit Facility [Member] | Line of Credit [Member] | |||
Subsequent Event [Line Items] | |||
Maximum borrowing capacity | $ 1,500,000,000 | ||
Line of credit maturity date | Oct. 6, 2026 | ||
Revolving 1.5 billion Credit Facility [Member] | Minimum [Member] | Line of Credit [Member] | |||
Subsequent Event [Line Items] | |||
Commitment fee percentage | 0.09% | ||
Revolving 1.5 billion Credit Facility [Member] | Maximum [Member] | Line of Credit [Member] | |||
Subsequent Event [Line Items] | |||
Commitment fee percentage | 0.25% | ||
Revolving 1.5 billion Credit Facility [Member] | Federal Funds [Member] | Line of Credit [Member] | |||
Subsequent Event [Line Items] | |||
Interest rate spread | 0.50% | ||
Revolving 1.5 billion Credit Facility [Member] | LIBOR [Member] | Line of Credit [Member] | |||
Subsequent Event [Line Items] | |||
Interest rate spread | 1.00% | ||
Revolving 1.5 billion Credit Facility [Member] | Bank Base Rate [Member] | Minimum [Member] | Line of Credit [Member] | |||
Subsequent Event [Line Items] | |||
Interest rate spread | 0.00% | ||
Revolving 1.5 billion Credit Facility [Member] | Bank Base Rate [Member] | Maximum [Member] | Line of Credit [Member] | |||
Subsequent Event [Line Items] | |||
Interest rate spread | 0.75% | ||
Revolving 1.5 billion Credit Facility [Member] | LIBOR or SONIA [Member] | Minimum [Member] | Line of Credit [Member] | |||
Subsequent Event [Line Items] | |||
Interest rate spread | 1.00% | ||
Revolving 1.5 billion Credit Facility [Member] | LIBOR or SONIA [Member] | Maximum [Member] | Line of Credit [Member] | |||
Subsequent Event [Line Items] | |||
Interest rate spread | 1.75% | ||
Revolving 1.25 Billion Dollar Credit Facility [Member] | |||
Subsequent Event [Line Items] | |||
Maximum borrowing capacity | [1] | $ 1,250,000,000 | |
Line of credit maturity date | Mar. 7, 2022 | ||
Revolving 1.25 Billion Dollar Credit Facility [Member] | Line of Credit [Member] | |||
Subsequent Event [Line Items] | |||
Maximum borrowing capacity | $ 1,250,000,000 | ||
Line of credit maturity date | Mar. 31, 2022 | ||
[1] | The $1.25 billion revolving credit facility expires on March 7, 2022 (see Note 18 – Subsequent Event for additional information). |