Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Aug. 06, 2014 | Dec. 31, 2013 | |
Document And Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 30-Jun-14 | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Current Fiscal Year End Date | '--06-30 | ' | ' |
Entity Central Index Key | '0001470215 | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Registrant Name | 'Towers Watson & Co. | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 70,214,854 | ' |
Entity Public Float | ' | ' | $8,933,271,686 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Income Statement [Abstract] | ' | ' | ' |
Revenue | $3,481,912 | $3,432,515 | $3,257,898 |
Costs of providing services: | ' | ' | ' |
Salaries and employee benefits | 2,106,431 | 2,085,188 | 1,978,653 |
Professional and subcontracted services | 249,775 | 267,715 | 283,783 |
Occupancy | 137,883 | 139,942 | 136,557 |
General and administrative expenses | 317,448 | 303,472 | 259,064 |
Depreciation and amortization | 174,818 | 173,040 | 150,006 |
Transaction and integration expenses | 1,049 | 30,753 | 86,130 |
Cost of services | 2,987,404 | 3,000,110 | 2,894,193 |
Income from operations | 494,508 | 432,405 | 363,705 |
(Loss) / income from affiliates | 0 | -56 | 262 |
Interest income | 2,803 | 2,400 | 3,860 |
Interest expense | -9,031 | -12,676 | -9,156 |
Other non-operating income | 10,226 | 6,928 | 11,350 |
Income before income taxes | 498,506 | 429,001 | 370,021 |
Provision for income taxes | 138,249 | 136,991 | 132,443 |
INCOME FROM CONTINUING OPERATIONS | 360,257 | 292,010 | 237,578 |
Income from discontinued operations, net of income tax of $39,202, $15,561, $13,313, respectively | 6,057 | 23,642 | 22,898 |
NET INCOME BEFORE NON-CONTROLLING INTERESTS | 366,314 | 315,652 | 260,476 |
Income / (loss) attributable to non-controlling interests | 7,014 | -3,160 | 263 |
NET INCOME (attributable to common stockholders) | $359,300 | $318,812 | $260,213 |
Basic earnings per share (attributable to common stockholders): | ' | ' | ' |
Net income from continuing operations | $5 | $4.15 | $3.28 |
Net income from discontinued operations | $0.09 | $0.33 | $0.32 |
Net income - basic | $5.09 | $4.48 | $3.60 |
Diluted earnings per share (attributable to common stockholders): | ' | ' | ' |
Net income from continuing operations | $4.98 | $4.13 | $3.27 |
Net income from discontinued operations | $0.08 | $0.33 | $0.32 |
Net income - diluted | $5.06 | $4.46 | $3.59 |
Weighted average shares of common stock, basic | 70,587 | 71,150 | 72,221 |
Weighted average shares of common stock, diluted | 70,955 | 71,555 | 72,542 |
Consolidated_Statements_of_Ope1
Consolidated Statements of Operations (Parentheticals) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Income Statement [Abstract] | ' | ' | ' |
Tax expense on discontinued operations | $39,202 | $15,561 | $13,313 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' |
Net income before non-controlling interests | $366,314 | $315,652 | $260,476 |
Other comprehensive income / (loss), net of tax: | ' | ' | ' |
Foreign currency translation | 132,648 | -57,036 | -73,009 |
Defined pension and post-retirement benefit costs | -23,355 | 107,223 | -263,319 |
Hedge effectiveness | -67 | -122 | -918 |
Available-for-sale securities | -183 | -81 | -788 |
Other comprehensive income / (loss) before non-controlling interests | 109,043 | 49,984 | -338,034 |
Comprehensive income / (loss) before non-controlling interests | 475,357 | 365,636 | -77,558 |
Comprehensive income / (loss) attributable to non-controlling interest | 6,295 | -4,457 | -331 |
Comprehensive income / (loss) attributable to controlling interests | $469,062 | $370,093 | ($77,227) |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
In Thousands, unless otherwise specified | ||
Assets | ' | ' |
Cash and cash equivalents | $727,849 | $532,805 |
Fiduciary assets | 12,010 | 148,414 |
Short-term investments | 122,761 | 56,645 |
Receivables from clients: | ' | ' |
Billed, net of allowances of $8,075 and $12,768 | 507,213 | 519,580 |
Unbilled, at estimated net realizable value | 314,020 | 306,258 |
Total billed and unbilled receivables | 821,233 | 825,838 |
Other current assets | 124,645 | 148,519 |
Total current assets | 1,808,498 | 1,712,221 |
Fixed assets, net | 374,444 | 346,915 |
Deferred income taxes | 79,103 | 86,313 |
Goodwill | 2,313,058 | 2,218,935 |
Intangible assets, net | 657,293 | 687,758 |
Other assets | 395,390 | 279,935 |
Total Assets | 5,627,786 | 5,332,077 |
Liabilities | ' | ' |
Accounts payable, accrued liabilities and deferred income | 404,760 | 351,648 |
Employee-related liabilities | 518,532 | 560,831 |
Fiduciary liabilities | 12,010 | 148,414 |
Term loan - current | 25,000 | 25,000 |
Other current liabilities | 74,297 | 26,980 |
Total current liabilities | 1,034,599 | 1,112,873 |
Revolving credit facility | 0 | 0 |
Term loan | 200,000 | 225,000 |
Accrued retirement benefits and other employee-related liabilities | 768,024 | 771,429 |
Professional liability and other claims reserve | 225,959 | 251,191 |
Other noncurrent liabilities | 288,255 | 226,750 |
Total Liabilities | 2,516,837 | 2,587,243 |
Commitments and contingencies | ' | ' |
Stockholders’ Equity | ' | ' |
Additional paid-in capital | 1,849,119 | 1,850,448 |
Treasury stock, at cost — 4,213,770 and 3,836,338 shares | -286,182 | -221,643 |
Retained earnings | 1,722,927 | 1,394,407 |
Accumulated other comprehensive loss | -189,702 | -299,464 |
Total Stockholders’ Equity | 3,096,908 | 2,724,494 |
Non-controlling interest | 14,041 | 20,340 |
Total Equity | 3,110,949 | 2,744,834 |
Total Liabilities and Total Equity | 5,627,786 | 5,332,077 |
Class A Common Stock — $0.01 par value: 300,000,000 shares authorized; 74,552,661 and 69,178,097 issued and 70,338,891 and 65,341,759 outstanding [Member] | ' | ' |
Stockholders’ Equity | ' | ' |
Common stock value | 746 | 692 |
Class B Common Stock — $.01 par value: 93,500,000 shares authorized; 0 and 5,374,070 issued and outstanding [Member] | ' | ' |
Stockholders’ Equity | ' | ' |
Common stock value | $0 | $54 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Treasury stock, shares | 4,213,770 | 3,836,338 |
Allowance for doubtful accounts receivable, current | $8,075 | $12,768 |
Common Class A [Member] | ' | ' |
Common stock, par value (in usd per share) | $0.01 | $0.01 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 74,552,661 | 69,178,097 |
Common stock, shares outstanding | 70,338,891 | 65,341,759 |
Common Class B [Member] | ' | ' |
Common stock, par value (in usd per share) | $0.01 | $0.01 |
Common stock, shares authorized | 93,500,000 | 93,500,000 |
Common stock, shares issued | 0 | 5,374,070 |
Common stock, shares outstanding | 0 | 5,374,070 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Cash flows from operating activities: | ' | ' | ' |
Net income before non-controlling interests | $366,314 | $315,652 | $260,476 |
Adjustments to reconcile net income to net cash from operating activities: | ' | ' | ' |
Provision for doubtful receivables from clients | 4,429 | 8,351 | 21,722 |
Depreciation | 99,606 | 96,811 | 87,273 |
Amortization of intangible assets | 75,932 | 78,910 | 65,619 |
Gain from sale of discontinued operations | -23,950 | 0 | 0 |
Provision for deferred income taxes | 58,220 | 62,510 | 107,560 |
Equity from affiliates | 0 | 0 | 212 |
Stock-based compensation | 22,517 | 28,906 | 53,785 |
Other, net | -3,704 | -3,249 | 7,595 |
Changes in operating assets and liabilities (net of business acquisitions) | ' | ' | ' |
Receivables from clients | 17,528 | 40,079 | -149,186 |
Fiduciary assets | 113,317 | 23,177 | -19,925 |
Other current assets | 14,722 | -16,710 | -1,862 |
Other noncurrent assets | -9,175 | 10,507 | -10,318 |
Accounts payable, accrued liabilities and deferred income | 16,000 | 31,144 | 55,255 |
Employee-related liabilities | -46,766 | 33,642 | 5,020 |
Fiduciary liabilities | -113,317 | -23,177 | 25,566 |
Accrued retirement benefits and other employee-related liabilities | -139,922 | -141,895 | -76,752 |
Professional liability claims reserves | -27,967 | -13,575 | -75,019 |
Other current liabilities | 4,838 | -1,800 | -588 |
Other noncurrent liabilities | -26,095 | -2,649 | -2,047 |
Income tax related accounts | 53,564 | 4,680 | -38,328 |
Cash flows from operating activities | 456,091 | 531,314 | 316,058 |
Cash flows used in investing activities: | ' | ' | ' |
Cash paid for business acquisitions | -211,894 | -5,678 | -438,932 |
Cash transferred with discontinued operations | -25,066 | 0 | 0 |
Proceeds from discontinued operations | 259,677 | 7,371 | 4,497 |
Cash acquired from business acquisitions | 17,763 | 636 | 7,044 |
Fixed assets and software for internal use | -64,825 | -77,891 | -123,696 |
Purchases of investments of consolidated variable interest entity | -109,510 | 0 | 0 |
Capitalized software costs | -55,996 | -50,081 | -34,926 |
Purchases of held-to-maturity securities | -142,971 | 0 | 0 |
Redemptions of held-to-maturity securities | 37,161 | 0 | 0 |
Purchases of available-for-sale securities | -30,143 | -61,251 | -24,825 |
Sales and redemptions of available-for-sale securities | 57,742 | 49,128 | 68,503 |
Cash flows used in investing activities | -268,062 | -137,766 | -542,335 |
Cash flows (used in) / from financing activities: | ' | ' | ' |
Borrowings under credit facility | 220,600 | 422,600 | 755,300 |
Repayments under credit facility | -220,600 | -630,600 | -547,300 |
Borrowings under term loan | 0 | 0 | 250,000 |
Loan origination fees | 0 | 0 | -4,803 |
Repayments of notes payable | -25,000 | 0 | -100,771 |
Earn-out payments | -3,652 | -3,556 | -3,683 |
Cash received from consolidated variable interest entity | 109,510 | 0 | 0 |
Contingent retention liability | 21,746 | 0 | 0 |
Cash paid on retention liability | -1,939 | 0 | 0 |
Dividends paid | -21,058 | -48,153 | -26,448 |
Repurchases of common stock | -92,823 | -46,618 | -108,896 |
Payroll tax payments on vested shares | -11,822 | -25,010 | -33,183 |
Excess tax benefits | 9,794 | 4,657 | 8,573 |
Cash flows (used in) / from financing activities | -15,244 | -326,680 | 188,789 |
Effect of exchange rates on cash | 22,259 | -12,242 | -13,256 |
Increase/(decrease) in cash and cash equivalents | 195,044 | 54,626 | -50,744 |
Cash and cash equivalents at beginning of period | 532,805 | 478,179 | 528,923 |
Cash and cash equivalents at end of period | 727,849 | 532,805 | 478,179 |
Supplemental disclosures: | ' | ' | ' |
Cash paid for interest | 3,677 | 7,461 | 4,837 |
Cash paid for income taxes, net of refunds | 62,898 | 81,958 | 55,873 |
Shares received for employee taxes upon conversion of Restricted A shares | 7,612 | 25,010 | 33,183 |
Common stock issued upon the vesting of our restricted stock units | 29,194 | 9,513 | 22,099 |
Transfers into consolidated investment funds | 223,212 | 0 | 0 |
Deconsolidation of investment funds | $339,019 | $0 | $0 |
Consolidated_Statement_of_Chan
Consolidated Statement of Changes in Stockholders' Equity (USD $) | Total | Additional Paid-in Capital [Member] | Treasury Stock, at cost [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Noncontrolling Interest [Member] | Common Class A [Member] | Common Class B [Member] |
In Thousands, except Share data, unless otherwise specified | Common Stock [Member] | Common Stock [Member] | ||||||
Balance as of at Jun. 30, 2011 | $2,602,670 | $1,773,285 | ($52,360) | $883,161 | ($13,305) | $11,143 | $579 | $167 |
Shares outstanding as at at Jun. 30, 2011 | ' | ' | ' | ' | ' | ' | 57,898,000 | 16,652,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income/(loss) | 260,476 | ' | ' | 260,213 | ' | 263 | ' | ' |
Other comprehensive income/(loss) | -338,034 | ' | ' | ' | -337,440 | -594 | ' | ' |
Acquisition of Fifth Quadrant | 13,985 | ' | ' | ' | ' | 13,985 | ' | ' |
Stock options assumed in Extend Health acquisition | 11,160 | 11,160 | ' | ' | ' | ' | ' | ' |
Repurchases of common stock | -108,895 | ' | -108,895 | ' | ' | ' | ' | ' |
Shares received for employee taxes upon conversion of Restricted A shares | -33,183 | ' | -33,183 | ' | ' | ' | ' | ' |
Shares received for employee taxes upon conversion of Restricted A shares, shares | ' | ' | ' | ' | ' | ' | 0 | ' |
Exercises of stock options and purchases under our ESPP | 5,555 | 806 | 4,749 | ' | ' | ' | ' | ' |
Vesting of restricted stock units | 12,296 | -8,492 | 20,788 | ' | ' | ' | ' | ' |
Vesting of restricted stock units, shares | ' | ' | ' | ' | ' | ' | 9,000 | ' |
Class A Common Stock: | ' | ' | ' | ' | ' | ' | ' | ' |
Cash dividends declared ($0.40 per share) | -25,752 | ' | ' | -25,752 | ' | ' | ' | ' |
Issuances of common stock and excess tax benefits | 3,255 | 3,255 | ' | ' | ' | ' | ' | ' |
Stock-based compensation | 53,785 | 53,785 | ' | ' | ' | ' | ' | ' |
Conversion of Class B-4 shares to Class A shares | -1 | ' | ' | ' | ' | ' | -56 | 57 |
Conversion of Class B shares to Class A shares, shares | ' | ' | ' | ' | ' | ' | -5,615,000 | 5,616,000 |
Balance as of at Jun. 30, 2012 | 2,457,317 | 1,833,799 | -168,901 | 1,117,622 | -350,745 | 24,797 | 635 | 110 |
Shares outstanding as at at Jun. 30, 2012 | ' | ' | ' | ' | ' | ' | 63,522,000 | 11,036,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income/(loss) | 315,652 | ' | ' | 318,812 | ' | -3,160 | ' | ' |
Other comprehensive income/(loss) | 49,984 | ' | ' | ' | 51,281 | -1,297 | ' | ' |
Repurchases of common stock | -46,618 | ' | -46,618 | ' | ' | ' | ' | ' |
Shares received for employee taxes upon conversion of Restricted A shares | -25,010 | ' | -25,010 | ' | ' | ' | ' | ' |
Shares received for employee taxes upon conversion of Restricted A shares, shares | ' | ' | ' | ' | ' | ' | 2,000 | ' |
Exercises of stock options and purchases under our ESPP | 1,133 | -8,240 | 9,373 | ' | ' | ' | ' | ' |
Vesting of restricted stock units | 839 | -8,674 | 9,513 | ' | ' | ' | ' | ' |
Vesting of restricted stock units, shares | ' | ' | ' | ' | ' | ' | -3,000 | ' |
Class A Common Stock: | ' | ' | ' | ' | ' | ' | ' | ' |
Cash dividends declared ($0.40 per share) | -42,027 | ' | ' | -42,027 | ' | ' | ' | ' |
Issuances of common stock and excess tax benefits | 4,657 | 4,657 | ' | ' | ' | ' | ' | ' |
Stock-based compensation | 28,906 | 28,906 | ' | ' | ' | ' | ' | ' |
Conversion of Class B-4 shares to Class A shares | 1 | ' | ' | ' | ' | ' | -57 | 56 |
Conversion of Class B shares to Class A shares, shares | ' | ' | ' | ' | ' | ' | -5,661,000 | 5,662,000 |
Balance as of at Jun. 30, 2013 | 2,744,834 | 1,850,448 | -221,643 | 1,394,407 | -299,464 | 20,340 | 692 | 54 |
Shares outstanding as at at Jun. 30, 2013 | ' | ' | ' | ' | ' | ' | 69,178,000 | 5,374,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income/(loss) | 366,314 | ' | ' | 359,300 | ' | 7,014 | ' | ' |
Other comprehensive income/(loss) | 109,043 | ' | ' | ' | 109,762 | -719 | ' | ' |
Repurchases of common stock | -92,823 | ' | -92,823 | ' | ' | ' | ' | ' |
Shares received for employee taxes upon conversion of Restricted A shares | -7,612 | ' | -7,612 | ' | ' | ' | ' | ' |
Shares received for employee taxes upon conversion of Restricted A shares, shares | ' | ' | ' | ' | ' | ' | 0 | ' |
Exercises of stock options and purchases under our ESPP | 684 | -6,018 | 6,702 | ' | ' | ' | ' | ' |
Vesting of restricted stock units | -6,183 | -35,377 | 29,194 | ' | ' | ' | ' | ' |
Vesting of restricted stock units, shares | ' | ' | ' | ' | ' | ' | 0 | ' |
Acquisitions | 421 | 6,718 | ' | ' | ' | -6,297 | 0 | 0 |
Acquisitions, shares | ' | ' | ' | ' | ' | ' | 0 | 0 |
Redeemable non-controlling interest from consolidated variable interest entity | 332,722 | 0 | ' | 0 | 0 | 332,722 | ' | ' |
Deconsolidation of redeemable non-controlling interest from variable interest entity | -339,019 | 0 | ' | 0 | 0 | -339,019 | ' | ' |
Class A Common Stock: | ' | ' | ' | ' | ' | ' | ' | ' |
Cash dividends declared ($0.40 per share) | -30,780 | ' | ' | -30,780 | ' | ' | ' | ' |
Issuances of common stock and excess tax benefits | 9,794 | 9,794 | ' | ' | ' | ' | ' | ' |
Stock-based compensation | 23,554 | 23,554 | ' | ' | ' | ' | ' | ' |
Conversion of Class B-4 shares to Class A shares | 0 | ' | ' | ' | ' | ' | -54 | 54 |
Conversion of Class B shares to Class A shares, shares | ' | ' | ' | ' | ' | ' | -5,374,000 | 5,374,000 |
Balance as of at Jun. 30, 2014 | $3,110,949 | $1,849,119 | ($286,182) | $1,722,927 | ($189,702) | $14,041 | $746 | $0 |
Shares outstanding as at at Jun. 30, 2014 | ' | ' | ' | ' | ' | ' | 74,552,000 | 0 |
Consolidated_Statement_of_Chan1
Consolidated Statement of Changes in Stockholders' Equity (Parentheticals) (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |
Statement of Stockholders' Equity [Abstract] | ' | ' | ' |
Cash dividends declared | $0.42 | $0.46 | $0.40 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Summary of Significant Accounting Policies | ' |
Summary of Significant Accounting Policies | |
Nature of the Business — Towers Watson & Co. (referred herein as “Towers Watson”, the “Company” or “we”) is a leading global professional services company that helps organizations improve performance through effective people, risk and financial management. We offer solutions in the areas of employee benefits, talent management, rewards, risk and capital management and healthcare exchanges for both retirees and active employees. Our fiscal year ends on June 30th. | |
Merger — Towers Watson was formed on January 1, 2010, from the merger (the “Merger”) of Towers, Perrin, Forster & Crosby, Inc. (“Towers Perrin”) and Watson Wyatt Worldwide, Inc. (“Watson Wyatt”), two leading professional services firms that traced their roots back more than 100 years. | |
Principles of Consolidation — Our consolidated financial statements include our accounts and those of our majority-owned and controlled subsidiaries after elimination of intercompany accounts and transactions. Investments in affiliated companies over which we have the ability to exercise significant influence are accounted for using the equity method. | |
We determine whether we have a controlling financial interest in an entity by first evaluating whether the entity is a voting interest entity or a variable interest entity (“VIE”). | |
Variable interest entities are entities that lack one or more of the characteristics of a voting interest entity and therefore require a different approach in determining which party involved with the VIE should consolidate the entity. With a VIE, either the entity does not have sufficient equity at risk to finance its activities without additional subordinated financial support from other parties or the entity has equity investors that do not have the ability to make significant decisions relating to the entity’s operations through voting rights. The entity that has a controlling financial interest in a VIE is referred to as the primary beneficiary and is required to consolidate the VIE. | |
Voting interest entities are entities that have sufficient equity and provide equity investors voting rights that give them the power to make significant decisions relating to the entity’s operations. The usual condition for a controlling financial interest in a voting interest entity is ownership of a majority voting interest. Accordingly, we consolidate our voting interest entity investments in which we hold, directly or indirectly, more than 50% of the voting rights. | |
Use of Estimates — The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Our estimates, judgments and assumptions are continually evaluated based on available information and experience. Because of the use of estimates inherent in the financial reporting process, actual results could differ from those estimates. Estimates are used when accounting for revenue recognition, allowances for billed and unbilled receivables from clients, discretionary compensation, income taxes, pension and post-retirement assumptions, incurred but not reported claims, legal reserves and goodwill and intangible assets. | |
Cash and Cash Equivalents — We consider all instruments that are readily convertible to known amounts of cash and with original maturities of 90 days or less (calculated from the trade date to maturity date) to be cash equivalents. We consider Term deposits and certificates of deposits with original maturities 90 days or less to be cash equivalents. Term deposits and certificates of deposits with original maturities greater than 90 days are considered to be short-term investments. | |
Fiduciary assets and liabilities — Certain of our health and welfare benefits administration outsourcing agreements require us to hold funds on behalf of clients to pay obligations on their behalf. These amounts are included in fiduciary assets and fiduciary liabilities on the consolidated balance sheets. | |
Investments — Our investments are classified at the time of purchase as either available-for-sale or held-to-maturity, and reassessed as of each balance sheet date. Held-to-maturity securities are recorded at amortized cost. The carrying value of our held-to-maturity securities approximates fair value, due to the short-term nature of our investments of less than 12 months. Held-to-maturity securities are classified as short-term investments. Available-for-sale securities are marked-to-market based on prices provided by our investment advisors. Available-for-sale securities are classified as either short-term or long-term based on management’s intention of when to sell the securities or maturity date, if applicable. | |
Receivables from Clients — Billed receivables from clients are presented at their billed amount less an allowance for doubtful accounts. Billed receivables also include amounts due to us for commissions on premiums currently due from our clients to the reinsurers but uncollected by us as of the balance sheet date. Unbilled receivables are stated at net realizable value less an allowance for unbillable amounts. Allowance for doubtful accounts related to billed receivables was $8.1 million and $12.8 million as of June 30, 2014 and 2013, respectively. Allowance for unbilled receivables was $9.1 million and $10.3 million as of June 30, 2014 and 2013, respectively. | |
Revenue Recognition — We recognize revenue when it is earned and realized or realizable as demonstrated by persuasive evidence of an arrangement with a client, a fixed or determinable price, services have been rendered or products delivered or available for use, and collectability is reasonably assured. | |
The majority of our revenue consists of fees earned from providing consulting services. We recognize revenue from these consulting engagements when hours are worked, either on a time-and-expense basis or on a fixed-fee basis, depending on the terms and conditions defined at the inception of an engagement with a client. We have engagement letters with our clients that specify the terms and conditions upon which the engagements are based. These terms and conditions can only be changed upon agreement by both parties. Individual associates’ billing rates are principally based on a multiple of salary and compensation costs. | |
Revenue for fixed-fee arrangements is based upon the proportional performance method. We typically have three types of fixed-fee arrangements: annual recurring projects, projects of a short duration, and non-recurring system projects. Annual recurring projects and the projects of short duration are typically straightforward and highly predictable in nature. As a result, the project manager and financial staff are able to identify, as the project status is reviewed and bills are prepared monthly, the occasions when cost overruns could lead to the recording of a loss accrual. | |
We have non-recurring system projects that are longer in duration and subject to more changes in scope as the project progresses. We evaluate at least quarterly, and more often as needed, project managers’ estimates-to-complete to assure that the projects’ current statuses are accounted for properly. Certain software contracts generally provide that if the client terminates a contract, we are entitled to payment for services performed through termination. | |
Revenue recognition for fixed-fee engagements is affected by a number of factors that change the estimated amount of work required to complete the project such as changes in scope, the staffing on the engagement and/or the level of client participation. The periodic engagement evaluations require us to make judgments and estimates regarding the overall profitability and stage of project completion that, in turn, affect how we recognize revenue. We recognize a loss on an engagement when estimated revenue to be received for that engagement is less than the total estimated costs associated with the engagement. Losses are recognized in the period in which the loss becomes probable and the amount of the loss is reasonably estimable. We have experienced certain costs in excess of estimates from time to time. Management believes it is rare, however, for these excess costs to result in overall project losses. | |
We have developed various software programs and technologies that we provide to clients in connection with consulting services. In most instances, such software is hosted and maintained by us and ownership of the technology and rights to the related code remain with us. We defer costs for software developed to be utilized in providing services to a client, but for which the client does not have the contractual right to take possession, during the implementation stage. We recognize these deferred costs from the go live date, signaling the end of the implementation stage, until the end of the initial term of the contract with the client. We determined that the system implementation and customized ongoing administrative services are one combined service. Revenue is recognized over the service period, after the go live date, in proportion to the services performed. As a result, we do not recognize revenue during the implementation phase of an engagement. | |
We deliver software under arrangements with clients that take possession of our software. The maintenance associated with the initial software fees is a fixed percentage which enables us to determine the stand-alone value of the delivered software separate from the maintenance. We recognize the initial software fees as software is delivered to the client and we recognize the maintenance ratably over the contract period based on each element’s relative fair value. For software arrangements in which initial fees are received in connection with mandatory maintenance for the initial software license to remain active, we determined that the initial maintenance period is substantive. Therefore, we recognize the fees for the initial license and maintenance bundle ratably over the initial contract term, which is generally one year. Each subsequent renewal fee is recognized ratably over the contractually stated renewal period. | |
We collect, analyze and compile data in the form of surveys for our clients who have the option of participating in the survey. The surveys are published online via a web tool which provides simplistic functionality. We have determined that the web tool is inconsequential to the overall arrangement. We record the survey revenue when the results are delivered online and made available to our clients that have a contractual right to the data, including the ability to download and manipulate the data. If the data is updated more frequently than annually, we recognize the survey revenue ratably over the contractually stated period. | |
Prior to the sale of our reinsurance brokerage business in November, 2013 (see Note 2 for further discussion), in our capacity as a reinsurance broker, we collected premiums from our reinsurance clients and, after deducting our brokerage commissions, we remitted the premiums to the respective reinsurance underwriters on behalf of our reinsurance clients. In general, compensation for reinsurance brokerage services was earned on a commission basis. Commissions were calculated as a percentage of a reinsurance premium as stipulated in the reinsurance contracts with our clients and reinsurers. We recognized brokerage services revenue on the later of the contract’s inception or billing date as fees became known or as our services were provided for premium processing. In addition, we held cash needed to settle amounts due reinsurers or our reinsurance clients, net of any commissions due to us, pending remittance to the ultimate recipient. We were permitted to invest these funds in high quality liquid instruments. | |
As an insurance exchange, we generate revenue from commission paid to us by insurance carriers for health insurance policies issued through our enrollment services. Under our contracts with insurance carriers, once an application has been accepted by an insurance carrier and a policy has been issued, we will receive commission payments from the policy effective date until the end of the annual policy period as long as the policy is not cancelled by the insured or the carrier. We defer upfront fees and recognize revenue ratably from the policy effective date over the policy period, generally one year. The commission fee per policy placed with a carrier could vary by whether the insured was previously a Medicare participant and whether the policy is in its first or subsequent year. Due to the uncertainty of the commission fee per policy, we do not recognize revenue until the policy is accepted by the carrier, the policy is effective and a communication is received from the carrier of the fee per insured. As the commission fee is cancellable on a pro rata basis related to the underlying insurance policy which we are not party to, we recognize the commission fee ratably over the policy period. Our carrier contracts entitle us to receive commission fees per policy for the life of the policy unless limited by legislation or cancelled by the carrier or insured. As a result, the majority of the revenue is recurring in nature and grows in direct proportion to the number of new policies added each year. | |
Revenue recognized in excess of billings is recorded as unbilled accounts receivable. Cash collections in excess of revenue recognized are recorded as deferred revenue until the revenue recognition criteria are met. Client reimbursable expenses, including those relating to travel, other out-of-pocket expenses and any third-party costs, are included in revenue, and an equivalent amount of reimbursable expenses are included in professional and subcontracted services as a cost of revenue. | |
Income Taxes — We account for income taxes in accordance with Accounting Standards Codification (“ASC”) 740, Income Taxes, which prescribes the use of the asset and liability approach to the recognition of deferred tax assets and liabilities related to the expected future tax consequences of events that have been recognized in our financial statements or income tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Valuation allowances are established, when necessary, to reduce deferred tax assets when it is more likely than not that a portion or all of a given deferred tax asset will not be realized. In accordance with ASC 740, income tax expense includes (i) deferred tax expense, which generally represents the net change in the deferred tax asset or liability balance during the year plus any change in valuation allowances and (ii) current tax expense, which represents the amount of tax currently payable to or receivable from a taxing authority plus amounts accrued for expected tax contingencies (including both tax penalties and interest). ASC 740-10 prescribes a recognition threshold of more-likely-than-not, and a measurement attribute for all tax positions taken or expected to be taken on a tax return, in order for those positions to be recognized in the financial statements. We continually review tax laws, regulations and related guidance in order to properly record any uncertain tax liability positions. We adjust these reserves in light of changing facts and circumstances, such as the outcome of tax audits. | |
Foreign Currency — Gains and losses on foreign currency transactions, including settlement of intercompany receivables and payables, are recognized currently in the general and administrative expenses line of our consolidated statements of operations. Foreign currency transactions resulted in losses of $7.0 million, $0.8 million and $1.1 million in fiscal years 2014, 2013 and 2012, respectively. Assets and liabilities of our subsidiaries outside the United States are translated into the reporting currency, the U.S. dollar, based on exchange rates at the balance sheet date. Revenue and expenses of our subsidiaries outside the United States are translated into U.S. dollars at weighted average exchange rates. Gains and losses on translation of our equity interests in our subsidiaries outside the United States and on intercompany notes are reported separately as accumulated other comprehensive income within stockholders’ equity in the consolidated balance sheets, since we do not plan or anticipate settlement of such balances in the foreseeable future. | |
Fair Value of Financial Instruments — The carrying amount of our cash and cash equivalents, receivables from clients, notes and accounts payable approximates fair value because of the short maturity and liquidity of those instruments. The investments are available-for-sale securities held at estimated fair value with maturities of less than two years. The term loan and revolving credit facility include variable interest rates that approximate market rates and as such, we consider its carrying amount to approximate fair value. Refer to Note 11 for the significant terms of these agreements. | |
Fair Value Measurement — Financial assets and liabilities recorded in the accompanying consolidated balance sheets are categorized based on the inputs in the valuation techniques as follows: | |
Level 1 — Financial assets and liabilities whose values are based on quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. | |
Level 2 — Financial assets and liabilities whose values are based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. | |
Level 3 — Financial assets and liabilities whose values are based on unobservable inputs for the asset or liability. | |
Derivatives — All derivative instruments are recognized in the accompanying consolidated balance sheets at fair value. Derivative instruments with a positive fair value are reported in other current assets and derivative instruments with a negative fair value are reported in other current liabilities in the accompanying consolidated balance sheet. Changes in the fair value of derivative instruments are recognized immediately in general and administrative expenses, unless the derivative is designated as a hedge and qualifies for hedge accounting. | |
There are three hedging relationships where a derivative (hedging instrument) may qualify for hedge accounting: (1) a hedge of the change in fair value of a recognized asset or liability or firm commitment (fair value hedge), (2) a hedge of the variability in cash flows from forecasted transactions (cash flow hedge), and (3) a hedge of the variability caused by changes in foreign currency exchange rates (foreign currency hedge). Under hedge accounting, recognition of derivative gains and losses can be matched in the same period with that of the hedged exposure and thereby minimize earnings volatility. If the underlying risk is recognized in the balance sheet and offsetting the gain / losses in the derivative, we consider the derivative transaction to be an “economic hedge” and changes in the fair value of the derivative are recognized immediately in general and administrative expenses. At June 30, 2014, we had entered into foreign currency cash flow hedges and economic hedges. | |
In order for a derivative to qualify for hedge accounting, the derivative must be formally designated as a fair value, cash flow, or a foreign currency hedge by documenting the relationship between the derivative and the hedged item. Additionally, the hedge relationship must be expected to be highly effective at offsetting changes in either the fair value or cash flows of the hedged item at both inception of the hedge and on an ongoing basis. We assess the ongoing effectiveness of our hedges and measure and record hedge ineffectiveness, if any, at the end of each quarter. | |
For a cash flow hedge, the effective portion of the change in fair value of a hedging instrument is recognized in other comprehensive income, as a component of shareholders’ equity, and subsequently reclassified to general and administrative expenses. The ineffective portion of a cash flow hedge is recognized immediately in general and administrative expenses. | |
We discontinue hedge accounting prospectively when (1)the derivative expires or is sold, terminated, or exercised, (2) we determine that the hedging transaction is no longer highly effective, (3) a hedged forecasted transaction is no longer probable of occurring in the time period described in the hedge documentation, (4)the hedged item matures or is sold, or (5)management elects to discontinue hedge accounting voluntarily. | |
When hedge accounting is discontinued because the derivative no longer qualifies as a cash flow hedge we continue to carry the derivative in the accompanying consolidated balance sheet at its fair value, recognize subsequent changes in the fair value of the derivative in current-period general and administrative expenses, and continue to defer the derivative gain or loss in other comprehensive income or loss until the hedged forecasted transaction affects expenses. If the hedged forecasted transaction is not likely to occur in the time period described in the hedge documentation or within a two month period of time thereafter, the deferred derivative gain or loss is reclassified immediately to general and administrative expenses. | |
Concentration of Credit Risk — Financial instruments that potentially subject us to concentrations of credit risk consist principally of certain cash and cash equivalents, fixed income securities, and receivables from clients. We invest our excess cash in financial instruments that are primarily rated in the highest short-term rating category by major rating agencies. Concentrations of credit risk with respect to receivables from clients are limited due to our large number of clients and their dispersion across many industries and geographic regions. | |
Incurred But Not Reported (IBNR) Claims — We accrue for IBNR professional liability claims that are probable and estimable. We use actuarial assumptions to estimate and record a liability for IBNR professional liability claims. Our estimated IBNR liability is based on long-term trends and averages, and considers a number of factors, including changes in claim reporting patterns, claim settlement patterns, judicial decisions, and legislation and economic decisions, but excludes the effect of claims data for large cases due to the insufficiency of actual experience with such cases. Our estimated IBNR liability will fluctuate if claims experience changes over time. As of June 30, 2014 we had a $173.8 million IBNR liability, net of estimated IBNR recoverable receivables of our captive insurance companies. This net liability decreased from $174.3 million as of June 30, 2013. To the extent our captive insurance companies, PCIC and SMIC, expect losses to be covered by a third party, they record a receivable for the amount expected to be recovered. This receivable is classified in other current or other noncurrent assets in our consolidated balance sheet. | |
Stock-based Compensation — We compensate our directors, executive officers and other select associates with incentive stock-based compensation plans. When granted, awards are governed by the Towers Watson & Co. 2009 Long Term Incentive Plan, which provides for the awards to be valued at their grant date fair value. We record non-cash stock-based compensation on a graded vesting methodology over the expected term of the awards, generally three years. Graded vesting expense methodology assumes that the equity awards are issued to participants in equal amounts of shares that vest over one year, two years and three years giving the effect of more expense in the first year than the second and third. Our equity awards are settled in Towers Watson Class A common stock. During fiscal years 2014, 2013 and 2012, we recognized compensation expense of $23.6 million, $28.9 million and $54.5 million, and associated income tax benefit of $6.2 million, $10.0 million and $19.5 million, respectively, in connection with our stock-based compensation plans. | |
Earnings per Share (“EPS”) — We present EPS using the two-class method which discloses the portion of net income attributable to controlling interests and basic and diluted shares are available for common stockholders separate from participating security holders. Our Restricted Class A shares issued in the Merger were classified as participating securities because of their voting and dividend rights. These non-vested restricted shares were fully vested as of January 1, 2013 and converted to Towers Watson Class A common stock. | |
Goodwill and Intangible Assets — In applying the acquisition method of accounting for business combinations, amounts assigned to identifiable assets and liabilities acquired were based on estimated fair values as of the date of acquisition, with the remainder recorded as goodwill. Intangible assets are initially valued at fair value using generally accepted valuation methods appropriate for the type of intangible asset. Intangible assets with definite lives are amortized over their estimated useful lives and are reviewed for impairment if indicators of impairment arise. Intangible assets with indefinite lives are tested for impairment annually as of April 1, and whenever indicators of impairment exist. The fair value of the intangible assets is compared with their carrying value and an impairment loss would be recognized for the amount by which the carrying amount exceeds the fair value. Goodwill is tested for impairment annually as of April 1, and whenever indicators of impairment exist. Goodwill is tested at the reporting unit level which is one level below our operating segments. The Company had ten reporting units on April 1, 2014. | |
During fiscal 2014, the Company performed Step 1 of the two-step impairment test for all reporting units in order to update the estimated fair value for all reporting units. The fair value for all reporting units exceeded the carrying value. To perform this test, we used Level 3 valuation techniques to estimate the fair value of a reporting unit that fall under income or market approaches. Under the discounted cash flow method, an income approach, the business enterprise value is determined by discounting to present value the terminal value which is calculated using debt-free after-tax cash flows for a finite period of years. Key estimates in this approach were internal financial projection estimates prepared by management, business risk, and expected rate of return on capital. The guideline company method, a market approach, develops valuation multiples by comparing our reporting units to similar publicly traded companies. Key estimates and selection of valuation multiples rely on the selection of similar companies, obtaining estimates of forecasted revenue and EBITDA estimates for the similar companies and selection of valuation multiples as they apply to the reporting unit characteristics. Under the similar transactions method, a market approach, actual transaction prices and operating data from companies deemed reasonably similar to the reporting units is used to develop valuation multiples as an indication of how much a knowledgeable investor in the marketplace would be willing to pay for the business units. | |
If the Company was required to perform Step 2, we would determine the implied fair value of the reporting unit used in Step 1 to all the assets and liabilities of that reporting unit (including any recognized or unrecognized intangible assets) as if the reporting unit had been acquired in a business combination. Then the implied fair value of goodwill would be compared to the carrying amount of goodwill to determine if goodwill is impaired. For the fiscal year ended June 30, 2014, we did not record any impairment losses of goodwill or intangibles. | |
Recent Accounting Pronouncements | |
Not yet adopted | |
On June 7, 2013, the FASB issued ASU 2013-8, “Financial Services – Investment Companies (Topic 946): Amendments to the Scope, Measurement, and Disclosure Requirements,” which amends the criteria an entity would need to meet to qualify as an investment company under ASC 946. The ASU (1) introduces new disclosure requirements that apply to all investment companies and (2) amends the measurement criteria for certain interests in other investment companies. The ASU also amends the requirements in ASC 810 related to qualifying for the “investment-company deferral” in ASU 2010-10 as well as the requirements in ASC 820 related to qualifying for the “net asset value practical expedient” in ASU 2009-12. We manage certain funds that are considered variable interest entities and for which our management fee is considered a variable interest. These funds qualify for the “investment-company deferral” in ASU 2010-10 and therefore are subject to the consolidation guidance prior to the issuance of ASU 2009-17. The ASU is effective for interim and annual periods that begin after December 15, 2013, and early adoption is prohibited. The Company is currently evaluating whether these funds will continue to qualify for the “investment-company deferral” based on the amended investment company criteria proscribed by ASU 2013-8. | |
On May 28, 2014, the FASB and IASB issued their final standard on revenue from contracts with customers. The standard, issued as ASU 2014-09 by the FASB, outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The core principle of the revenue model is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU applies to all contracts with customers except those that are within the scope of other topics in the FASB Accounting Standards Codification. Compared with current U.S. GAAP, the ASU also requires significantly expanded disclosures about revenue recognition. The ASU is effective for interim and annual reporting periods that begin after December 15, 2016 and early adoption is prohibited. The Company is currently evaluating the impact of adopting this provision. | |
On June 19, 2014, the FASB issued ASU 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide a Performance Target Could Be Achieved After the Requisite Service Period. The update is intended to resolve the diverse accounting treatment of these types of awards in practice. The amendments require that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in "Compensation - Stock Compensation (Topic 718)" as it relates to awards with performance conditions that affect vesting to account for such awards. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The ASU is effective for interim and annual reporting periods that begin after December 15, 2015. The Company does not expect the adoption of this pronouncement to have an impact on our financial statements as this guidance mirrors our existing policy for such share-based awards. |
Acquisitions_and_Divestitures
Acquisitions and Divestitures | 12 Months Ended | |||||||||||
Jun. 30, 2014 | ||||||||||||
Business Combinations [Abstract] | ' | |||||||||||
Acquisitions and Divestitures | ' | |||||||||||
Acquisitions and Divestitures. | ||||||||||||
Our acquisitions and divestitures in fiscal years 2014, 2013 and 2012 were not material for the purposes of financial statement disclosures as required by Accounting Standards Codification (“ASC”) 805. Our acquisition and divestiture information is included to provide our investors with a better understanding of our strategic acquisitions. | ||||||||||||
Acquisitions | ||||||||||||
Liazon Corporation Acquisition | ||||||||||||
On November 22, 2013, Towers Watson purchased Liazon Corporation (“Liazon”), a business focused on developing and delivering private benefit exchanges for active employees, for $204.3 million in cash and assumed equity awards valued at $8.0 million. See Note 15 for further information on the assumed stock options. The Liazon business became a new line of business, which complements our existing OneExchange offerings under the Exchange Solutions segment. Together these solutions help organizations, both large and small, deliver self- and fully-insured benefits to both employees as well as pre- and post-65 retirees. We included the results of Liazon's operations since the acquisition date in the Exchange Solutions segment and in our consolidated financial statements. | ||||||||||||
During the second and third quarters of fiscal 2014, we recorded the tangible assets received, liabilities assumed, and the preliminary fair value of intangibles. The intangibles included developed technology, valued at $34.3 million, and other intangibles that were collectively immaterial. Our estimate of fair value for the technology intangible was developed using the multi-period excess earnings method valuation model. Significant assumptions used in the valuation were estimated revenues and expenses, contributory asset charges, required rates of return, and discount rates. We also recorded a net deferred tax asset of $8.1 million. It was determined that total consideration was $212.3 million, and we recorded $174.2 million of goodwill related to the acquisition of Liazon. | ||||||||||||
Extend Health Acquisition | ||||||||||||
On May 29, 2012, Towers Watson purchased Extend Health, a provider of health benefit management services and operator of the largest private Medicare exchange, for $435 million in cash and assumed stock options valued at $11.2 million. See Note 15 for further information on the assumed stock options. This acquisition enabled Towers Watson to provide employers with health care solutions that combine specialized retiree medical transition consulting with the choice and cost advantages of individual Medicare plans purchased on a private exchange. Extend Health now operates, together with Liazon Corporation, as a business segment called Exchange Solutions, alongside the existing segments of Benefits, Talent and Rewards, and Risk and Financial Services. We include the results of Extend Health’s operations since its acquisition date in the Exchange Solutions segment and in our consolidated financial statements. | ||||||||||||
During the fourth quarter of fiscal 2012, we recorded the tangible assets received, liabilities assumed and the preliminary fair value of intangibles as follows: $123.2 million of customer related intangibles, $26.7 million of developed technology, and less than $1.0 million of favorable lease agreements and trade name intangibles. Our estimate of fair value was developed using income approach valuation models such as the multi-period excess earnings method for the customer-related intangibles and the relief from royalty method for the developed technology intangible. Significant assumptions used in the valuation were revenue growth rates, retention rates, expense and contributory asset charges, royalty rates and discount rates. We recorded current income tax receivables of $2.7 million for tax losses to be carried back to the June 30, 2011 U.S. federal income tax return. Also related to taxes, we recorded net deferred tax liabilities of $53.8 million. In accordance with acquisition accounting under U.S. GAAP, we did not realize $14.6 million of deferred revenue associated with cash received for commissions paid by carriers for policies placed prior to the acquisition and for which no subsequent performance obligation is required. We determined that total consideration was $446.2 million, and recorded $341.4 million of goodwill related to the acquisition of Extend Health. The acquisition accounting was finalized during the second quarter of fiscal 2013. | ||||||||||||
Divestitures | ||||||||||||
Sale of our Brokerage business. | ||||||||||||
On September 19, 2013, we entered into a definitive agreement to sell our Reinsurance and Property and Casualty Insurance Brokerage (“Brokerage”) business to Jardine Lloyd Thompson Group plc (“JLT”) for cash consideration of $250 million. The Brokerage business was a component of our Risk and Financial Services segment. The sale closed during our second quarter of fiscal year 2014. We divested this business as part of our strategy to focus on other areas of the business. We continue to focus on risk consulting, software and other services for the insurance industry. The business will be branded for a transitional period of 15 months from the closing date as JLT Towers Re. | ||||||||||||
As part of the transaction, we entered into an Alliance Agreement with JLT to ensure clients have continued access to our risk consulting and software services. This agreement also provides JLT Towers Re with continued use of Towers Watson’s proprietary actuarial models and software. | ||||||||||||
The Company assessed the guidance under ASC 205 to determine if the Alliance Agreement or any other terms of the sale agreement constituted significant continuing direct cash flows or significant continuing involvement with the Brokerage business after the sale. The Company compared the cash flows expected to be recognized from the Brokerage business as a result of the continuation or migration of activities after the disposal transaction to the projected generation of cash flows by the Brokerage business that we could have expected absent the disposal transaction. Based on this analysis, the expected annual cash inflows or outflows related to the portion of revenues shared or commissions received or paid and software sales under the Alliance Agreement are each expected to represent approximately 1% or less of the annual revenues generated by our Brokerage business operations prior to the disposal. This was deemed not significant. | ||||||||||||
The Company also calculated the expected cash flows associated with the placement of its insurance and reinsurance arrangements. The Company agreed to use JLT as its broker-of-record for all insurance and reinsurance transactions to which the Company’s wholly-owned captive insurance company, Stone Mountain Insurance Company, is a party through November 2018. These amounts were previously eliminated as intercompany transactions, and are $2.8 million for fiscal year 2014. Additionally, the Company agreed to a Transitional Services Agreement with JLT for a two-year period ending November 5, 2015. The Company expects to incur approximately $6.3 million each year in occupancy or other infrastructure costs, which were prepaid as part of deal consideration or will be repaid by JLT over the next two years. The cash flows associated with these arrangements represent approximately 7.4% of the annual expenses generated by our Brokerage operations prior to the disposal, which was deemed not significant. | ||||||||||||
The Company noted that none of the aforementioned agreements or arrangements constituted significant continuing involvement, because they do not afford the Company the ability to influence the financial or operating decisions of JLT. Accordingly, we concluded that the continuing cash flows expected after the sale of our Brokerage business do not preclude discontinued operations presentation, and the Company has therefore reclassified the results of our Brokerage business’s operations as discontinued operations for all periods presented in our consolidated statements of operations. The following selected financial information relates to the Brokerage business’s operations for the fiscal years ended June 30, 2014, 2013 and 2012, respectively: | ||||||||||||
Fiscal Year Ended, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Revenue from discontinued operations | $ | 63,762 | $ | 164,270 | $ | 159,839 | ||||||
Income from discontinued operations before taxes | 21,308 | 39,203 | $ | 36,211 | ||||||||
Tax expense on discontinued operations | 7,522 | 15,561 | $ | 13,313 | ||||||||
Net income from discontinued operations | 13,786 | 23,642 | 22,898 | |||||||||
Gain from sale of discontinued operations | 23,951 | — | — | |||||||||
Tax expense on gain from sale of discontinued operations | 31,680 | — | — | |||||||||
Net loss from sale of discontinued operations | (7,729 | ) | — | — | ||||||||
Total net income from discontinued operations | $ | 6,057 | $ | 23,642 | $ | 22,898 | ||||||
Only the fiduciary assets and liabilities associated with the European businesses were sold. North American fiduciary assets and liabilities have not been disposed of due to certain legal restrictions which do not permit the transfer of these assets and liabilities. The subsequent settlement of the North American fiduciary assets and liabilities is presented within the operating section of our accompanying statement of cash flows for the year ended June 30, 2014. | ||||||||||||
In addition to the stated $250 million cash consideration stipulated in the sale agreement, a purchase price adjustment of $31.4 million was paid to the Company by JLT representing the value of net assets transferred in the sale. | ||||||||||||
As part of the sale, the Company agreed to repay JLT for retention payments made to certain employees of Brokerage if they remain with the business on the 30-day anniversary of the sale and the first and second anniversary of the sale. The value ascribed to this portion of the obligation is $21.7 million at the time of the sale. The remaining liability at June 30, 2014 is carried at fair value on the accompanying consolidated balance sheets (see Note 6 – Fair Value Measurements). The total amount has been classified as current or non-current liabilities based on the expected payment dates. | ||||||||||||
The obligation for retention payments and certain other negotiated terms reduced total consideration received at close to $215.1 million. Total transaction costs were approximately $6.4 million. We finalized the completion accounts and the purchase price adjustments during the third quarter of fiscal year 2014. Our final pre-tax gain on the sale is $24.0 million. The sale of our Brokerage business resulted in a significant taxable gain, since the disposal of the goodwill and intangible assets associated with the business is not tax-deductible. |
Investments
Investments | 12 Months Ended | |||||||||||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | |||||||||||||||||||||||||||||||
Investments | ' | |||||||||||||||||||||||||||||||
Investments | ||||||||||||||||||||||||||||||||
Held-to-maturity | ||||||||||||||||||||||||||||||||
We hold held-to-maturity securities comprised of term deposits and certificates of deposits with original maturities greater than 90 days. As of June 30, 2014, all held-to-maturity securities were included in short-term investments in the consolidated balance sheet. We did not have any held-to-maturity securities during the fiscal years ended June 30, 2013 and 2012. Proceeds from maturities of held-to-maturity securities during the fiscal year ended June 30, 2014 were $37.2 million resulting in immaterial gains. | ||||||||||||||||||||||||||||||||
Available-for-sale | ||||||||||||||||||||||||||||||||
We hold available-for-sale securities comprised of fixed income securities, equity securities and mutual funds / exchange-traded funds (See Note 6 for the investments by type of security). The fixed income securities all mature within 12 months of the balance sheet date. Proceeds from sales and maturities of investments of available-for-sale securities during the fiscal year ended June 30, 2014 were $57.7 million, resulting in a gain of $1.0 million. Of these proceeds, $1.6 million related to the sale of investments as part of the divestiture of the Brokerage business. Proceeds from sales and maturities of investments of available-for-sale securities during the fiscal years ended June 30, 2013 and 2012 were $47.6 million and $68.5 million, respectively, resulting in a gain of $0.1 million and $0.1 million, respectively. | ||||||||||||||||||||||||||||||||
Additional information on the Company's investments is provided in the following table as of June 30, 2014 and 2013: | ||||||||||||||||||||||||||||||||
As of June 30, 2014 | As of June 30, 2013 | |||||||||||||||||||||||||||||||
Amortized | Unrealized | Unrealized | Estimated | Amortized | Unrealized | Unrealized | Estimated | |||||||||||||||||||||||||
Cost | Gains | Losses | Fair Value | Cost | Gains | Losses | Fair Value | |||||||||||||||||||||||||
Short Term Investments: | ||||||||||||||||||||||||||||||||
Held-to-maturity: | ||||||||||||||||||||||||||||||||
Term deposits & Certificates of deposits | $ | 107,556 | $ | — | $ | — | $ | 107,556 | $ | — | $ | — | $ | — | $ | — | ||||||||||||||||
Available-for-sale: | ||||||||||||||||||||||||||||||||
Fixed income securities | — | — | — | — | 56,602 | 15 | (2 | ) | 56,615 | |||||||||||||||||||||||
Equity securities | 126 | 7 | (3 | ) | 130 | 31 | — | (1 | ) | 30 | ||||||||||||||||||||||
Mutual funds and exchange-traded funds | 15,033 | 42 | — | 15,075 | — | — | — | — | ||||||||||||||||||||||||
Total Short-term Investments: | 122,715 | 49 | (3 | ) | 122,761 | 56,633 | 15 | (3 | ) | 56,645 | ||||||||||||||||||||||
Other Investments: | ||||||||||||||||||||||||||||||||
Available-for-sale: | ||||||||||||||||||||||||||||||||
Equity Securities | — | — | — | — | 822 | 476 | — | 1,298 | ||||||||||||||||||||||||
Mutual funds and exchange-traded funds | 42,147 | 451 | — | 42,598 | 26,666 | 14 | (97 | ) | 26,583 | |||||||||||||||||||||||
Total other Investments in Other Assets | $ | 42,147 | $ | 451 | $ | — | $ | 42,598 | $ | 27,488 | $ | 490 | $ | (97 | ) | $ | 27,881 | |||||||||||||||
For all investments other than fixed income securities, amortized cost represents the cost basis of the investment as of the purchase or Merger date. There were no material investments that have been in a continuous loss position for more than six months, and there have been no other-than-temporary impairments recognized. The aggregate fair value of investments with unrealized losses for the fiscal year ended June 30, 2014 was immaterial. The aggregate fair value of investments with unrealized losses for the fiscal year ended June 30, 2013 was $36.3 million. |
Fixed_Assets
Fixed Assets | 12 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Fixed Assets | ' | |||||||
Fixed Assets | ||||||||
Furniture, fixtures, equipment and leasehold improvements are recorded at cost and presented net of depreciation or amortization. Furniture, fixtures, and equipment are depreciated straight-line over lives ranging from three to seven years. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease terms or the asset lives. | ||||||||
The components of fixed assets are as follows: | ||||||||
June 30, | ||||||||
2014 | 2013 | |||||||
Furniture, fixtures and equipment | $ | 205,598 | $ | 207,667 | ||||
Computer software, excluding internally developed software | 192,206 | 161,382 | ||||||
Internally developed software | 165,695 | 123,943 | ||||||
Leasehold improvements | 207,126 | 187,537 | ||||||
770,625 | 680,529 | |||||||
Less: accumulated depreciation and amortization | (396,181 | ) | (333,614 | ) | ||||
Fixed assets, net | $ | 374,444 | $ | 346,915 | ||||
Total computer software, net, including internally developed software, was $210.7 million and $179.0 million as of June 30, 2014 and 2013, respectively. Total amortization expense for computer software was $44.7 million, $40.5 million and $39.6 million for fiscal years 2014, 2013 and 2012, respectively. Total depreciation expense was $54.9 million, $56.3 million and $47.7 million for fiscal years 2014, 2013 and 2012, respectively. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 12 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Goodwill and Intangible Assets | ' | |||||||||||||||||||||||
Goodwill and Intangible Assets | ||||||||||||||||||||||||
The components of goodwill and intangible assets are outlined below for the fiscal years ended June 30, 2014 and 2013: | ||||||||||||||||||||||||
Benefits | Risk and | Talent and | Exchange | All Other | Total | |||||||||||||||||||
Financial | Rewards | Solutions | ||||||||||||||||||||||
Services | ||||||||||||||||||||||||
Balance as of June 30, 2012 | $ | 1,253,255 | $ | 545,862 | $ | 111,212 | $ | 341,012 | $ | 1,214 | $ | 2,252,555 | ||||||||||||
Goodwill acquired | — | 2,480 | — | 437 | — | 2,917 | ||||||||||||||||||
Translation adjustment | (19,983 | ) | (14,192 | ) | (2,362 | ) | — | — | (36,537 | ) | ||||||||||||||
Balance as of June 30, 2013 | $ | 1,233,272 | $ | 534,150 | $ | 108,850 | $ | 341,449 | $ | 1,214 | $ | 2,218,935 | ||||||||||||
Goodwill acquired | — | — | — | 174,195 | — | 174,195 | ||||||||||||||||||
Goodwill related to disposals | — | (167,822 | ) | — | — | — | (167,822 | ) | ||||||||||||||||
Translation adjustment | 57,517 | 25,221 | 5,012 | — | — | 87,750 | ||||||||||||||||||
Balance as of June 30, 2014 | $ | 1,290,789 | $ | 391,549 | $ | 113,862 | $ | 515,644 | $ | 1,214 | $ | 2,313,058 | ||||||||||||
Included in the Risk and Financial Services activity is a $167.8 million reduction in goodwill related to the disposal of our Brokerage business, which was completed on November 6, 2013. See Note 2 for additional information regarding the sale of this business. | ||||||||||||||||||||||||
Included in the Exchange Solutions goodwill acquired is $174.2 million of goodwill related to the acquisition of Liazon, which closed on November 22, 2013. We recorded the consideration less the tangible assets and liabilities as goodwill during the year ended June 30, 2014. See Note 2 for additional information regarding this acquisition. | ||||||||||||||||||||||||
The following table reflects changes in the net carrying amount of the components of finite-lived intangible assets for the fiscal years ended June 30, 2014 and 2013: | ||||||||||||||||||||||||
Trademark & | Customer | Core/ | Favorable | Total | ||||||||||||||||||||
trade name | related | developed | lease | |||||||||||||||||||||
intangible | technology | agreements | ||||||||||||||||||||||
Balance as of June 30, 2012 | $ | — | $ | 289,521 | $ | 103,289 | $ | 4,554 | $ | 397,364 | ||||||||||||||
Intangible assets acquired | — | 3,923 | — | — | 3,923 | |||||||||||||||||||
Amortization | — | (45,435 | ) | (33,475 | ) | (972 | ) | (79,882 | ) | |||||||||||||||
Translation adjustment | — | (1,762 | ) | (299 | ) | (17 | ) | (2,078 | ) | |||||||||||||||
Balance as of June 30, 2013 | — | 246,247 | 69,515 | 3,565 | 319,327 | |||||||||||||||||||
Intangible assets acquired | 150 | 600 | 34,300 | — | 35,050 | |||||||||||||||||||
Intangible assets related to disposal | — | (8,254 | ) | — | — | (8,254 | ) | |||||||||||||||||
Amortization | (150 | ) | (46,907 | ) | (28,875 | ) | (947 | ) | (76,879 | ) | ||||||||||||||
Translation adjustment | — | 7,169 | 887 | (1 | ) | 8,055 | ||||||||||||||||||
Balance as of June 30, 2014 | $ | — | $ | 198,855 | $ | 75,827 | $ | 2,617 | $ | 277,299 | ||||||||||||||
For the fiscal years ended June 30, 2014, 2013 and 2012, we recorded $75.9 million, $78.9 million and $65.6 million, respectively, of amortization related to our intangible assets. These amounts include amortization that has been classified within income from discontinued operations on the accompanying consolidated statements of operations. | ||||||||||||||||||||||||
Included in the change in customer related intangible assets is the reduction of $8.3 million associated with the sale of our Brokerage business, which closed on November 6, 2013. | ||||||||||||||||||||||||
Due to integration of our Retirement business, management decided to discontinue the use of an application that was acquired in the Merger with an expected useful life of ten years. We calculated no impairment and we plan to shorten the life of the intangible asset and accelerate the amortization in the same pattern in which our clients are transitioned to the surviving application, which is expected to occur over the next three to four years. To develop our estimated useful remaining life of the application, we are using client engagement revenue and the planned transition developed by our business management. We recorded an additional $2.1 million and $5.6 million of amortization for the fiscal year ended June 30, 2014 and June 30, 2013, respectively. | ||||||||||||||||||||||||
Our indefinite-lived non-amortizable intangible assets consist of acquired trademarks and trade names. The carrying value of these assets was $380.0 million and $368.4 million as of June 30, 2014 and June 30, 2013, respectively. The change during the period was due to foreign currency translation adjustment. | ||||||||||||||||||||||||
We estimated the fair value of acquired leases and recorded an unfavorable lease liability in accordance with ASC 805. As of June 30, 2014 and June 30, 2013, this liability was $10.2 million and $13.5 million, respectively. The change for the fiscal year ended June 30, 2014 was comprised of a reduction to rent expense of $3.2 million and a foreign currency translation adjustment of $0.1 million. | ||||||||||||||||||||||||
Components of the change in the gross carrying amount of customer related intangibles, core/developed technology and favorable and unfavorable lease agreements reflect foreign currency translation adjustments for fiscal years 2014 and 2013. Certain of the intangible assets and liabilities are denominated in the currencies of our subsidiaries outside the United States, and are translated into our reporting currency, the U.S. dollar, based on exchange rates at the balance sheet date. | ||||||||||||||||||||||||
The following table reflects the weighted average remaining life and carrying value of finite-lived intangible assets and liabilities as of June 30, 2014 and 2013: | ||||||||||||||||||||||||
Fiscal Year 2014 | Fiscal Year 2013 | |||||||||||||||||||||||
Gross | Accumulated | Weighted | Gross | Accumulated | Weighted | |||||||||||||||||||
Carrying | Amortization | Average | Carrying | Amortization | Average | |||||||||||||||||||
Amount | Remaining | Amount | Remaining | |||||||||||||||||||||
Life | Life | |||||||||||||||||||||||
Finite-lived intangible assets and liabilities: | ||||||||||||||||||||||||
Trademark and trade name | $ | 520 | 520 | — | $ | 370 | $ | 370 | — | |||||||||||||||
Customer related intangibles | 391,201 | 192,346 | 5.6 | 390,027 | 143,780 | 6.6 | ||||||||||||||||||
Core/developed technology | 175,948 | 100,121 | 4.1 | 164,762 | 95,247 | 3.8 | ||||||||||||||||||
Favorable lease agreements | 6,488 | 3,871 | 3.6 | 6,496 | 2,931 | 4.4 | ||||||||||||||||||
Total finite-lived intangible assets | $ | 574,157 | $ | 296,858 | $ | 561,655 | $ | 242,328 | ||||||||||||||||
Unfavorable lease agreements | 24,818 | 14,588 | 3.9 | 25,591 | 12,122 | 4.7 | ||||||||||||||||||
Total finite-lived intangible liabilities | $ | 24,818 | $ | 14,588 | $ | 25,591 | $ | 12,122 | ||||||||||||||||
Certain trademark and trade-name intangibles have indefinite useful lives and are not amortized. The weighted average remaining life of the net amortizable intangible assets and liabilities was 5.1 years and 5.9 years, respectively at June 30, 2014 and June 30, 2013. | ||||||||||||||||||||||||
The following table reflects: | ||||||||||||||||||||||||
1) | future estimated amortization expense for amortizable intangible assets consisting of customer related intangibles and core/developed technology. | |||||||||||||||||||||||
2) | the rent offset resulting from the amortization of the net lease intangible assets and liabilities for future fiscal years as follows: | |||||||||||||||||||||||
Fiscal year ending June 30, | Amortization | Rent | ||||||||||||||||||||||
Offset | ||||||||||||||||||||||||
2015 | $ | 68,821 | (2,029 | ) | ||||||||||||||||||||
2016 | 57,740 | (1,567 | ) | |||||||||||||||||||||
2017 | 53,368 | (1,864 | ) | |||||||||||||||||||||
2018 | 42,928 | (1,981 | ) | |||||||||||||||||||||
2019 | 27,850 | (315 | ) | |||||||||||||||||||||
Thereafter | 23,975 | 143 | ||||||||||||||||||||||
Total | $ | 274,682 | $ | (7,613 | ) | |||||||||||||||||||
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
Fair Value Measurements | ||||||||||||||||
We have categorized our financial instruments into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets and liabilities (Level 1) and lowest priority to unobservable inputs (Level 3). In some cases, the inputs used to measure fair value might fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety. Refer to Note 1 for a description of each fair value measurement category. | ||||||||||||||||
The following presents our assets and liabilities measured at fair value on a recurring basis as of June 30, 2014 and 2013: | ||||||||||||||||
Fair Value Measurements on a Recurring Basis at | ||||||||||||||||
June 30, 2014 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | ||||||||||||||||
Available-for-sale: | ||||||||||||||||
Equity securities | $ | 130 | $ | — | $ | — | $ | 130 | ||||||||
Mutual funds / exchange-traded funds | 57,673 | — | — | 57,673 | ||||||||||||
Derivatives: | ||||||||||||||||
Foreign exchange forwards (a) | — | 639 | — | 639 | ||||||||||||
Liabilities: | ||||||||||||||||
Derivatives: | ||||||||||||||||
Foreign exchange forwards (a) | — | 550 | — | 550 | ||||||||||||
Contingent Liabilities: | ||||||||||||||||
Retention bonus liability (b) | — | — | 19,998 | 19,998 | ||||||||||||
Fair Value Measurements on a Recurring Basis at | ||||||||||||||||
June 30, 2013 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | ||||||||||||||||
Available-for-sale securities: | ||||||||||||||||
Fixed income securities: | ||||||||||||||||
U.S. treasury securities and obligations of the U.S. government, government agencies and authorities | $ | 2,014 | $ | — | $ | — | $ | 2,014 | ||||||||
U.S. corporate bonds | — | 53,100 | — | 53,100 | ||||||||||||
Foreign corporate bonds | — | 1,501 | — | 1,501 | ||||||||||||
Equity securities | 1,328 | — | — | 1,328 | ||||||||||||
Mutual funds / exchange-traded funds | 26,583 | — | — | 26,583 | ||||||||||||
Derivatives: | ||||||||||||||||
Foreign exchange forwards (a) | — | 546 | — | 546 | ||||||||||||
Liabilities: | ||||||||||||||||
Derivatives | ||||||||||||||||
Foreign exchange forwards (a) | — | 353 | — | 353 | ||||||||||||
(a) | These derivative investments are included in other current assets or accounts payable, accrued liabilities and deferred income on the consolidated balance sheet. See Note 7 for further information on our derivative investments. | |||||||||||||||
(b) | These liabilities are included in other current liabilities and other noncurrent liabilities on the consolidated balance sheet. The fair value was determined using a discounted cash flow model. | |||||||||||||||
We record gains or losses related to the changes in the fair value of our financial instruments for foreign exchange forward contracts accounted for as foreign currency hedges in general and administrative expenses in the consolidated statements of operations. We recorded immaterial losses for the fiscal years ended June 30, 2014 and 2013, respectively, related to the changes in the fair value of these foreign exchange forward contracts which were still held as of June 30, 2014 and 2013. No material gain or loss was recorded in the consolidated statements of operations for available-for-sale securities still held as of June 30, 2014 and 2013. | ||||||||||||||||
We generally use third-party pricing services in determining the fair value of our investments. The pricing services use observable inputs when available. These values take into account recent market activity as well as other market observable data such as interest rate, spread and prepayment information. We perform various procedures to evaluate the accuracy of the fair values provided by the third-party service provider. These procedures include obtaining a detailed understanding of the models, inputs, and assumptions used in developing prices provided by the pricing services. This understanding includes a review of the vendors’ Service Organization Controls report and, as necessary, discussions with valuation resources at the pricing services. We obtain the information necessary to assert the model, inputs and assumptions used to comply with U.S. GAAP, including disclosure requirements. In addition, our investment committee periodically reviews the investment portfolios and the performance of our investments against expectations. | ||||||||||||||||
We independently review the listing of Level 1 financial assets in the portfolio, including U.S. Treasury securities, equity securities and mutual funds securities, and agree the price received from the third-party pricing service to the closing stock price from a national securities exchange, and on a sample basis. | ||||||||||||||||
We also independently review our Level 2 and Level 3 financial assets and liabilities, which include derivative investments, corporate bonds and certain obligations of government agencies or states, municipalities and political subdivisions, pooled funds and mutual funds, limited partnerships and insurance contracts. Corporate bonds and certain obligations of government agencies or states, municipalities and political subdivisions are valued based on yields currently available on comparable securities of issuers with similar credit ratings. Derivative investments are valued using a quoted value from the counterparty for each contract. The quoted price we receive is a Level 2 valuation based on observable quotes in the marketplace for the underlying currency. We use these underlying values to estimate amounts that would be paid or received to terminate the contracts at the reporting date based on current market prices for the underlying currency. See Note 10 for a description of the valuation methodologies used for Level 2 and Level 3 plan assets and liabilities by category. | ||||||||||||||||
We perform additional procedures to validate and confirm the accuracy of the Level 2 prices provided by the pricing service. Stale prices and significant price movements are monitored and investigated. If the price changes significantly, the fluctuation is reviewed for reasonableness based on our expectations or other market factors and adjusted if deemed necessary by management. | ||||||||||||||||
If we determine that a price provided to us is outside our expectation, we will further examine the price, including having follow-up discussions with the pricing service. If we conclude that a price is not valid, we will adjust the price with the appropriate documentation and approvals by management. These adjustments do not occur frequently and have not historically been material. | ||||||||||||||||
The availability of observable market data is monitored to assess the appropriate classification of financial instruments within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques may require the transfer of financial instruments from one fair value level to another. In such instances, the transfer is reported at the beginning of the reporting period. No other-than-temporary impairments occurred during the fiscal year ended June 30, 2014. | ||||||||||||||||
Transfers in and out of Level 1 and 2 | ||||||||||||||||
There were no securities transferred between Level 1 and Level 2 for the years ended June 30, 2014 and 2013. The Company’s policy is to recognize transfers in and transfers out as of the beginning of the reporting period. | ||||||||||||||||
Level 3 Financial Instruments | ||||||||||||||||
The fair value of the retention bonus liability is determined using a discounted cash flows model. The significant unobservable inputs used in the discounted cash flows model are a credit adjusted interest rate of 1.7% and an assumed forfeiture rate of 7.0%. Changes in each of these unobservable inputs would have adjusted the fair value as follows: | ||||||||||||||||
• | Interest rate - The lowest and highest interest rates that we could have used to value the bonus retention liability are 0.5% to 8.0%, which would have resulted in values of $20.2 million and $18.8 million, respectively. | |||||||||||||||
• | Forfeiture rates - Changing the assumed forfeiture rate to either 5.0% or 10.0% would have resulted in values of $20.4 million and $19.4 million, respectively. | |||||||||||||||
The following table summarizes the change in fair value of the Level 3 liabilities for fiscal year-ended June 30, 2014: | ||||||||||||||||
Fair Value Measurements using significant unobservable inputs (Level 3) | ||||||||||||||||
Total | ||||||||||||||||
Beginning balance - June 30, 2013 | $ | — | ||||||||||||||
Obligation assumed | (21,746 | ) | ||||||||||||||
Transfers | — | |||||||||||||||
Payments | 1,939 | |||||||||||||||
Realized gains /(loss) | — | |||||||||||||||
Unrealized gains / (losses) | (191 | ) | ||||||||||||||
Ending balance - June 30, 2014 | $ | (19,998 | ) |
Derivative_Financial_Instrumen
Derivative Financial Instruments | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||||||||||
Derivative Financial Instruments | ' | ||||||||||||||||||||||||||||||||||||||||
Derivative Financial Instruments | |||||||||||||||||||||||||||||||||||||||||
We are exposed to market risk from changes in foreign currency exchange rates. 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. We do not enter into derivative transactions for trading purposes. | |||||||||||||||||||||||||||||||||||||||||
Derivative transactions are governed by our established set of policies and procedures covering areas such as authorization, counterparty exposure and hedging practices. We also evaluate new and existing transactions and agreements to determine if they require derivative accounting treatment. Positions are monitored using fair market value and sensitivity analyses. See Note 1 for further information on the accounting policy for derivatives. The Company reviewed the Dodd–Frank Wall Street Reform and Consumer Protection Act: Title VII, Derivatives and has elected and is in compliance with the end-user exemption. | |||||||||||||||||||||||||||||||||||||||||
Certain derivatives also give rise to credit risks from the possible non-performance by counterparties. The credit risk is generally limited to the fair value of those contracts that are favorable to us. We have established strict counterparty credit guidelines and enter into transactions only with financial institutions with securities of investment grade or better. We monitor counterparty exposures and review any downgrade in credit rating. To mitigate pre-settlement risk, minimum credit standards become more stringent as the duration of the derivative financial instrument increases. To minimize the concentration of credit risk, we enter into derivative transactions with a portfolio of financial institutions. Based on these factors, we consider the risk of counterparty default to be minimal. | |||||||||||||||||||||||||||||||||||||||||
A number of our foreign subsidiaries receive revenues (through either internal or external billing) in currencies other than their functional currency. As a result, the foreign subsidiary’s functional currency revenue will fluctuate as the currency exchange rates change. To reduce this variability, we use foreign exchange forward contracts to hedge the foreign exchange risk of the forecasted collections. We have designated these derivatives as cash flow hedges of our forecasted foreign currency denominated collections. We also use derivative financial contracts, principally foreign exchange forward contracts, to hedge other non-functional currency obligations. These exposures primarily arise from intercompany lending and other liabilities denominated in foreign currencies. At June 30, 2014, the longest outstanding maturity was 15 months. As of June 30, 2014, a net $0.1 million pretax gain has been deferred in accumulated other comprehensive income and is expected to be recognized in general and administrative expenses during the next twelve months. During the fiscal years ended June 30, 2014 and 2013, we recognized no material gains or losses due to hedge ineffectiveness. | |||||||||||||||||||||||||||||||||||||||||
As of June 30, 2014, 2013 and 2012 we had cash flow and economic hedges with a notional value of $49.5 million, $107.2 million and $66.4 million, respectively, to hedge internal and external revenue cash flows. We determine the fair value of our foreign currency derivatives based on quoted prices received from the counterparty for each contract, which we evaluate using pricing models whose inputs are observable. The net fair value of all derivatives held as of June 30, 2014 and 2013 was an asset of $0.1 million and $0.2 million, respectively. See Note 6, Fair Value Measurements, for further information regarding the determination of fair value. | |||||||||||||||||||||||||||||||||||||||||
The fair value of our derivative instruments held as of June 30, 2014 and 2013 and their location in the consolidated balance sheet are as follows: | |||||||||||||||||||||||||||||||||||||||||
Asset derivatives | Liability derivatives | ||||||||||||||||||||||||||||||||||||||||
Balance sheet location | Fair value | Balance sheet location | Fair value | ||||||||||||||||||||||||||||||||||||||
June 30, | June 30, | ||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||||||||||||||||||||||||
Foreign exchange forwards | Other current assets | $ | 618 | $ | 395 | Accounts payable, accrued liabilities and deferred income | $ | (513 | ) | $ | (159 | ) | |||||||||||||||||||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||||||||||||||||||||||||||
Foreign exchange forwards | Other current assets | $ | 21 | $ | 151 | Accounts payable, accrued liabilities and deferred income | $ | (37 | ) | $ | (194 | ) | |||||||||||||||||||||||||||||
Total derivative assets (liabilities) | $ | 639 | $ | 546 | $ | (550 | ) | $ | (353 | ) | |||||||||||||||||||||||||||||||
The effect of derivative instruments that are designated as hedging instruments on the consolidated statement of operations and the consolidated statement of comprehensive income for the fiscal years ended June 30, 2014, 2013 and 2012 are as follows: | |||||||||||||||||||||||||||||||||||||||||
Derivatives designated as | Loss recognized in OCI | Location of | (Loss) gain reclassified from OCI | Location of | Gain (loss) recognized in | ||||||||||||||||||||||||||||||||||||
hedging instruments: | (effective portion) | (loss) gain | into income (effective portion) | gain (loss) | income (ineffective portion | ||||||||||||||||||||||||||||||||||||
reclassified | recognized in | and amount excluded from | |||||||||||||||||||||||||||||||||||||||
from OCI | income | effectiveness testing) | |||||||||||||||||||||||||||||||||||||||
into income | (ineffective | ||||||||||||||||||||||||||||||||||||||||
(effective | portion and | ||||||||||||||||||||||||||||||||||||||||
portion) | amount | ||||||||||||||||||||||||||||||||||||||||
excluded from | |||||||||||||||||||||||||||||||||||||||||
effectiveness | |||||||||||||||||||||||||||||||||||||||||
testing) | |||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||
Foreign exchange forwards | $ | (1,540 | ) | $ | (294 | ) | $ | (732 | ) | General and | $ | (1,447 | ) | $ | (125 | ) | $ | 798 | General and | $ | 2 | $ | (1 | ) | $ | (2 | ) | ||||||||||||||
administrative | administrative | ||||||||||||||||||||||||||||||||||||||||
expenses | expenses | ||||||||||||||||||||||||||||||||||||||||
Total | $ | (1,540 | ) | $ | (294 | ) | $ | (732 | ) | $ | (1,447 | ) | $ | (125 | ) | $ | 798 | $ | 2 | $ | (1 | ) | $ | (2 | ) | ||||||||||||||||
Included in the notional values above are $24.2 million, $33.6 million and $59.1 million as of June 30, 2014, 2013 and 2012, respectively, of derivatives held as economic hedges primarily to hedge intercompany loans denominated in currencies other than the functional currency. The effect of derivatives that have not been designated as hedging instruments on the consolidated statement of operations for the fiscal years ended June 30, 2014, 2013 and 2012 is as follows: | |||||||||||||||||||||||||||||||||||||||||
Gain recognized in income | |||||||||||||||||||||||||||||||||||||||||
Location of gain | Fiscal year ended June 30, | ||||||||||||||||||||||||||||||||||||||||
Derivatives not designated as hedging instruments: | recognized in income | 2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||||
Foreign exchange forwards | General and administrative expenses | $ | 561 | $ | 3,325 | $ | 1,399 | ||||||||||||||||||||||||||||||||||
Total | $ | 561 | $ | 3,325 | $ | 1,399 | |||||||||||||||||||||||||||||||||||
Supplementary_Information_for_
Supplementary Information for Select Balance Sheet Accounts | 12 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |||||||
Supplementary Information for Select Balance Sheet Accounts | ' | |||||||
Supplementary information for select balance sheet accounts | ||||||||
Accounts payable, accrued liabilities and deferred income consists of: | ||||||||
June 30, | ||||||||
2014 | 2013 | |||||||
Accounts payable | $ | 20,228 | $ | 31,962 | ||||
Accrued liabilities | 116,709 | 104,378 | ||||||
Deferred income | 267,823 | 215,308 | ||||||
Accounts payable, accrued liabilities and deferred income | $ | 404,760 | $ | 351,648 | ||||
Current employee-related liabilities consist of: | ||||||||
June 30, | ||||||||
2014 | 2013 | |||||||
Accrued payroll and bonuses | $ | 447,145 | $ | 477,942 | ||||
Current pension liability | 53,146 | 69,143 | ||||||
Other employee-related liabilities | 18,241 | 13,746 | ||||||
Total employee-related liabilities | $ | 518,532 | $ | 560,831 | ||||
Leases
Leases | 12 Months Ended | ||||
Jun. 30, 2014 | |||||
Leases, Operating [Abstract] | ' | ||||
Leases | ' | ||||
Leases | |||||
We lease office space under operating lease agreements with terms generally averaging ten years. Our real estate lease agreements contain rent increases, rent holidays, leasehold incentives or rent concessions. All costs incurred for rent expense are recorded on a straight-line basis (inclusive of any lease incentives and rent holidays) over the life of the lease. | |||||
Rental expenses and sub-lease rental income for operating leases are recorded as part of occupancy costs in the consolidated statements of operations along with other occupancy related expenses such as utilities and the amortization of intangible lease assets and liabilities. Rental expense, exclusive of sublease income, was $144.1 million, $146.4 million, and $148.2 million for fiscal years ended June 30, 2014, 2013 and 2012, respectively. We have entered into sublease agreements for some of our excess leased space. Sublease income was $0.9 million, $3.1 million, and $2.6 million, respectively, for fiscal years 2014, 2013 and 2012. | |||||
Future minimum lease payments for the operating lease commitments, which have not been reduced by cumulative anticipated cash inflows for sublease income of $0.7 million, are as follows: | |||||
Fiscal year ending June 30, | Amortization | ||||
2015 | $ | 109,926 | |||
2016 | 97,238 | ||||
2017 | 83,261 | ||||
2018 | 71,215 | ||||
2019 | 56,781 | ||||
Thereafter | 147,136 | ||||
Total | $ | 565,557 | |||
We evaluate office capacity on an ongoing basis to meet changing needs in our markets with a goal of minimizing our occupancy expense. |
Retirement_Benefits
Retirement Benefits | 12 Months Ended | |||||||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | ' | |||||||||||||||||||||||||||
Retirement Benefits | ' | |||||||||||||||||||||||||||
Retirement Benefits | ||||||||||||||||||||||||||||
Defined Benefit Plans | ||||||||||||||||||||||||||||
Towers Watson sponsors both qualified and non-qualified defined benefit pension plans and other post-retirement benefit plan (“OPEB”) plans in North America and Europe. As of June 30, 2014, these funded and unfunded plans represented 98 percent of Towers Watson’s pension and OPEB obligations and are disclosed herein. Towers Watson also sponsors funded and unfunded defined benefit pension plans in certain other countries, representing an additional $98.0 million in projected benefit obligations, $73.3 million in assets and a net liability of $24.8 million. | ||||||||||||||||||||||||||||
North America | ||||||||||||||||||||||||||||
United States – Beginning January 1, 2012, all associates, including named executive officers, accrue qualified and non-qualified benefits under a new stable value pension design. Prior to this date, associates hired prior to December 31, 2010 earned benefits under their legacy plan formulas, which were frozen on December 31, 2011. The non-qualified plan is unfunded. Retiree medical benefits provided under our U.S. postretirement benefit plans were closed to new hires effective January 1, 2011. Life insurance benefits under the same plans were frozen with respect to service, eligibility and amounts as of January 1, 2012 for active associates. | ||||||||||||||||||||||||||||
Canada – Effective on January 1, 2011, associates hired on or after January 1, 2011 and effective on January 1, 2012 associates hired prior to January 1, 2011, accrue qualified and non-qualified benefits based on a career average benefit formula. Additionally, participants can choose to make voluntary contributions to purchase enhancements to their pension. Prior to the January 1, 2011, associates earned benefits under their legacy plan formulas. | ||||||||||||||||||||||||||||
The non-qualified plans in North America provide for the additional pension benefits that would be covered under the qualified plan in the respective country were it not for statutory maximums. The non-qualified plans are unfunded. | ||||||||||||||||||||||||||||
Europe | ||||||||||||||||||||||||||||
United Kingdom – For associates previously participating under the legacy Watson Wyatt defined benefit plan, benefits accrue based on the number of years of service and the associate’s average compensation during the associate’s term of service since January 2008 (prior to this date, benefits accrued under a different formula). Benefit accruals earned under the legacy Towers Perrin defined benefit plan were frozen on March 31, 2008, and the plan predominantly provides lump sum benefits. All associates not earning benefits under the legacy Watson Wyatt defined benefit component of the plan accrue benefits under a defined contribution component. | ||||||||||||||||||||||||||||
Germany – Effective January 1, 2011, all new associates participate in a defined contribution plan. Associates hired prior to this date continue to participate in various defined contribution and defined benefit arrangements according to legacy plan formulas. The legacy defined benefit plans are primarily account-based, with some long-service associates continuing to accrue benefits according to grandfathered final-average-pay formulas. | ||||||||||||||||||||||||||||
Netherlands – Benefits under the Netherlands plan used to accrue on a final pay basis on earnings up to a maximum amount each year. The benefit accrual under the final pay plan stopped at December 31, 2010. The accrued benefits will receive conditional indexation each year. | ||||||||||||||||||||||||||||
The determination of Towers Watson’s obligations and annual expense under the plans is based on a number of assumptions that, given the longevity of the plans, are long-term in focus. A change in one or a combination of these assumptions could have a material impact on Towers Watson’s pension benefit obligation and related cost. Any difference between actual and assumed results is amortized into Towers Watson’s pension cost over the average remaining service period of participating associates. Towers Watson considers several factors prior to the start of each fiscal year when determining the appropriate annual assumptions, including economic forecasts, relevant benchmarks, historical trends, portfolio composition and peer company comparisons. | ||||||||||||||||||||||||||||
Funding is based on actuarially determined contributions and is limited to amounts that are currently deductible for tax purposes. Since funding calculations are based on different measurements than those used for accounting purposes, pension contributions are not equal to net periodic pension cost. | ||||||||||||||||||||||||||||
Assumptions Used in the Valuations of the Defined Benefit Pension Plans | ||||||||||||||||||||||||||||
The following assumptions were used in the valuations of Towers Watson’s defined benefit pension plans. The assumptions presented for the North American plans represent the weighted-average of rates for all U.S. and Canadian plans. The assumptions presented for Towers Watson’s European plans represent the weighted-average of rates for the U.K., Germany and Netherlands plans. | ||||||||||||||||||||||||||||
The assumptions used to determine net periodic benefit cost for the fiscal years ended June 30, 2014, 2013 and 2012 were as follows: | ||||||||||||||||||||||||||||
Year Ended June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||
North | Europe | North | Europe | North | Europe | |||||||||||||||||||||||
America | America | America | ||||||||||||||||||||||||||
Discount rate | 5.32 | % | 4.41 | % | 4.86 | % | 4.8 | % | 5.79 | % | 5.59 | % | ||||||||||||||||
Expected long-term rate of return on assets | 7.67 | % | 5.77 | % | 8.11 | % | 6.07 | % | 8.14 | % | 6.78 | % | ||||||||||||||||
Rate of increase in compensation levels | 4.36 | % | 3.93 | % | 4.35 | % | 3.93 | % | 3.82 | % | 3.93 | % | ||||||||||||||||
The following table presents the assumptions used in the valuation to determine the projected benefit obligation for the fiscal years ended June 30, 2014 and 2013: | ||||||||||||||||||||||||||||
June 30, 2014 | June 30, 2013 | |||||||||||||||||||||||||||
North | Europe | North | Europe | |||||||||||||||||||||||||
America | America | |||||||||||||||||||||||||||
Discount rate | 4.86 | % | 3.99 | % | 5.32 | % | 4.41 | % | ||||||||||||||||||||
Rate of increase in compensation levels | 3.98 | % | 3 | % | 4.36 | % | 3.93 | % | ||||||||||||||||||||
Components of Net Periodic Benefit Cost for Defined Benefit Pension Plans | ||||||||||||||||||||||||||||
The following tables set forth the components of net periodic benefit cost for our defined benefit pension plans for North America and Europe for the fiscal years ended June 30, 2014, 2013 and 2012: | ||||||||||||||||||||||||||||
Year ended June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||
North | Europe | North | Europe | North | Europe | |||||||||||||||||||||||
America | America | America | ||||||||||||||||||||||||||
Service cost | $ | 70,346 | $ | 12,321 | $ | 70,795 | $ | 10,262 | $ | 61,158 | $ | 10,199 | ||||||||||||||||
Interest cost | 140,736 | 41,148 | 135,726 | 37,937 | 141,390 | 38,173 | ||||||||||||||||||||||
Expected return on plan assets | (188,391 | ) | (46,352 | ) | (185,435 | ) | (42,244 | ) | (172,827 | ) | (44,922 | ) | ||||||||||||||||
Amortization of net loss/(gain) | 22,088 | 9,019 | 45,372 | 5,905 | 18,240 | (3,717 | ) | |||||||||||||||||||||
Amortization of prior service (credit)/cost | (8,379 | ) | 42 | (8,377 | ) | 41 | (8,338 | ) | 41 | |||||||||||||||||||
Settlement/curtailment loss | — | — | — | — | — | 4,258 | ||||||||||||||||||||||
Other adjustments (a) | — | 254 | — | 85 | 9,512 | 545 | ||||||||||||||||||||||
Net periodic benefit cost | $ | 36,400 | $ | 16,432 | $ | 58,081 | $ | 11,986 | $ | 49,135 | $ | 4,577 | ||||||||||||||||
(a) | This adjustment for North America in fiscal year 2012 is primarily due to the cumulative effect of the change in the method of determining the market-related value of plan assets. | |||||||||||||||||||||||||||
Changes to other comprehensive income for the Company’s defined benefit pension plans as follows: | ||||||||||||||||||||||||||||
Year ended June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||
North | Europe | North | Europe | North | Europe | |||||||||||||||||||||||
America | America | America | ||||||||||||||||||||||||||
Current year actuarial (gain)/loss | $ | (26,558 | ) | $ | 60,022 | $ | (188,011 | ) | $ | 51,384 | $ | 314,754 | $ | 110,377 | ||||||||||||||
Amortization of actuarial (gain)/loss | (22,088 | ) | (9,019 | ) | (45,372 | ) | (5,905 | ) | (18,240 | ) | 3,717 | |||||||||||||||||
Amortization of prior service credit/(cost) | 8,379 | (42 | ) | 8,377 | (41 | ) | 8,338 | (41 | ) | |||||||||||||||||||
Recognition of actuarial loss due to settlement/curtailment | — | — | — | — | — | (4,258 | ) | |||||||||||||||||||||
Other | (909 | ) | 12,992 | (1,699 | ) | (1,418 | ) | (13,477 | ) | (1,512 | ) | |||||||||||||||||
Total recognized in other comprehensive (income)/loss | $ | (41,176 | ) | $ | 63,953 | $ | (226,705 | ) | $ | 44,020 | $ | 291,375 | $ | 108,283 | ||||||||||||||
The change in Other in the 2014 fiscal year is primarily due to the currency impact, specifically the increase in the British Pound. During fiscal year 2012, it includes the effect of the change in the method of determining the market-related value of plan assets. | ||||||||||||||||||||||||||||
For North America, the actuarial gain recorded in the 2013 fiscal year was due to an increase in the discount rates used for our plans. For Europe, the actuarial loss recorded in the 2013 fiscal year is primarily due to a decrease in the discount rates used for our plans. Towers Watson’s discount rate assumptions were determined by matching expected future pension benefit payments with current AA corporate bond yields from the respective countries for the same periods. In the United States, specific bonds were selected to match plan cash flows. In Canada, yields were taken from a corporate bond yield curve. In Europe, the discount rate was set based on yields on European AA corporate bonds at the measurement date. The U.K. is based on the U.K. AA corporate bonds, while Germany and the Netherlands are based on European AA corporate bonds. | ||||||||||||||||||||||||||||
The estimated amounts that will be amortized from other comprehensive income into net periodic benefit cost during fiscal 2015 for the Company’s defined benefit pension plans are shown below: | ||||||||||||||||||||||||||||
Fiscal 2015 | ||||||||||||||||||||||||||||
North | Europe | |||||||||||||||||||||||||||
America | ||||||||||||||||||||||||||||
Actuarial loss | $ | 17,603 | $ | 13,571 | ||||||||||||||||||||||||
Prior service (credit)/cost | (8,378 | ) | 44 | |||||||||||||||||||||||||
Total | $ | 9,225 | $ | 13,615 | ||||||||||||||||||||||||
The following table provides a reconciliation of the changes in the projected benefit obligations and fair value of assets for the years ended June 30, 2014 and 2013, and the funded status as of June 30, 2014 and 2013. During the fiscal 2014 year, the German plan was funded and has therefore been combined with the reporting of the other European plans. For comparative purposes, the information previously presented for the European plans as of and for the year ended June 30, 2013 have been recast to combine the information for the German plan with the other European plans. | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
North | North | Europe | North | North America- Unqualified | Europe | |||||||||||||||||||||||
America - Qualified | America - Unqualified | America- Qualified | ||||||||||||||||||||||||||
Change in Benefit Obligation | ||||||||||||||||||||||||||||
Benefit obligation at beginning of year | $ | 2,324,353 | $ | 416,461 | $ | 887,047 | $ | 2,412,004 | $ | 466,809 | $ | 809,874 | ||||||||||||||||
Service cost | 58,777 | 11,569 | 12,321 | 59,327 | 11,468 | 10,262 | ||||||||||||||||||||||
Interest cost | 121,548 | 19,187 | 41,148 | 115,418 | 20,307 | 37,938 | ||||||||||||||||||||||
Actuarial losses/(gains) | 149,163 | 21,416 | 61,836 | (160,794 | ) | 11,023 | 62,461 | |||||||||||||||||||||
Benefit payments | (102,495 | ) | (71,576 | ) | (20,566 | ) | (91,546 | ) | (90,035 | ) | (16,907 | ) | ||||||||||||||||
Participant contributions | — | — | 2,338 | — | — | 2,361 | ||||||||||||||||||||||
Other | 516 | — | 1,462 | — | — | 85 | ||||||||||||||||||||||
Foreign currency adjustment | (4,081 | ) | (1,279 | ) | 101,712 | (10,056 | ) | (3,111 | ) | (19,027 | ) | |||||||||||||||||
Benefit obligation at end of year | $ | 2,547,781 | $ | 395,778 | $ | 1,087,298 | $ | 2,324,353 | $ | 416,461 | $ | 887,047 | ||||||||||||||||
Change in Plan Assets | ||||||||||||||||||||||||||||
Fair value of plan assets at beginning of year | $ | 2,461,764 | $ | — | $ | 750,856 | $ | 2,269,318 | $ | — | $ | 688,983 | ||||||||||||||||
Actual return on plan assets | 385,528 | — | 48,166 | 223,675 | — | 53,322 | ||||||||||||||||||||||
Company contributions | 71,663 | 71,576 | 41,941 | 69,305 | 90,035 | 46,182 | ||||||||||||||||||||||
Participant contributions | — | — | 2,338 | — | — | 2,361 | ||||||||||||||||||||||
Benefit payments | (102,495 | ) | (71,576 | ) | (20,566 | ) | (91,546 | ) | (90,035 | ) | (16,907 | ) | ||||||||||||||||
Other | 516 | — | 1,208 | — | — | — | ||||||||||||||||||||||
Foreign currency adjustment | (3,385 | ) | — | 95,217 | (8,988 | ) | — | (23,085 | ) | |||||||||||||||||||
Fair value of plan assets at end of year | $ | 2,813,591 | $ | — | $ | 919,160 | $ | 2,461,764 | $ | — | $ | 750,856 | ||||||||||||||||
Funded status at end of year | $ | 265,810 | $ | (395,778 | ) | $ | (168,138 | ) | $ | 137,411 | $ | (416,461 | ) | $ | (136,191 | ) | ||||||||||||
Accumulated Benefit Obligation | $ | 2,517,911 | $ | 390,246 | $ | 1,077,939 | $ | 2,293,705 | $ | 411,011 | $ | 853,121 | ||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
North America - Qualified | North America- Unqualified | Europe | North America- Qualified | North America- Unqualified | Europe | |||||||||||||||||||||||
Amounts recognized in Consolidated Balance Sheets consist of: | ||||||||||||||||||||||||||||
Noncurrent assets | $ | 273,940 | $ | — | $ | 9,593 | $ | 180,371 | $ | — | $ | 18,103 | ||||||||||||||||
Current liabilities | — | (51,113 | ) | — | — | (62,466 | ) | (4,430 | ) | |||||||||||||||||||
Noncurrent liabilities | (8,131 | ) | (344,665 | ) | (177,730 | ) | (42,960 | ) | (353,944 | ) | (149,862 | ) | ||||||||||||||||
Net amount recognized | $ | 265,809 | $ | (395,778 | ) | $ | (168,137 | ) | $ | 137,411 | $ | (416,410 | ) | $ | (136,189 | ) | ||||||||||||
Amounts recognized in Accumulated Other Comprehensive Income consist of: | ||||||||||||||||||||||||||||
Net actuarial loss | $ | 100,608 | $ | 68,224 | $ | 178,395 | $ | 165,719 | $ | 52,667 | $ | 114,455 | ||||||||||||||||
Net prior service (credit)/cost | (41,757 | ) | (10,965 | ) | 477 | (48,242 | ) | (12,858 | ) | 464 | ||||||||||||||||||
Accumulated Other Comprehensive Loss | $ | 58,851 | $ | 57,259 | $ | 178,872 | $ | 117,477 | $ | 39,809 | $ | 114,919 | ||||||||||||||||
The following table presents the projected benefit obligation and fair value of plan assets for our qualified plans that have a projected benefit obligation in excess of plan assets as of June 30, 2014 and 2013: | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
North | Europe | North | Europe | |||||||||||||||||||||||||
America | America | |||||||||||||||||||||||||||
Projected benefit obligation at end of year | $ | 105,278 | $ | 210,898 | $ | 293,657 | $ | 27,882 | ||||||||||||||||||||
Fair value of plan assets at end of year | $ | 97,147 | $ | 33,168 | $ | 250,697 | $ | 20,281 | ||||||||||||||||||||
The following table presents the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for our qualified plans that have an accumulated benefit obligation in excess of plan assets as of June 30, 2014 and 2013: | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
North | Europe | North | Europe | |||||||||||||||||||||||||
America | America | |||||||||||||||||||||||||||
Projected benefit obligation at end of year | $ | — | $ | 210,898 | $ | 101,176 | $ | 27,882 | ||||||||||||||||||||
Accumulated benefit obligation at end of year | $ | — | $ | 201,540 | $ | 91,025 | $ | 27,882 | ||||||||||||||||||||
Fair value of plan assets at end of year | $ | — | $ | 33,168 | $ | 78,356 | $ | 20,281 | ||||||||||||||||||||
Our investment strategy is designed to generate returns that will reduce the interest rate risk inherent in each of the plans’ benefit obligations and enable the plans to meet their future obligations. The precise amount for which these obligations will be settled depends on future events, including the life expectancy of the plan participants and salary inflation. The obligations are estimated using actuarial assumptions, based on the current economic environment. | ||||||||||||||||||||||||||||
Each pension plan seeks to achieve total returns sufficient to meet expected future obligations when considered in conjunction with expected future company contributions and prudent levels of investment risk and diversification. Each plan’s targeted asset allocation is determined through a plan-specific Asset-Liability Modeling study. These comprehensive studies provide an evaluation of the projected status of asset and benefit obligation measures for each plan under a range of both positive and negative environments. The studies include a number of different asset mixes, spanning a range of diversification and potential equity exposures. | ||||||||||||||||||||||||||||
In evaluating the strategic asset allocation choices, an emphasis is placed on the long-term characteristics of each individual asset class, such as expected return, volatility of returns and correlations with other asset classes within the portfolios. Consideration is also given to the proper long-term level of risk for each plan, the impact on the volatility and magnitude of plan contributions and cost, and the impact certain actuarial techniques may have on the plan’s recognition of investment experience. | ||||||||||||||||||||||||||||
For the Towers Watson funded plans in the U.S., Canada and the U.K., the targeted equity allocation as of June 30, 2014 is 23%, 60% and 31.4%, respectively. In the U.S. and U.K. funded plans, besides the target equity allocation, an additional 44% and 9%, respectively, of the target allocation is directed to other investment vehicles including alternative credit, alternative beta and private equities. The remaining allocation for each of the funded plans is directed to fixed income securities. The duration of the fixed income assets is plan specific and each has been targeted to minimize fluctuations in plan funded status as a result of changes in interest rates. The Netherlands plan is invested in an insurance contract. Consequently, the asset allocation of the plan is managed by the insurer. | ||||||||||||||||||||||||||||
We monitor investment performance and portfolio characteristics on a quarterly basis to ensure that managers are meeting expectations with respect to their investment approach. There are also various restrictions and controls placed on managers, including prohibition from investing in our stock. | ||||||||||||||||||||||||||||
The expected rate of return on assets assumption is developed in conjunction with advisors and using our asset model that reflects a combination of rigorous historical analysis and the forward-looking views of the financial markets as revealed through the yield on long-term bonds, the price-earnings ratios of the major stock market indices and long-term inflation. | ||||||||||||||||||||||||||||
We evaluate the need to transfer between levels based upon the nature of the financial instrument and size of the transfer relative to the total net assets of the plans. In accordance with the refinement of the policy made by the Company in fiscal year 2014, the Company transferred $161.0 million of pooled funds from Level 2 to Level 3. Pooled funds, which use net asset value as a practical expedient, are classified as Level 3 when the investment has redemption restrictions that prevent the plans from redeeming the majority of the investment within the near term. During fiscal year 2014, the Company refined its policy and defined a substantive restriction as a redemption restriction of 10% or greater of the investment value or a redemption restriction period of more than 90 days from the measurement date. | ||||||||||||||||||||||||||||
There were no other significant transfers between Levels 1, 2 or 3 in the year ended June 30, 2014. | ||||||||||||||||||||||||||||
The fair value of our plan assets by asset category at June 30, 2014 and 2013 are as follows (see Note 1 for a description of the fair value levels and Note 6 for a summary of management’s procedures around prices received from third-parties): | ||||||||||||||||||||||||||||
Fair Value Measurements at June 30, 2014 | ||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
North | Europe | North | Europe | North | Europe | |||||||||||||||||||||||
America | America | America | ||||||||||||||||||||||||||
Asset category: | ||||||||||||||||||||||||||||
Cash | $ | 1,845 | $ | 69,433 | $ | — | $ | — | $ | — | $ | — | $ | 71,278 | ||||||||||||||
Short-term securities | 499 | — | 63,864 | — | — | — | 64,363 | |||||||||||||||||||||
Equity securities: | ||||||||||||||||||||||||||||
U.S. large cap companies | 127,996 | 15,440 | — | — | — | — | 143,436 | |||||||||||||||||||||
U.S. mid cap companies | 49,494 | 563 | — | — | — | — | 50,057 | |||||||||||||||||||||
U.S. small cap companies | 40,691 | — | — | — | — | — | 40,691 | |||||||||||||||||||||
International equities | 114,441 | 471 | — | — | — | — | 114,912 | |||||||||||||||||||||
Fixed income: | ||||||||||||||||||||||||||||
Government issued securities | 206,517 | — | — | — | — | — | 206,517 | |||||||||||||||||||||
Corporate bonds (S&P rating of A or higher) | — | — | 320,005 | — | — | — | 320,005 | |||||||||||||||||||||
Corporate bonds (S&P rating of lower than A) | — | — | 216,983 | — | 450 | — | 217,433 | |||||||||||||||||||||
Other fixed income | — | — | 56,519 | (a) | 155,160 | (a) | — | — | 211,679 | |||||||||||||||||||
Pooled / commingled funds | — | — | 908,119 | (b) | 427,901 | (b) | 470,649 | 115,810 | 1,922,479 | |||||||||||||||||||
Mutual funds | 96,129 | 44,917 | 47,968 | — | — | — | 189,014 | |||||||||||||||||||||
Private equity | — | — | — | — | 88,851 | 66,605 | 155,456 | |||||||||||||||||||||
Derivatives | — | — | 1,654 | (c) | 4,758 | (c) | — | — | 6,412 | |||||||||||||||||||
Insurance contracts | — | — | — | — | — | 18,091 | 18,091 | |||||||||||||||||||||
Total assets | $ | 637,612 | $ | 130,824 | $ | 1,615,112 | $ | 587,819 | $ | 559,950 | $ | 200,506 | $ | 3,731,823 | ||||||||||||||
Liability category: | ||||||||||||||||||||||||||||
Derivatives | $ | — | $ | — | $ | (350 | ) | (c) | $ | — | $ | — | $ | — | $ | (350 | ) | |||||||||||
Net assets | $ | 637,612 | $ | 130,824 | $ | 1,614,762 | $ | 587,819 | $ | 559,950 | $ | 200,506 | $ | 3,731,473 | ||||||||||||||
Fair Value Measurements at June 30, 2013 | ||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
North | Europe | North | Europe | North | Europe | |||||||||||||||||||||||
America | America | America | ||||||||||||||||||||||||||
Asset category: | ||||||||||||||||||||||||||||
Cash | $ | 7,308 | $ | 13,337 | $ | — | $ | — | $ | — | $ | — | $ | 20,645 | ||||||||||||||
Short-term securities | — | — | 107,992 | 38,164 | — | — | 146,156 | |||||||||||||||||||||
Equity securities: | ||||||||||||||||||||||||||||
U.S. large cap companies | 109,837 | — | — | — | — | — | 109,837 | |||||||||||||||||||||
U.S. mid cap companies | 90,544 | — | — | — | — | — | 90,544 | |||||||||||||||||||||
U.S. small cap companies | 58,261 | — | — | — | — | — | 58,261 | |||||||||||||||||||||
International equities | 198,375 | 18,535 | — | — | — | — | 216,910 | |||||||||||||||||||||
Fixed income: | ||||||||||||||||||||||||||||
Government issued securities | 226,352 | 4,629 | 74,832 | — | — | — | 305,813 | |||||||||||||||||||||
Corporate bonds (S&P rating of A or higher) | — | — | 235,590 | — | — | — | 235,590 | |||||||||||||||||||||
Corporate bonds (S&P rating of lower than A) | — | — | 206,328 | — | 411 | — | 206,739 | |||||||||||||||||||||
Other fixed income | — | 104,554 | 33,045 | (a) | 34,339 | (a) | — | — | 171,938 | |||||||||||||||||||
Pooled / commingled funds | — | — | 484,842 | (b) | 431,676 | (b) | — | 40,585 | 957,103 | |||||||||||||||||||
Mutual funds | — | — | 588,152 | — | — | — | 588,152 | |||||||||||||||||||||
Private equity | — | — | — | — | 75,555 | 34,213 | 109,768 | |||||||||||||||||||||
Derivatives | — | — | 539 | (c) | 15,785 | (c) | — | — | 16,324 | |||||||||||||||||||
Insurance contracts | — | — | — | — | — | 15,040 | 15,040 | |||||||||||||||||||||
Total assets | $ | 690,677 | $ | 141,055 | $ | 1,731,320 | $ | 519,964 | $ | 75,966 | $ | 89,838 | $ | 3,248,820 | ||||||||||||||
Liability category: | ||||||||||||||||||||||||||||
Derivatives | $ | — | $ | — | $ | 659 | (c) | $ | — | $ | — | $ | — | $ | 659 | |||||||||||||
Net assets | $ | 690,677 | $ | 141,055 | $ | 1,730,661 | $ | 519,964 | $ | 75,966 | $ | 89,838 | $ | 3,248,161 | ||||||||||||||
(a) | This category includes municipal and foreign bonds. | |||||||||||||||||||||||||||
(b) | This category includes pooled funds of both equity and fixed income securities. Fair value is based on the calculated net asset value of shares held by the plan as reported by the sponsor of the funds. | |||||||||||||||||||||||||||
(c) | We use various derivatives such as interest rate swaps, futures and options to match the duration of the corporate bond portfolio with the duration of the plan liability. | |||||||||||||||||||||||||||
Following is a description of the valuation methodologies used for investments at fair value: | ||||||||||||||||||||||||||||
Short-term securities: Valued at the net value of shares held by the Company at year end as reported by the sponsor of the funds. | ||||||||||||||||||||||||||||
Common stocks and exchange-traded mutual funds: Valued at the closing price reported on the active market on which the individual securities are traded. | ||||||||||||||||||||||||||||
Government issued securities: Valued at the closing price reported in the active market in which the individual security is traded. Government bonds are valued at the closing price reported in the active market in which the bond is traded. | ||||||||||||||||||||||||||||
Corporate bonds: Valued using pricing models maximizing the use of observable inputs for similar securities. This includes basing value on yields currently available on comparable securities of issuers with similar credit ratings. | ||||||||||||||||||||||||||||
Fixed Income: Foreign and municipal bonds are valued at the closing price reported in the active market in which the bond is traded. Corporate bonds are valued based on yields currently available on comparable securities of issuers with similar credit ratings. | ||||||||||||||||||||||||||||
Pooled / Commingled Funds and Mutual Funds: Valued at the net value of shares held by the Company at year end as reported by the manager of the funds. Pooled funds are classified as Level 3 when, in accordance with the policy refinement by the Company during fiscal year 2014, the investment has redemption restrictions that prevent the plans from redeeming greater than 90% of our investment in 90 days or less from the measurement date. | ||||||||||||||||||||||||||||
Derivative investments: Valued at the closing level of the relevant index or security and interest accrual through the valuation date. | ||||||||||||||||||||||||||||
Private equity funds: The fair value for these investments is estimated based on the net asset value derived from the latest audited financial statements or most recent capital account statements provided by the private equity fund’s investment manager or third-party administrator. | ||||||||||||||||||||||||||||
Insurance contracts: The fair values are determined using model-based techniques that include option-pricing models, discounted cash flow models, and similar techniques. | ||||||||||||||||||||||||||||
The following table reconciles the net plan investments to the total fair value of the plan assets: | ||||||||||||||||||||||||||||
June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Net assets held in investments | $ | 3,731,473 | $ | 3,248,161 | ||||||||||||||||||||||||
Net payable for investments purchased | (5,541 | ) | (41,951 | ) | ||||||||||||||||||||||||
Dividend and interest receivable | 8,856 | 8,847 | ||||||||||||||||||||||||||
Other, net | (2,037 | ) | (2,437 | ) | ||||||||||||||||||||||||
Fair value of plan assets | $ | 3,732,751 | $ | 3,212,620 | ||||||||||||||||||||||||
The following table sets forth a summary of changes in the fair value of the plan’s Level 3 assets for the years ended June 30, 2014 and 2013: | ||||||||||||||||||||||||||||
Private | Insurance | Pooled | Corporate | Total | ||||||||||||||||||||||||
Equity | Contracts | Funds | Bonds | |||||||||||||||||||||||||
Beginning balance at June 30, 2012 | $ | 91,574 | $ | 15,848 | $ | — | $ | — | $ | 107,422 | ||||||||||||||||||
Transfers to Level 3 | — | — | 21,832 | 411 | $ | 22,243 | ||||||||||||||||||||||
Net actual return on plan assets relating to assets still held at the end of the year | 16,725 | 622 | 3,853 | — | 21,200 | |||||||||||||||||||||||
Net purchases, sales and settlements | 1,493 | (1,882 | ) | 14,900 | — | 14,511 | ||||||||||||||||||||||
Change in foreign currency exchange rates | (24 | ) | 452 | — | — | 428 | ||||||||||||||||||||||
Ending balance at June 30, 2013 | $ | 109,768 | $ | 15,040 | $ | 40,585 | $ | 411 | $ | 165,804 | ||||||||||||||||||
Transfers to Level 3 | — | — | 160,985 | — | 160,985 | |||||||||||||||||||||||
Net actual return on plan assets relating to assets still held at the end of the year | 26,531 | 676 | 29,474 | 39 | 56,720 | |||||||||||||||||||||||
Net purchases, sales and settlements | 11,952 | 1,586 | 337,945 | — | 351,483 | |||||||||||||||||||||||
Change in foreign currency exchange rates | 7,205 | 789 | 17,470 | — | 25,464 | |||||||||||||||||||||||
Ending balance at June 30, 2014 | $ | 155,456 | $ | 18,091 | $ | 586,459 | $ | 450 | $ | 760,456 | ||||||||||||||||||
The following table sets forth our projected pension contributions to our qualified plans for fiscal year 2015, as well as the pension contributions to our qualified plans in fiscal years 2014 and 2013: | ||||||||||||||||||||||||||||
2015 | 2014 | 2013 | ||||||||||||||||||||||||||
(Projected) | (Actual) | (Actual) | ||||||||||||||||||||||||||
U.S | $ | 30,000 | $ | 50,000 | $ | 50,000 | ||||||||||||||||||||||
Canada | 6,580 | 21,663 | 19,305 | |||||||||||||||||||||||||
UK | 29,812 | 28,706 | 43,640 | |||||||||||||||||||||||||
Germany | 22,054 | 10,178 | — | |||||||||||||||||||||||||
Expected benefit payments from our defined benefit pension plans to current plan participants, including the effect of their expected future service, as appropriate, are as follows: | ||||||||||||||||||||||||||||
Benefit Payments | ||||||||||||||||||||||||||||
Fiscal Year | North America | Europe | Total | |||||||||||||||||||||||||
2015 | $ | 172,691 | $ | 26,844 | $ | 199,535 | ||||||||||||||||||||||
2016 | 175,802 | 27,894 | 203,696 | |||||||||||||||||||||||||
2017 | 178,527 | 30,954 | 209,481 | |||||||||||||||||||||||||
2018 | 183,317 | 32,320 | 215,637 | |||||||||||||||||||||||||
2019 | 187,247 | 35,258 | 222,505 | |||||||||||||||||||||||||
Years 2020 - 2024 | 1,050,077 | 230,643 | 1,280,720 | |||||||||||||||||||||||||
$ | 1,947,661 | $ | 383,913 | $ | 2,331,574 | |||||||||||||||||||||||
Defined Contribution Plan | ||||||||||||||||||||||||||||
Eligible Towers Watson U.S. associates participate in a savings plan design which provides for 100%match on the first 2% of pay and 50%match on the next 4% of pay; associates vest in the employer match upon two years of service. The cost of the Company’s contributions to the plans for the fiscal years ended June 30, 2014, 2013 and 2012 amounted to $30.0 million, $30.2 million and $28.7 million, respectively. | ||||||||||||||||||||||||||||
The Towers Watson U.K. pension plan has a money purchase feature to which we make core contributions plus additional contributions matching those of the participating associates up to a maximum rate. Contribution rates depend on the age of the participant and whether or not they arise from salary sacrifice arrangements through which the associate has elected to receive a pension contribution in lieu of additional salary. The cost of the Company’s contributions to the plan for the fiscal years ended June 30, 2014, 2013 and 2012 amounted to $20.2 million, $22.2 million, and $21.4 million respectively. | ||||||||||||||||||||||||||||
Health Care Benefits | ||||||||||||||||||||||||||||
We sponsor a contributory health care plan that provides hospitalization, medical and dental benefits to substantially all U.S. associates. We accrue a liability for estimated incurred but unreported claims. The liability totaled $6.0 million and $5.3 million at June 30, 2014 and 2013, respectively. This liability is included in accounts payable and accrued liabilities in the consolidated balance sheets. | ||||||||||||||||||||||||||||
Postretirement Benefits | ||||||||||||||||||||||||||||
We provide certain health care and life insurance benefits for retired associates. The principal plans cover associates in the U.S. and Canada who have met certain eligibility requirements. Our principal post-retirement benefit plans are primarily unfunded. Retiree medical benefits provided under our U.S. postretirement benefit plans were closed to new hires effective January 1, 2011. Life insurance benefits under the plans were frozen with respect to service, eligibility and amounts as of January 1, 2012 for active associates. | ||||||||||||||||||||||||||||
The assumptions used in the valuation of the postretirement benefit cost and obligation were as follows: | ||||||||||||||||||||||||||||
Year Ended June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||
Discount rate | 5.3 | % | 4.8 | % | 5.65 | % | ||||||||||||||||||||||
Expected long-term rate of return on assets | 2 | % | 2 | % | 2 | % | ||||||||||||||||||||||
Rate of increase in compensation levels | — | % | 4.5 | % | 4.06 | % | ||||||||||||||||||||||
Health care cost trend | ||||||||||||||||||||||||||||
Initial rate | 7.08 | % | 7.16 | % | 7.61 | % | ||||||||||||||||||||||
Ultimate rate | 5 | % | 5 | % | 5 | % | ||||||||||||||||||||||
Year reaching ultimate rate | 2019 | 2019 | 2016 | |||||||||||||||||||||||||
June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Discount rate, accumulated postretirement benefit obligation | 4.68 | % | 5.3 | % | ||||||||||||||||||||||||
Rate of compensation increase | — | % | 4.5 | % | ||||||||||||||||||||||||
Health care cost trend | ||||||||||||||||||||||||||||
Initial rate | 7 | % | 7.08 | % | ||||||||||||||||||||||||
Ultimate rate | 5 | % | 5 | % | ||||||||||||||||||||||||
Year reaching ultimate rate | 2019 | 2019 | ||||||||||||||||||||||||||
Actuarial gains and losses associated with changing any of the assumptions are accumulated as part of the unrecognized net gain or loss and amortized into the net periodic postretirement costs over the average remaining service period of participating associates, which is approximately 9.5 years. | ||||||||||||||||||||||||||||
A one percentage point change in the assumed health care cost trend rates would have the following effect: | ||||||||||||||||||||||||||||
1% Increase | 1% Decrease | |||||||||||||||||||||||||||
Effect on net periodic postretirement benefit cost in fiscal year 2014 | $ | 222 | $ | (189 | ) | |||||||||||||||||||||||
Effect on accumulated postretirement benefit obligation as of June 30, 2014 | 2,962 | (2,497 | ) | |||||||||||||||||||||||||
Net periodic postretirement benefit cost consists of the following: | ||||||||||||||||||||||||||||
Year Ended June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||
Service cost | $ | 1,460 | $ | 1,770 | $ | 2,987 | ||||||||||||||||||||||
Interest cost | 8,856 | 8,807 | 10,966 | |||||||||||||||||||||||||
Expected return on assets | (112 | ) | (130 | ) | (132 | ) | ||||||||||||||||||||||
Amortization of net unrecognized (gains)/losses | (1,752 | ) | 369 | 2,206 | ||||||||||||||||||||||||
Amortization of prior service credit | (7,004 | ) | (8,228 | ) | (8,705 | ) | ||||||||||||||||||||||
Net periodic postretirement benefit cost | $ | 1,448 | $ | 2,588 | $ | 7,322 | ||||||||||||||||||||||
Changes in other comprehensive income for the Company’s postretirement benefit plans as follows: | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Current year actuarial loss/(gain) | $ | 7,131 | $ | (16,764 | ) | |||||||||||||||||||||||
Amortization of actuarial gain/(loss) | 1,752 | (369 | ) | |||||||||||||||||||||||||
Amortization of prior service credit | 7,004 | 8,228 | ||||||||||||||||||||||||||
Other | (29 | ) | (20 | ) | ||||||||||||||||||||||||
Total recognized in other comprehensive income | $ | 15,858 | $ | (8,925 | ) | |||||||||||||||||||||||
The estimated amounts that will be amortized from other comprehensive income into net periodic benefit cost during fiscal 2015 for the Company’s other postretirement benefit plans are shown below: | ||||||||||||||||||||||||||||
2015 | ||||||||||||||||||||||||||||
Actuarial gain | $ | (6,905 | ) | |||||||||||||||||||||||||
Prior service credit | (1,759 | ) | ||||||||||||||||||||||||||
Total | $ | (8,664 | ) | |||||||||||||||||||||||||
The following table provides a reconciliation of the changes in the accumulated postretirement benefit obligation and fair value of assets for the years ended June 30, 2014 and 2013 and a statement of funded status as of June 30, 2014 and 2013: | ||||||||||||||||||||||||||||
June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Change in Benefit Obligation | ||||||||||||||||||||||||||||
Benefit obligation at beginning of year | $ | 172,729 | $ | 188,863 | ||||||||||||||||||||||||
Service cost | 1,460 | 1,770 | ||||||||||||||||||||||||||
Interest cost | 8,856 | 8,807 | ||||||||||||||||||||||||||
Actuarial losses/(gains) | 6,972 | (16,979 | ) | |||||||||||||||||||||||||
Benefit payments | (14,443 | ) | (15,568 | ) | ||||||||||||||||||||||||
Medicare Part D | 68 | 863 | ||||||||||||||||||||||||||
Participant contributions | 6,035 | 5,859 | ||||||||||||||||||||||||||
Foreign currency adjustment | (371 | ) | (886 | ) | ||||||||||||||||||||||||
Benefit obligation at end of year | $ | 181,306 | $ | 172,729 | ||||||||||||||||||||||||
Change in Plan Assets | ||||||||||||||||||||||||||||
Fair value of plan assets at beginning of year | $ | 5,958 | $ | 6,525 | ||||||||||||||||||||||||
Actual return on plan assets | (47 | ) | (85 | ) | ||||||||||||||||||||||||
Company contributions | 7,665 | 9,227 | ||||||||||||||||||||||||||
Participant contributions | 6,035 | 5,859 | ||||||||||||||||||||||||||
Benefit payments | (14,443 | ) | (15,568 | ) | ||||||||||||||||||||||||
Fair value of plan assets at end of year | $ | 5,168 | $ | 5,958 | ||||||||||||||||||||||||
Funded status at end of year | $ | (176,138 | ) | $ | (166,771 | ) | ||||||||||||||||||||||
Amounts recognized in Consolidated Balance Sheets consist of: | ||||||||||||||||||||||||||||
Noncurrent assets | $ | — | $ | — | ||||||||||||||||||||||||
Current liabilities | (4,678 | ) | (3,889 | ) | ||||||||||||||||||||||||
Noncurrent liabilities | (171,459 | ) | (162,882 | ) | ||||||||||||||||||||||||
Net amount recognized | $ | (176,137 | ) | $ | (166,771 | ) | ||||||||||||||||||||||
Amounts recognized in Accumulated Other Comprehensive Income consist of: | ||||||||||||||||||||||||||||
Net actuarial gain | $ | (17,769 | ) | $ | (26,622 | ) | ||||||||||||||||||||||
Net prior service credit | (33,835 | ) | (40,840 | ) | ||||||||||||||||||||||||
Accumulated Other Comprehensive Income | $ | (51,604 | ) | $ | (67,462 | ) | ||||||||||||||||||||||
Expected benefit payments to current plan participants, including the effect of their future service, as appropriate, and the related retiree drug subsidy expected to be received, are as follows: | ||||||||||||||||||||||||||||
Fiscal Year | Expected | Retiree drug | ||||||||||||||||||||||||||
benefit | subsidy | |||||||||||||||||||||||||||
payments | ||||||||||||||||||||||||||||
2015 | $ | 17,024 | 110 | |||||||||||||||||||||||||
2016 | 18,568 | 107 | ||||||||||||||||||||||||||
2017 | 20,028 | 103 | ||||||||||||||||||||||||||
2018 | 21,458 | 98 | ||||||||||||||||||||||||||
2019 | 22,966 | 92 | ||||||||||||||||||||||||||
Years 2020-2024 | 131,771 | 363 | ||||||||||||||||||||||||||
$ | 231,815 | $ | 873 | |||||||||||||||||||||||||
Debt_Commitments_and_Contingen
Debt, Commitments and Contingent Liabilities | 12 Months Ended | |||
Jun. 30, 2014 | ||||
Debt Commitments And Contingent Liabilities [Abstract] | ' | |||
Debt, Commitments and Contingent Liabilities | ' | |||
Debt, Commitments and Contingent Liabilities | ||||
The debt, commitments and contingencies described below are currently in effect and would require Towers Watson, or domestic subsidiaries, to make payments to third parties under certain circumstances. In addition to commitments and contingencies specifically described below, Towers Watson has historically provided guarantees on an infrequent basis to third parties in the ordinary course of business. | ||||
Towers Watson Senior Credit Facility | ||||
On November 7, 2011, Towers Watson and certain subsidiaries entered into a five-year, $500 million revolving credit facility, which amount may be increased by an aggregate amount of $250 million, subject to the satisfaction of customary terms and conditions, with a syndicate of banks (the “Senior Credit Facility”). Borrowings under the Senior Credit Facility bear interest at a spread to either LIBOR or the Prime Rate. During fiscal 2014 and 2013, the weighted-average interest rate on the Senior Credit Facility was 1.93% and 1.49%, respectively. We are charged a quarterly commitment fee, currently 0.175% of the Senior Credit Facility, which varies with our financial leverage and is paid on the unused portion of the Senior Credit Facility. Obligations under the Senior Credit Facility are guaranteed by Towers Watson and all of its domestic subsidiaries (other than our captive insurance companies). | ||||
The Senior Credit Facility contains customary representations and warranties and affirmative and negative covenants. The Senior Credit Facility requires Towers Watson to maintain certain financial covenants that include a minimum Consolidated Interest Coverage Ratio and a maximum Consolidated Leverage Ratio (which terms in each case are defined in the Senior Credit Facility). In addition, the Senior Credit Facility contains restrictions on the ability of Towers Watson to, among other things, incur additional indebtedness; pay dividends; make distributions; create liens on assets; make acquisitions; dispose of property; engage in sale-leaseback transactions; engage in mergers or consolidations, liquidations and dissolutions; engage in certain transactions with affiliates; and make changes in lines of businesses. As of June 30, 2014, we were in compliance with our covenants. | ||||
As of June 30, 2014, Towers Watson had no borrowings outstanding under the Senior Credit Facility. | ||||
Letters of Credit under the Senior Credit Facility | ||||
As of June 30, 2014, Towers Watson had standby letters of credit totaling $21.4 million associated with our captive insurance companies in the event that we fail to meet our financial obligations. Additionally, Towers Watson had $1.0 million of standby letters of credit covering various other existing or potential business obligations. The aforementioned letters of credit are issued under the Senior Credit Facility, and therefore reduce the amount that can be borrowed under the Senior Credit Facility by the outstanding amount of these standby letters of credit. | ||||
Additional Borrowings, Letters of Credit and Guarantees not part of the Senior Credit Facility | ||||
Towers Watson Consultoria Ltda. (Brazil) has a bilateral credit facility with a major bank totaling Brazilian Real (BRL) 4.5 million (U.S. $2.0 million). BRL 2.0 million of the credit facility is committed to an overdraft facility and as of June 30, 2014, there were no borrowings outstanding under this facility. BRL 2.5 million of the credit facility is committed to lease guarantees. | ||||
Towers Watson has also provided a $5 million Australian dollar-denominated letter of credit (U.S. $4.7 million) to an Australian governmental agency as required by local regulations. The estimated fair market value of this letter of credit is immaterial because it has never been used, and we believe that the likelihood of future usage is remote. | ||||
Towers Watson also has $5.6 million of letters of guarantee from major banks in support of office leases and performance under existing or prospective contracts. | ||||
Term Loan Agreement Due June 2017 | ||||
On June 1, 2012, the Company entered into a five-year $250 million amortizing term loan facility (“the Term Loan”) with a consortium of banks. The interest rate on the term loan is based on the Company’s choice of one, three or six month LIBOR plus a spread of 1.25% to 1.75%, or alternatively the bank base rate plus 0.25% to 0.75%. The spread to each index is dependent on the Company’s consolidated leverage ratio. The weighted-average interest rate elected on the Term Loan during fiscal 2014 and 2013 was 1.42% and 1.46%, respectively. The Term Loan amortizes at a rate of $6.25 million per quarter, beginning in September 2013, with a final maturity of June 1, 2017. The Company has the right to prepay a portion or all of the outstanding Term Loan balance on any interest payment date without penalty. The following table summarizes the maturity of the loan during the next three fiscal years: | ||||
2015 | $ | 25,000 | ||
2016 | 25,000 | |||
2017 | 175,000 | |||
Total | $ | 225,000 | ||
This agreement contains substantially the same terms and conditions as our existing Senior Credit Facility dated November 7, 2011, including guarantees from all of the domestic subsidiaries of Towers Watson (other than PCIC and SMIC). | ||||
The Company entered into the Term Loan as part of the financing of our acquisition of Extend Health (see Note 2). | ||||
Subordinated Notes due March 2012 | ||||
On June 15, 2010, in connection with an offer to exchange shares of Class B-1 Common Stock for unsecured subordinated notes, Towers Watson entered into an indenture with the trustee for the issuance of Towers Watson Notes due March 2012 in the aggregate principal and compounded interest amount of $100.8 million as of March 15, 2012. The Towers Watson Notes were issued on June 29, 2010, bearing interest from June 15, 2010 at a fixed per annum rate, compounded quarterly on the “interest reset dates,” equal to the greater of (i) 2.0%, or (ii) 120.0% of the short-term applicable federal rate listed under the quarterly column, in effect at the applicable “interest reset date.” On March 15, 2012, Towers Watson repaid the aggregate principal and compounded interest amount of the Towers Watson Notes which was funded in part by borrowings under our Senior Credit Facility. | ||||
Indemnification Agreements | ||||
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. Although 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 Towers Watson’s obligations and the unique facts of each particular agreement, Towers Watson does not believe any potential liability that might arise from such indemnity provisions is probable or material. There are no provisions for recourse to third parties, nor are any assets held by any third parties that any guarantor can liquidate to recover amounts paid under such indemnities. | ||||
Legal Proceedings | ||||
From time to time, Towers Watson and its subsidiaries are parties to various lawsuits, arbitrations or mediations that arise in the ordinary course of business. The matters reported on below are the material pending claims against Towers Watson and its subsidiaries. We do not expect the impact of claims not described below to be material to Towers Watson’s financial statements. We also receive subpoenas in the ordinary course of business and, from time-to-time, receive requests for information in connection with governmental investigations. | ||||
Towers Watson carries substantial professional liability insurance which, effective July 1, 2010, has been provided by SMIC. For the policy period beginning July 1, 2011 certain changes were made to our professional liability insurance program. These changes remain in-force for the policy periods beginning July 1, 2011 and ending July 1, 2015. Our professional liability insurance includes a $10 million aggregate self-insured retention above the $1 million self-insured retention per claim, including the cost of defending such claims. SMIC provides us with $40 million of coverage per claim and in the aggregate, above the retentions, including the cost of defending such claims. SMIC secured $25 million of reinsurance from unaffiliated reinsurance companies in excess of the $15 million SMIC retained layer. Excess insurance attaching above the SMIC coverage is provided by various unaffiliated commercial insurance companies. | ||||
This structure effectively results in Towers Watson and SMIC bearing the first $25 million of loss per occurrence or in the aggregate above the $1 million per claim self-insured retention. As a wholly-owned captive insurance company, SMIC is consolidated into our financial statements. | ||||
Before the Merger, Watson Wyatt and Towers Perrin each obtained substantial professional liability insurance from PCIC. A limit of $50 million per claim and in the aggregate was provided by PCIC subject to a $1 million per claim self-insured retention. PCIC secured reinsurance of $25 million attaching above the $25 million PCIC retained layer from unaffiliated reinsurance companies. Our ownership interest in PCIC is 72.86%. As a consequence, PCIC’s results are consolidated in Towers Watson’s operating results. PCIC ceased issuing insurance policies effective July 1, 2010 and at that time entered into a run-off mode of operation. Our shareholder agreements with PCIC could require additional payments to PCIC if development of claims significantly exceeds prior expectations. | ||||
We reserve for contingent liabilities based on ASC 450, Contingencies, when it is determined that a liability, inclusive of defense costs, is probable and reasonably estimable. The contingent liabilities recorded are primarily developed actuarially. Litigation is subject to many factors which are difficult to predict so there can be no assurance that in the event of a material unfavorable result in one or more claims, we will not incur material costs. | ||||
Former Towers Perrin shareholder litigation | ||||
A putative class action lawsuit filed by certain former shareholders of Towers Perrin (the "Dugan Action") previously was reported in Amendment No. 3 to the Registration Statement on Form S-4/A (File No. 333-161705) filed on November 9, 2009 by the Jupiter Saturn Holding Company (the “Registration Statement”). As reported in the Registration Statement, the complaint was filed on November 5, 2009 against Towers Perrin, members of its board of directors, and certain members of senior management in the United States District Court for the Eastern District of Pennsylvania. | ||||
The named Plaintiffs in this action were former members of Towers Perrin’s senior management, who left Towers Perrin at various times between 1995 and 2000. The Dugan plaintiffs sought to represent a class of former Towers Perrin shareholders who separated from service on or after January 1, 1971, but prior to certain changes in Towers Perrin's capital structure that occurred in January 2005, and who also meet certain other specified criteria. The complaint does not contain a quantification of the damages sought. | ||||
On December 9, 2009, Watson Wyatt was informed by Towers Perrin of a settlement demand from the plaintiffs in the Dugan Action. Although the complaint in the Dugan Action did not contain a quantification of the damages sought, plaintiffs’ settlement demand, which was orally communicated to Towers Perrin on December 8, 2009 and in writing on December 9, 2009, sought a payment of $800 million to settle the action on behalf of the proposed class. Plaintiffs requested that Towers Perrin communicate the settlement demand to Watson Wyatt. | ||||
On December 17, 2009, four other former Towers Perrin shareholders, all of whom voluntarily left Towers Perrin in May or June 2005 and all of whom were excluded from the proposed class in the Dugan Action, commenced a separate legal proceeding (the "Allen Action") in the United States District Court for the Eastern District of Pennsylvania alleging the same claims in substantially the same form as those alleged in the Dugan Action. A fifth plaintiff joined this action on August 29, 2011. These plaintiffs were proceeding in their individual capacities and did not seek to represent a proposed class. | ||||
On January 15, 2010, another former Towers Perrin shareholder who separated from service with Towers Perrin in March 2005 when Towers Perrin and EDS launched a joint venture that led to the creation of a corporate entity known as ExcellerateHRO (“eHRO”), commenced a separate legal proceeding (the "Pao Action") in the United States District Court of the Eastern District of Pennsylvania alleging the same claims in substantially the same form as those alleged in the Dugan Action. Towers Perrin contributed its Towers Perrin Administrative Solutions (“TPAS”) business to eHRO and formerly was a minority shareholder (15)% of eHRO. Pao sought to represent a class of former Towers Perrin shareholders who separated from service in connection with Towers Perrin’s contribution to eHRO of its TPAS business and who were excluded from the proposed class in the Dugan Action. Towers Watson was also named as a defendant in the Pao Action. On January 20, 2010, the court consolidated the three actions for all purposes under the Dugan Action file number. | ||||
Pursuant to the Towers Perrin Bylaws in effect at the time of their separations, the Towers Perrin shares held by all plaintiffs were redeemed by Towers Perrin at book value when these individuals separated from employment. The complaints alleged variously that there was a promise that Towers Perrin would remain privately owned in perpetuity and an implied or actual promise that in the event of a change to public ownership plaintiffs would receive compensation. Plaintiffs alleged that by agreeing to sell their shares back to Towers Perrin at book value upon separation, they and other members of the putative classes relied upon these alleged promises, which they claim were breached as a result of the consummation of the Merger between Watson Wyatt and Towers Perrin. The complaints all asserted claims for breach of contract, breach of express trust, breach of fiduciary duty, promissory estoppel, quasi-contract/unjust enrichment, and constructive trust, and seek equitable relief including an accounting, disgorgement, rescission and/or restitution, and the imposition of a constructive trust. | ||||
On February 22, 2010, defendants filed a motion to dismiss the complaints in their entireties. By order dated September 30, 2010, the court granted the motion to dismiss plaintiffs’ claim for a constructive trust and denied the motion with respect to all other claims alleged. Pursuant to the court’s September 30, 2010 order, defendants also filed answers to plaintiffs’ complaints on October 22, 2010. Discovery in the case was bifurcated, with fact discovery to proceed before expert witness and damages discovery. Neither the plaintiffs in the Dugan Action nor the plaintiff in Pao Action moved for class certification. Defendants filed a motion for summary judgment on all claims in all actions on December 23, 2011. The court heard argument on June 19, 2012, and on December 11, 2012 granted defendants’ motion, and entered judgment in favor of defendants on all claims. On January 10, 2013, plaintiffs filed a joint notice of their intent to appeal the court’s judgment to the U.S. Court of Appeals for the Third Circuit. On February 13, 2013, the parties were notified that the appeal had been assigned for mediation pursuant to the Third Circuit’s mediation program. During the mediation session held on May 7, 2013, the parties reached agreement on settlement terms that include payment of an aggregate $10 million to an agreed settlement class (including all persons in the classes as defined in the respective complaints in the Dugan Action and the Pao Action, plus additional former Towers Perrin shareholders who separated from Towers Perrin between January 1971 and June 2005) estimated to potentially include more than 1,000 former Towers Perrin shareholders, which payment would also cover legal fees of plaintiffs’ attorneys, as determined by the court, and expenses incurred to administer the settlement. | ||||
The cases were then returned to the district court for consideration of the proposed settlement. On September 24, 2013, the court preliminarily certified the settlement class and preliminarily approved the parties’ proposed settlement. | ||||
At a hearing on February 12, 2014, the court gave its final approval to the settlement. The final order and judgment approving the settlement and dismissing the Dugan, Allen and Pao Actions with prejudice was entered on February 18, 2014. No appeal was taken from that final order and judgment during the applicable appeal period, and the resolution and dismissal of the cases as against all defendants is now final. | ||||
Acument Global Technologies, Inc. | ||||
In a letter to the Company dated January 26, 2011, Acument Global Technologies, Inc. (“Acument”) and the Acument Global Technologies, Inc. Pension Plan (the “Plan”) claimed that Towers Watson breached its fiduciary duties under the Employee Retirement Income Security Act of 1974 (“ERISA”) in connection with advice provided to Acument relating to investment of certain assets of the Plan in the Westridge Capital Management Enhancements Funds (the “Westridge Funds”). Acument and the Plan demanded that the Company make the Plan whole for losses and damages allegedly sustained as a result of Acument’s decision to invest in the Westridge Funds. Watson Wyatt Investment Consulting, Inc. (“WWIC”), now known as Towers Watson Investment Services, Inc. (“TWIS”), provided investment consulting services to Acument between December 1, 2007 and April 30, 2010. In connection with those services, WWIC recommended an investment in the Westridge Funds. In July 2008, Acument made a $47.0 million investment in the Westridge Funds. During the period December 1, 2008 through January 22, 2009, Acument made additional investments of $9.5 million, bringing the aggregate investment of the Plan’s assets in the Westridge Funds to $56.5 million. | ||||
As the result of information obtained during an investigation of Westridge Capital Management, its affiliates WG Trading Investors, L.P. and WG Trading Company, L.P. (collectively referred to as “Westridge”) and their principals, commenced by the National Futures Association on February 5, 2009, the Commodities Future Trading Commission filed suit against Westridge and its principals alleging violations of the Commodity Exchange Act. This resulted in a court-supervised receivership of the assets of Westridge. The Securities and Exchange Commission (“SEC”) filed a separate suit on February 25, 2009 against Westridge and its principals alleging violations of the federal securities laws. In its complaint, the SEC alleges that Westridge had become a fraudulent investment scheme by which its principals purportedly misappropriated approximately $553 million from a number of highly sophisticated institutional investors, including public pension and retirement plans and educational institutions, some of which were investing in Westridge as late as February 6, 2009. We believe that, to date, Acument has recovered approximately $39.7 million of its investment in the Westridge Funds from the receivership. The Company declined Acument’s demand for compensation contained in its January 2011 letter. | ||||
On January 20, 2012, Acument and the Acument Pension Plan (referred to together as “Acument”) filed suit against the Company and TWIS in the United States District Court for the Southern District of New York. The complaint alleged four counts of breach of fiduciary duty under ERISA, claiming principally alleged deficiencies in the Company’s due diligence relating to Westridge and in the disclosures made to Acument concerning Westridge and the nature of the investment. The Company filed an answer to the complaint denying all claims and asserting affirmative defenses. A mediation took place on September 5, 2012. On January 16, 2014, the Company and TWIS filed an amended answer and counterclaim asserting that Acument Global Technologies, Inc. failed to fulfill its fiduciary duties to the Acument Pension Plan with respect to its investment in the Westridge Funds. On or about February 28, 2014, the Company received Acument’s expert’s damages report, which asserted the range of loss to be between $38.0 million and $86.0 million, which we understand to be comprised primarily of investment losses (including opportunity costs); more specifically, Acument sought the present-day value of an alternative investment in a “comparable” fund, less what Acument had been returned from the Westridge Receiver. On or about March 27, 2014, the Company submitted a rebuttal expert damages report, which asserted a range of up to $16.6 million. This range assumed a finding of liability and no contribution for the Company’s counterclaim. | ||||
On July 25, 2014, the Company, TWIS, Acument, and the Plan agreed to a settlement to resolve all claims in this case. The terms of the settlement are confidential. The settlement amount is not materially in excess of previously accrued amounts. On July 25, 2014, the Company, TWIS, Acument, and the Plan filed with the court a stipulation voluntarily dismissing all their claims in this case, in their entirety, with prejudice. | ||||
Current and Former Employees of Teck Metals, Ltd. | ||||
A class action is currently pending against the Company in the Supreme Court of British Columbia. On July 14, 2009, James Weldon, an employee of Teck Metals, Ltd. (“Teck”) commenced an action against Teck and Towers Perrin Inc. (now known as Towers Watson Canada Inc.). On October 17, 2011, Leonard Bleier, a former employee of Teck, sued Teck and Towers Perrin. Aside from their employment status, the allegations in the action commenced by Bleier (retired from Teck in 2006) are substantively similar in all material respects to those in the action commenced by Weldon (employed by Teck at the time the action commenced). Both actions were brought in the Supreme Court of British Columbia, and that court consolidated the actions on June 21, 2012. | ||||
On October 1, 2012, the Company filed a response to the plaintiffs' consolidated and amended claim denying the legal and factual basis for the plaintiffs' claim. On December 21, 2012, the court certified the consolidated case as a class action. | ||||
At all times relevant to the plaintiffs’ claim, Towers Perrin acted as the actuarial advisor for Teck’s defined benefit pension plan. According to the plaintiffs' allegations, in 1992 and on Towers Perrin's advice, Teck offered its non-union, salaried employees a one-time option to continue participation in Teck’s defined benefit pension plan or to transfer to a newly established defined contribution plan. The plaintiffs also allege that Towers Perrin assisted Teck in preparing—and that Towers Perrin approved—informational materials and a computer-based modeling tool that Teck distributed to eligible employees prior to the employees electing whether to transfer. Several hundred employees elected to transfer from the defined benefit pension plan to the defined contribution plan on January 1, 1993. | ||||
The plaintiff class comprises current and former Teck employees who elected to transfer from the defined benefit pension plan to the defined contribution plan. As of August 6, 2014, the Company understands there to be 470 individuals in the class. | ||||
The plaintiffs, on behalf of the class, allege that Towers Perrin was professionally negligent and that Teck and Towers Perrin breached statutory and fiduciary duties and acted deceitfully by providing incomplete, inaccurate, and misleading information to participants in Teck’s defined benefit plan regarding the option to transfer to the defined contribution plan. Principally, the plaintiffs allege that the risks of the defined contribution plan—including investment risk and annuity risk—were downplayed, either negligently or with the specific intent of causing eligible employees to transfer to the defined contribution plan. | ||||
The plaintiffs seek assorted declaratory relief; an injunction reinstating them and all class members into the defined benefit plan with full rights and benefits as if they had not transferred; disgorgement against Teck; damages in the amount necessary to provide the plaintiffs and all class members with the pension and other benefits they would have accrued if they had not transferred; interest as allowed by law; and such further and other relief as to the court may seem just. To date, the plaintiffs have not quantified the damages they seek. | ||||
A trial of the issues common to the class—including professional negligence, breach of fiduciary and statutory duty, deceit, the appropriate method for calculating any damages, and entitlement to injunctive relief—is scheduled to commence on September 22, 2014. The amount of damages, if any, will not be assessed at this common issues trial. | ||||
Based on all of the information to date, the Company believes that a material loss is unlikely. Given the stage of the proceedings, the Company is currently unable to provide an estimate of the reasonably possible loss or range of loss. The Company is vigorously defending against these allegations. | ||||
City of Houston | ||||
On August 1, 2014, the City of Houston ("plaintiff") filed suit against the Company, in the United States District Court for the Southern District of Texas, Houston Division. | ||||
In the complaint, plaintiff alleges various deficiencies in pension actuarial work-product and advice stated to have been provided by the Company's predecessor firm, Towers Perrin, in its capacity as principal actuary to the Houston Firefighters' Relief and Retirement Fund (the "Fund"). Towers Perrin is stated to have acted in this capacity between "the early 1980s until 2002". | ||||
In particular, the complaint is critical of two reports allegedly issued by Towers Perrin — one in February 2000 and the other in April 2000 — containing actuarial valuations upon which plaintiff claims to have relied. Plaintiff claims that the reports indicated that the City’s minimum contribution percentages to the Fund would remain in place through at least 2018; and that existing benefits under the Fund could be increased, and new benefits could be added, without increasing plaintiff's financial burden, and without increasing plaintiff's rate of annual contributions to the Fund. The complaint alleges that plaintiff relied on these reports when supporting a new benefit package for the Fund. These reports, and other advice, are alleged, inter alia, to have been negligent, to have misrepresented the present and future financial condition of the Fund and the contributions required to be made by plaintiff to support those benefits, and to have constituted professional malpractice. Plaintiff asserts that, but for Towers Perrin's alleged negligence and misrepresentations, plaintiff would not have supported the benefit increase, and that such increased benefits would not and could not have been approved or enacted. It is further asserted that Towers Perrin's alleged "...negligence and misrepresentations damaged the City to the tune of tens of millions of dollars in annual contributions." | ||||
Plaintiff seeks the award of actual damages, exemplary damages, special damages, attorney's fees and expenses, costs of suit, pre- and post- judgment interest at the maximum legal rate, and all such other and further relief, equitable and legal. Plaintiff has not yet quantified fully its asserted damages. Given the stage of the proceedings, the Company is currently unable to provide an estimate of the reasonably possible loss or range of loss. The Company disputes the allegations, and intends to defend the law-suit vigorously. |
Variable_Interest_Entities_Not
Variable Interest Entities (Notes) | 12 Months Ended | |||
Jun. 30, 2014 | ||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |||
Variable Interest Entities | ' | |||
Variable Interest Entities | ||||
Through our wholly owned subsidiaries, we manage approximately $2.5 billion of assets in investment funds that are considered VIEs and for which our management fee is considered a variable interest. In addition, some of the investments in these funds are held by the Company's retirement plans, which are considered related parties. We have determined that these funds qualify for the deferral to certain provisions of ASC Subtopic 810-10, Consolidation – Overall, afforded by ASU 2010-10, Consolidation – Amendments for Certain Investment Funds. In accordance with this deferral, we determine whether we consolidate the fund based on whether we absorb a majority of the fund’s expected losses or receive a majority of the fund’s expected returns. | ||||
During our third fiscal quarter we deconsolidated two previously consolidated funds. Previously, the contracts governing these two funds contained language that restricted the investors' ability to exercise their economic interests in the funds, thereby causing the investors to become related parties of the Company and requiring the Company to combine its own interests with the interests of these investors for purposes of performing the primary beneficiary test. This restrictive language was modified during our third fiscal quarter, which resulted in the investors, other than the Company's defined benefit retirement plans, to no longer be considered related parties, and the Company to no longer be considered the primary beneficiary of the funds. The mark-to-market gains on the investments prior to deconsolidation were $6.3 million for the year ended June 30, 2014, and are reflected on the accompanying consolidated statements of operations in other non-operating income. The fair value of these investments on the date of deconsolidation, inclusive of the cumulative gains, was $339.0 million, and was removed from the consolidated balance sheets by eliminating the investments of consolidated variable interest entity and by reducing non-controlling interest. The non-controlling interest balance was considered temporary equity as the units held by the investors were redeemable. The changes of the redeemable non-controlling interests balance for the year ended June 30, 2014 are as follows: | ||||
Balance as of June 30, 2013 | $ | — | ||
Subscriptions of non-controlling interest holders in consolidated VIEs | 332,722 | |||
Mark-to-market gains on investments held by consolidated VIEs | 6,297 | |||
Deconsolidation of VIEs | (339,019 | ) | ||
Balance as of June 30, 2014 | $ | — | ||
We are not the primary beneficiary and therefore do not consolidate any of the funds as of June 30, 2014 and June 30, 2013. Our maximum exposure to loss of these unconsolidated VIEs is limited to collection of any unpaid management fees (which are not material) and any potential increase to pension funding obligation due to losses incurred by the funds in which the Company's retirement plans are invested. The Company has no obligation to provide financial or other support to these VIEs other than guarantees to provide the minimum statutorily mandated capital. The Company reassesses its initial evaluation of whether an entity is a VIE when certain reconsideration events occur. The Company reassesses its determination of whether it is the primary beneficiary on an ongoing basis based on current facts and circumstances. |
Other_Comprehensive_IncomeLoss
Other Comprehensive Income/(Loss) | 12 Months Ended | |||||||||||||||||||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||||||||||||||||||
Statement of Comprehensive Income [Abstract] | ' | |||||||||||||||||||||||||||||||||||||||
Other Comprehensive Income/(Loss) | ' | |||||||||||||||||||||||||||||||||||||||
Other Comprehensive Income / (Loss) | ||||||||||||||||||||||||||||||||||||||||
Other comprehensive income /(loss) as presented in the accompanying consolidated statements of comprehensive income includes foreign currency translation, defined pension and post-retirement benefit costs, hedge effectiveness and unrealized gain/loss on available-for-sale securities. Additional information for the other comprehensive income/(loss) and accumulated other comprehensive income/(loss) attributable to controlling interests by component are provided in the following table for the fiscal years ended June 30, 2014, 2013 and 2012. The difference between the amounts presented in this table and the amounts presented in the consolidated statements of comprehensive income are the corresponding components attributable to non-controlling interests, which are not material for further disclosure. Amounts in fiscal year 2014 show reclassifications out of accumulated other comprehensive income/(loss) separate from other adjustments due to the prospective adoption of ASU 2013-02, "Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income," at the beginning of the fiscal year which requires entities to disclose additional information about items reclassified out of accumulated other comprehensive income. | ||||||||||||||||||||||||||||||||||||||||
Foreign currency | Hedge effectiveness (1) | Available-for-sale securities (2) | Defined pension and post-retirement benefit costs (3) | |||||||||||||||||||||||||||||||||||||
translation (1) | Before | Tax | After | Before | Tax | After | Before | Tax | After | |||||||||||||||||||||||||||||||
Tax | Tax | Tax | Tax | Tax | Tax | |||||||||||||||||||||||||||||||||||
As of June 30, 2011 | $ | (2,726 | ) | $ | 1,936 | $ | (764 | ) | $ | 1,172 | $ | 1,167 | $ | (101 | ) | $ | 1,066 | $ | (17,517 | ) | $ | 4,700 | $ | (12,817 | ) | |||||||||||||||
Other comprehensive income/(loss): | (72,606 | ) | (1,530 | ) | 612 | (918 | ) | (516 | ) | (81 | ) | (597 | ) | (398,520 | ) | 135,201 | (263,319 | ) | ||||||||||||||||||||||
As of June 30, 2012 | (75,332 | ) | 406 | (152 | ) | 254 | 651 | (182 | ) | 469 | (416,037 | ) | 139,901 | (276,136 | ) | |||||||||||||||||||||||||
Other comprehensive income/(loss): | (55,764 | ) | (169 | ) | 47 | (122 | ) | (104 | ) | 48 | (56 | ) | 182,220 | (74,997 | ) | 107,223 | ||||||||||||||||||||||||
As of June 30, 2013 | (131,096 | ) | 237 | (105 | ) | 132 | 547 | (134 | ) | 413 | (233,817 | ) | 64,904 | (168,913 | ) | |||||||||||||||||||||||||
Other comprehensive income/(loss) before reclassifications: | 133,367 | (1,540 | ) | 434 | (1,106 | ) | 558 | (153 | ) | 405 | (45,677 | ) | 8,999 | (36,678 | ) | |||||||||||||||||||||||||
Amounts reclassified from accumulated other comprehensive income/(loss) | — | 1,447 | (408 | ) | 1,039 | (761 | ) | 173 | (588 | ) | 16,592 | (3,269 | ) | 13,323 | ||||||||||||||||||||||||||
Net current-period other comprehensive income/(loss) | 133,367 | (93 | ) | 26 | (67 | ) | (203 | ) | 20 | (183 | ) | (29,085 | ) | 5,730 | (23,355 | ) | ||||||||||||||||||||||||
As of June 30, 2014 | $ | 2,271 | $ | 144 | $ | (79 | ) | $ | 65 | $ | 344 | $ | (114 | ) | $ | 230 | $ | (262,902 | ) | $ | 70,634 | $ | (192,268 | ) | ||||||||||||||||
-1 | Reclassification adjustments from accumulated other comprehensive income are included in general and administrative expenses (see Note 7 – Derivative Financial Instruments for additional details regarding the reclassification adjustments for the hedge settlements) | |||||||||||||||||||||||||||||||||||||||
-2 | Reclassification adjustments from accumulated other comprehensive income are included in income from discontinued operations | |||||||||||||||||||||||||||||||||||||||
-3 | Reclassification adjustments from accumulated other comprehensive income are included in the computation of net periodic pension cost (see Note 10 – Retirement Benefits for additional details) which is included in salaries and employee benefits in the accompanying consolidated statements of operations |
Restricted_Stock
Restricted Stock | 12 Months Ended |
Jun. 30, 2014 | |
Restricted Stock [Abstract] | ' |
Restricted Stock | ' |
Restricted Stock | |
In conjunction with the Merger, shares of Towers Watson common stock issued to Towers Perrin shareholders were divided among four series of non-transferable Towers Watson common stock, Classes B-1, B-2, B-3 and B-4, each with a par value of $0.01 per share. The shares discussed below reflect a reduction of shares through our tender offer and our secondary public offering and by the acceleration of vesting due to involuntary associate terminations detailed below. In addition, on January 31, 2011, we completed the acquisition of EMB and issued 113,858 Class B-3 and 113,858 Class B-4 common stock to the sellers as consideration. | |
On January 1, 2011, 2012, 2013 and 2014, 5,642,302 shares of Class B-1, 5,547,733 shares of Class B-2, 5,661,591 shares of Class B-3 common stock and 5,374,070 shares of Class B-4 common stock, respectively, converted to freely tradable Class A common stock. | |
The Towers Perrin restricted stock unit (“RSU”) holders received 10% of the total consideration issued to Towers Perrin shareholders in conjunction with the Merger. The RSUs were converted into 4,248,984 Towers Watson Restricted Class A shares, of which an estimated 10% were expected to be forfeited by associate Restricted Class A shareholders who were subject to a service condition. The service condition was fulfilled from the grant date through each of the three annual periods from January 1, 2010 until December 31, 2012 and the actual forfeitures were recorded compared to estimated. The restriction lapsed annually on January 1 and the Restricted Class A shares became freely tradable shares of Class A common stock on such dates. | |
In January 2013, 482,463 forfeited shares were cancelled and a corresponding amount (plus associated dividends) was distributed in the form of Class A shares to Towers Perrin shareholders as of December 31, 2009 in proportion to their ownership in Towers Perrin on the date of the Merger. Shareholders of Restricted Class A shares had voting rights and received dividends upon annual vesting of the shares. The final 1,109,212 outstanding Restricted Class A shares became freely tradable on January 1, 2013 and were further reduced by shares withheld for tax purposes. | |
For the fiscal years ended June 30, 2013 and 2012, we recorded $3.6 million and $30.0 million, respectively, of non-cash share-based compensation expense in connection with the issuance of Towers Watson Restricted Class A common stock to Towers Perrin RSU holders in the Merger. The graded method of expense methodology assumed that the restricted shares were issued to Towers Perrin RSU holders in equal amounts of shares which vested as separate awards over one, two and three years. |
ShareBased_Compensation
Share-Based Compensation | 12 Months Ended | ||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||||
Share-Based Compensation | ' | ||||||||||||||||||
Share-Based Compensation | |||||||||||||||||||
In connection with the acquisition of Extend Health in May 2012, Towers Watson filed a Form S-8 Registration Statement and assumed the Extend Health, Inc. 2007 Equity Incentive Plan. The assumed options are exercisable for 377,614 shares of Towers Watson Class A common stock. The registration also covers 55,514 shares of Towers Watson Class A common stock available for issuance under the plan. In connection with the acquisition of Liazon Corporation in November 2013, Towers Watson filed a Form S-8 Registration Statement and assumed the Liazon Corporation 2008 Stock Option Plan and the Liazon Corporation 2011 Equity Incentive Plan, as amended. The assumed options are exercisable for 37,162 shares of Towers Watson Class A common stock. Upon vesting, the assumed restricted stock units will convert into 70,533 shares of Towers Watson Class A common stock. The registration also covers 18,531 shares of Towers Watson Class A common stock available for issuance under the plans. | |||||||||||||||||||
Towers Watson & Co. Employee Stock Purchase Plan | |||||||||||||||||||
Towers Watson assumed the amended and restated Watson Wyatt 2001 Employee Stock Purchase Plan (the “Stock Purchase Plan”) which enables associates to purchase shares of Towers Watson Class A common stock at a 5% discount. The Stock Purchase Plan is a non-compensatory plan under generally accepted accounting principles of stock-based compensation. As a result, no compensation expense is recognized in conjunction with this plan. In fiscal year 2010, Towers Watson filed an S-8 Registration Statement registering 4,696,424 shares available for issuance under the Stock Purchase Plan. Approximately 56,000 shares were issued under this plan during fiscal years 2012. There were no shares issued during fiscal years 2014 or 2013. | |||||||||||||||||||
Towers Watson & Co. 2009 Long-Term Incentive Plan | |||||||||||||||||||
In January 2010, Towers Watson filed a Form S-8 Registration Statement to register 12,500,000 shares of Towers Watson Class A common stock that may be issued pursuant to the Towers Watson & Co. 2009 Long-Term Incentive Plan (the “2009 Plan”) and 125,648 shares of Class A common stock that may be issued upon exercise of the unvested stock options previously granted under the Watson Wyatt 2000 Long-Term Incentive Plan. The Watson Wyatt 2000 Long-term Incentive Plan was assumed by Towers Watson and the registered shares for the Watson Wyatt 2000 Long-term Incentive Plan are limited to exercise of awards that were outstanding at the time of the Merger. The assumed options were exercisable for shares of Towers Watson Class A common stock based on the exchange ratio of one share of Watson Wyatt Class A common stock underlying the options for one share of Towers Watson Class A common stock. The 2009 Plan was approved by Watson Wyatt shareholders on December 18, 2009. | |||||||||||||||||||
Restricted Stock Units | |||||||||||||||||||
Executives and Employees | |||||||||||||||||||
In September 2010, the Compensation Committee of our Board of Directors approved the form of performance-vested restricted stock unit award agreement, pursuant to the 2009 Plan. RSUs are designed to provide us an opportunity to offer long-term incentives and to provide key executives with a long-term stake in our success. RSUs are notional, non-voting units of measurement based on our common stock. Under the RSU agreement, participants become vested in a number of RSUs based on the achievement of specified levels of financial performance during the performance period set forth in the agreement, provided that the participant remains in continuous service with us through the end of the performance period. The targets reflect an emphasis on continued profitability growth through successful integration, despite the difficult economic environment. Any RSUs that become vested are payable in shares of our Class A Common Stock. Dividend equivalents will accrue on RSUs and vest to the same extent as the underlying shares. In September 2011, the Compensation Committee amended the form of performance-vested restricted stock unit award agreement to include a provision whereby the Committee could provide for continuation of vesting of restricted stock units upon an employee’s termination under certain circumstances such as a qualified retirement. This definition of qualified retirement (age 55 and with 15 years experience at the Company and a minimum of one year of service in the performance period) was further defined in January 2012 and the amended award agreements for all of our outstanding LTIP awards were finalized and distributed to participants. | |||||||||||||||||||
2014 LTIP. During the first quarter of fiscal year 2014, the Compensation Committee of the Board of Directors approved a grant of 62,651 RSUs to certain of our executive officers. During the third quarter of fiscal year 2014, the Compensation Committee of the Board of Directors approved an additional grant of 2,704 RSUs as a result of new executives being added to the plan. Awards were based on the value of the executive officer’s annual base salary and a multiplier, which is then converted into a target number of RSUs based on our closing stock price as of the date of grant, which was between $105.90 and $110.70. Between 0% and 204% of the target number of RSUs will vest based on the extent to which specified performance metrics are achieved over the three-year performance period from July 1, 2013 to June 30, 2016, subject to the executive officers’ continued employment with us through the end of the performance period, except in the case of a qualified retirement. The Compensation Committee approved the grants and established adjusted three-year average EPS and revenue growth during the performance period as the performance metrics for the awards. For participants that met the requirement for qualified retirement, we record the expense of their awards over the one year service period as performed. We will adjust the stock-based compensation for their awards during the performance period based upon the level of performance achieved. For the fiscal year ended June 30, 2014, we recorded $4.8 million of stock-based compensation related to these grants. | |||||||||||||||||||
2013 LTIP. During the fiscal year ended June 30, 2014, the Compensation Committee of the Board of Directors approved a grant of 121,075 RSUs to certain of our executive officers. Awards were based on the value of the executive officer’s annual base salary and a multiplier, which is then converted into a target number of RSUs based on our closing stock price as of the date of grant, which was $54.59. Between 0% and 204% of the target number of RSUs will vest based on the extent to which specified performance metrics are achieved over the three-year performance period from July 1, 2012 to June 30, 2015, subject to the executive officers’ continued employment with us through the end of the performance period, except in the case of a qualified retirement. The Compensation Committee established adjusted three-year average EPS and revenue growth during the performance period as the performance metrics for the awards. For participants that met the requirement for qualified retirement, we recorded the expense of their awards over the one year service period as performed. We will adjust the stock-based compensation for the awards during the performance period based upon the level of performance achieved. For the years ended June 30, 2014 and 2013, we recorded $0.8 million and $5.7 million, respectively, of stock-based compensation related to these grants. | |||||||||||||||||||
2012 LTIP. During the fiscal year ended June 30, 2013, 86,188 RSUs were granted to certain of our executive officers for the 2011 to 2014 performance period. Awards were based on the value of the executive officer’s annual base salary and a multiplier, which is then converted into a target number of RSUs based on our closing stock price as of the date of grant, which was between $63.73 and $63.94. Between 0% and 204% of the target number of RSUs will vest based on the extent to which specified performance metrics are achieved over the three-year performance period from July 1, 2011 to June 30, 2014, subject to their continued employment with us through the end of the performance period, except in the case of a qualified retirement. The Compensation Committee approved the grants and established adjusted EBITDA margin and revenue growth during the performance period as the performance metrics for the awards. We accelerated the expense for participants that had achieved a qualified retirement requirement and recorded the remaining non-cash stock based compensation for their awards as if their service requirement has been achieved. We will adjust the stock-based compensation for their awards during the performance period based upon the level of performance achieved. For the fiscal year ended June 30, 2014, we recorded a reversal of expense of $0.3 million, and for the fiscal years ended June 30, 2013 and 2012 we recorded expense of $1.2 million and $5.7 million, respectively, of stock-based compensation related to these grants. | |||||||||||||||||||
2011 LTIP. During fiscal year ended June 30, 2012, 125,192 RSUs were granted to certain of our executive officers for the 2010 to 2013 performance period. Awards were based on the value of the executive officer’s annual base salary and a multiplier, which is then converted into a target number of RSUs based on our closing stock price as of the date of grant of $45.25. Between 0% and 204% of the target number of RSUs will vest based on the extent to which specified performance metrics are achieved over the three-year performance period from July 1, 2011 to June 30, 2014, subject to their continued employment with us through the end of the performance period. The Compensation Committee approved the grants and established adjusted EBITDA margin for the six-month period ending June 30, 2014 and revenue growth during the performance period (based on fiscal year 2014 revenue versus fiscal year 2011 revenue) as the performance metrics for the awards. For the fiscal year ended June 30, 2014 we did not record any stock-based compensation related these grants. For the years ended June 30, 2013 and 2012 we recorded $0.9 million and $5.5 million, respectively, of stock-based compensation related to these grants. | |||||||||||||||||||
2014 ES LTIP. In September 2013, the Compensation Committee of the Board of Directors awarded 30,192 RSUs under the 2009 Plan to select executives of our Exchange Solutions segment with a grant date fair value of $91.43, based on our closing stock price. Between 0% and 240% of the target number of RSUs will vest based on the extent to which specified performance metrics are achieved over the two-year performance period from July 1, 2013 to June 30, 2015, subject to continued employment with us through the end of the performance period. The Compensation Committee approved the grants and established EBITDA margin and revenue growth during the performance period as the performance metrics for the awards. For the fiscal year ended June 30, 2014, we recorded $1.5 million of non-cash stock based compensation in the Exchange Solutions business segment. | |||||||||||||||||||
Liazon RSUs. In November 2013, in connection with the acquisition, we assumed the Liazon Corporation 2011 Equity Incentive Plan and converted the outstanding unvested restricted stock units into 70,533 Towers Watson restricted stock units using a conversion ratio stated in the agreement for the exercise price and number of options. The fair value of these restricted stock units was calculated using the fair value share price of Towers Watson’s closing share price on the date of acquisition. We determined the fair value of the portion of the 70,533 outstanding RSUs related to pre-acquisition employee service using Towers Watson graded vesting methodology from the date of grant to the acquisition date to be $5.7 million which was added to the transaction consideration. The fair value of the remaining portion of RSUs related to the post-acquisition employee services was $2.1 million, and will be recorded over the future vesting periods. For the fiscal year ended June 30, 2014, we recorded $1.1 million of non-cash stock based compensation. | |||||||||||||||||||
RSUs. During the fiscal year ended June 30, 2014, 2013 and 2012, 28,947, 14,450 and 16,239 RSUs, respectively, were granted to certain employees and vest in equal installments over a three-year period based on continued employment through the vesting period. In fiscal years ended June 30, 2014, 2013 and 2012, 11,150, 9,700 and 1,575, respectively, RSUs of the awards granted vested immediately. For the fiscal years 2014, 2013 and 2012, we recorded $1.9 million, $1.3 million and $0.7 million, respectively, of stock-based compensation related to these grants. | |||||||||||||||||||
2013 SEP. During the quarter ended September 30, 2013, 131,286 RSUs were granted to certain employees under our Select Equity Plan with a grant date fair value of $91.43, based on our closing stock price. The RSUs vest annually over a three-year period. We assumed a 5% forfeiture rate with these awards. For the fiscal year ended June 30, 2014, we recorded $6.6 million of non-cash stock based compensation related to these grants. | |||||||||||||||||||
2012 SEP. During the first quarter of fiscal year 2013, we granted 147,503 RSUs to certain employees under our Select Equity Plan which will vest annually over a three-year period. We assumed a 5% forfeiture rate for the RSUs. In the fourth quarter of fiscal years 2014 and 2013, 37,156 and 47,968, respectively, of these RSUs vested. For the fiscal year ended June 30, 2014 and 2013, we recorded $2.0 million and $4.6 million, respectively, of stock based compensation related to these grants. | |||||||||||||||||||
2011 SEP. During the first quarter of fiscal year 2012, we granted 577,190 equity awards to certain employees under our Select Equity Plan, of which 288,595 were issued as Class A common stock in conjunction with our annual fiscal year 2012 performance bonus. The remaining 288,595 were issued as RSUs that will vest annually over a three-year period. We assumed a 10% forfeiture rate for the RSUs initially and adjusted the estimated forfeiture rate to 5% based on the first year of experience. In the fourth quarter of fiscal year 2014, 2013 and 2012, 70,969, 90,612 and 95,045, respectively, of these RSUs vested. For the fiscal year ended June 30, 2014, 2013 and 2012, we recorded $1.7 million, $4.4 million and $11.1 million, respectively, of stock based compensation related to these grants. | |||||||||||||||||||
Outside Directors. In May 2010, the board of directors approved the Towers Watson & Co. Compensation Plan for Non-Employee Directors which provides for cash and stock compensation for outside directors. During the fiscal year ended June 30, 2014, 2013 and 2012, 10,251, 16,027 and 12,783 RSUs, respectively, were granted for the annual award for outside directors for service on the board of directors in equal quarterly installments over the fiscal year of grant. We recorded $0.9 million, $0.9 million and $1.0 million, respectively, of non-cash stock based compensation for the fiscal years ended June 30, 2014, 2013 and 2012 related to awards for outside directors. | |||||||||||||||||||
The table below presents restricted stock units activity and weighted average fair values for fiscal year 2014: | |||||||||||||||||||
Number of | Weighted Average | ||||||||||||||||||
Shares | Fair Value | ||||||||||||||||||
(In thousands, | |||||||||||||||||||
except per-share amounts) | |||||||||||||||||||
Nonvested as of June 30, 2013 | 534 | $ | 53.41 | ||||||||||||||||
Granted | 337 | 78.72 | |||||||||||||||||
Vested | (224 | ) | 72.74 | ||||||||||||||||
Forfeited | (20 | ) | 68.23 | ||||||||||||||||
Nonvested and expected to vest as of June 30, 2014 | 627 | $ | 59.8 | ||||||||||||||||
As of June 30, 2014, $13.5 million of total stock-based compensation related to the nonvested awards above has not yet been recognized. We expect that this expense will be recognized in our consolidated statement of operations over the next 2.0 weighted-average years. | |||||||||||||||||||
Stock Options | |||||||||||||||||||
There were no grants of stock options during the fiscal year ended June 30, 2014, 2013 and 2012 under the 2009 Plan. As of June 30, 2014, there were 170,161 stock options outstanding under the 2009 Plan which were fully expensed and vested prior to fiscal year 2011. | |||||||||||||||||||
Liazon Options. In November 2013, in connection with the Liazon acquisition, we assumed the Liazon Corporation 2011 Equity Incentive Plan and converted the outstanding unvested employee stock options into 37,162 Towers Watson stock options using a conversion ratio stated in the agreement for the exercise price and number of options. The fair value of the vested stock options was calculated using the Black-Scholes model with a volatility and risk-free interest rate over the expected term of each group of options using the fair value share price of Towers Watson’s closing share price on the date of acquisition. The fair value of the new awards was less than the acquisition date fair value of the replaced Liazon options; accordingly, no compensation expense was recorded. We determined the fair value of the portion of the 37,162 outstanding options relating to the pre-acquisition employee service using Towers Watson graded vesting methodology from the date of grant to the acquisition date to be $2.2 million, which was added to the transaction consideration. The fair value of the remaining portion of unvested options related to the post-acquisition employee service was $1.7 million, which will be recorded over the future vesting periods. We recorded non-cash stock based compensation related to these awards of $0.7 million, for the fiscal year ended June 30, 2014. | |||||||||||||||||||
Extend Health Options. In May 2012, we assumed the Extend Health, Inc. 2007 Equity Incentive Plan and converted the outstanding unvested employee stock options into 377,614 Towers Watson’s stock option awards using a conversion ratio stated in the agreement for the exercise price and number of options. The fair value of the vested stock options were calculated using the Black-Scholes model with a volatility and risk-free interest rate over the expected term of each group of options with the fair value share price of Towers Watson’s closing share price on the date of acquisition. The fair value of the new awards were less than the acquisition date fair value of the replaced Extend Health options, accordingly, no compensation expense was recorded. The fair value of 199,620 of the 377,614 outstanding options using Towers Watson graded vesting methodology from the date of grant to the acquisition date, representing the employee service provided to date, was $11.2 million and was added to the consideration price. The fair value of 177,994 unvested options, less 10% estimated forfeitures, was $7.9 million and will be recorded over the future vesting periods. We accelerated and paid participants the net cash value after tax withholding and exercise price 43,317 of unvested options that would have vested between the acquisition date and June 30, 2012 and recorded $0.9 million of stock-based compensation expense in fiscal 2012. In accordance with the acquisition agreement, we accelerated the vesting of 23,620 stock options for participants who were involuntarily terminated as a result of the acquisition and recorded $0.4 million of stock-based compensation expense in fiscal 2013. Inclusive of this acceleration, we recorded $6.2 million of stock-based compensation for these awards in fiscal year 2013. For the fiscal year ended June 30, 2014, $1.3 million of stock-based compensation was recorded for these awards. | |||||||||||||||||||
The weighted-average fair value of the stock option grants under both the Liazon and Extend Health plans were calculated using the Black-Scholes formula, and are included in the valuation assumptions table below. Compensation expense is recorded over a three-year graded vesting term as if one-third of the options granted to a participant are vested over one year, one-third are vested over two years and the remaining one-third are vested over three years. | |||||||||||||||||||
Liazon Options | Extend Health Options | ||||||||||||||||||
Year Ended June 30, 2014 | Year Ended June 30, 2012 | ||||||||||||||||||
Stock option grants: | |||||||||||||||||||
Risk-free interest rate | 0.57 | % | 0.33 | % | |||||||||||||||
Expected lives in years | 2.7 | 2.2 | |||||||||||||||||
Expected volatility | 24.6 | % | 38.5 | % | |||||||||||||||
Weighted-average grant date fair value of options granted | $ | 104.67 | $ | 52.7 | |||||||||||||||
Number of shares granted | 37,162 | 377,614 | |||||||||||||||||
The table below presents stock option activity and weighted average exercise prices for fiscal year 2014: | |||||||||||||||||||
Number of | Weighted | Aggregate | Average | ||||||||||||||||
Shares | Average | Intrinsic | Remaining | ||||||||||||||||
Exercise | Value | Contractual | |||||||||||||||||
Price | Life | ||||||||||||||||||
(thousands) | (thousands) | (years) | |||||||||||||||||
Outstanding at June 30, 2013 | 381 | $ | 24.69 | $ | 21,792 | 5.7 | |||||||||||||
Granted | 37 | — | |||||||||||||||||
Exercised | (110 | ) | 6.63 | $ | 10,313 | ||||||||||||||
Forfeited | (7 | ) | 12.8 | ||||||||||||||||
Expired | — | — | |||||||||||||||||
Outstanding and Exercisable at June 30, 2014 | 301 | $ | 27.01 | $ | 17,149 | 3.4 | |||||||||||||
Information regarding stock options outstanding as of June 30, 2014 is as follows: | |||||||||||||||||||
Outstanding | Options Exercisable | ||||||||||||||||||
Exercise Price | Number of | Weighted | Weighted | Number of | Weighted | Weighted | |||||||||||||
Shares | Average | Average Exercise | Shares | Average | Average | ||||||||||||||
Remaining | Price | Remaining | Exercise Price | ||||||||||||||||
Contractual | Contractual | ||||||||||||||||||
Life | Life | ||||||||||||||||||
$0.75 - $1.55 | 52,575 | 8.9 | $ | 0.84 | 9,521 | 6.6 | $ | 1.25 | |||||||||||
$3.31 - $3.97 | 47,745 | 6.2 | 3.56 | 41,671 | 6.2 | 3.59 | |||||||||||||
$19.21 - $25.18 | 43,717 | 7.3 | 19.78 | 22,485 | 7.3 | 20.11 | |||||||||||||
$42.47 | 84,944 | 2.2 | 42.47 | 84,944 | 2.2 | 42.47 | |||||||||||||
$45.88 | 85,217 | 2.7 | 45.88 | 85,217 | 2.7 | 45.88 | |||||||||||||
314,198 | $ | 27.25 | 243,838 | $ | 33.35 | ||||||||||||||
The aggregate intrinsic value is the sum of the amounts by which the market price of our common stock exceeded the exercise price of the options at June 30, 2014, for those options for which the market price was in excess of the exercise price. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Jun. 30, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||
Income Taxes | ' | |||||||||||
Income Taxes | ||||||||||||
Income before income taxes shown below is allocated between operations in the United States (including international branches) and foreign countries. The components of income from continuing operations before income taxes are as follows: | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Domestic | $ | 262,462 | $ | 239,990 | $ | 176,679 | ||||||
Foreign | 236,044 | 189,011 | 193,342 | |||||||||
498,506 | 429,001 | 370,021 | ||||||||||
The components of the income tax provision for continuing operations include: | ||||||||||||
Year Ended June 30, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current tax (benefit)/expense: | ||||||||||||
U.S. | $ | 31,880 | $ | 25,684 | $ | (26,608 | ) | |||||
State and local | 10,231 | 7,025 | 308 | |||||||||
Foreign | 30,536 | 40,557 | 50,920 | |||||||||
72,647 | 73,266 | 24,620 | ||||||||||
Deferred tax expense/(benefit): | ||||||||||||
U.S. | 49,109 | 49,674 | 93,985 | |||||||||
State and local | 4,232 | 8,761 | 7,870 | |||||||||
Foreign | 12,261 | 5,290 | 5,968 | |||||||||
65,602 | 63,725 | 107,823 | ||||||||||
Total provision for income taxes | $ | 138,249 | $ | 136,991 | $ | 132,443 | ||||||
Included in the U.S. and state and local current tax expense for fiscal year 2014 is a $13.2 million and a $1.7 million tax benefit, respectively, including interest and penalties, due to the release of uncertain tax positions related to U.S. Federal lapses in statute of limitations and income tax settlements. Included in the U.S. current tax expense for fiscal year 2013 is a $6.0 million tax benefit, including interest and penalties, due to the release of uncertain tax positions related to U.S. Federal lapses in statute of limitations and income tax settlements. | ||||||||||||
The reported income tax provision for continuing operations differs from the amounts that would have resulted had the reported income before income taxes been taxed at the U.S. federal statutory rate. The principal reasons for the differences between the amounts provided and those that would have resulted from the application of the U.S. federal statutory tax rate are as follows: | ||||||||||||
Year Ended June 30, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Tax provision at U.S. federal statutory tax rate of 35 percent | $ | 174,477 | $ | 150,149 | $ | 129,507 | ||||||
Increase (reduction) resulting from: | ||||||||||||
Foreign income tax rate differential, net | (21,902 | ) | (22,540 | ) | (18,746 | ) | ||||||
State income taxes, net of federal tax effect | 11,344 | 13,288 | 8,322 | |||||||||
Non-deductible expenses and foreign dividend | 237 | 6,563 | 10,701 | |||||||||
Tax credits | (1,807 | ) | (2,104 | ) | (4,451 | ) | ||||||
Valuation allowance | (5,108 | ) | (5,821 | ) | (19,123 | ) | ||||||
Legal entity restructuring | 7,077 | 5,159 | 13,551 | |||||||||
Changes to U.S. uncertain tax positions | (14,910 | ) | (5,977 | ) | — | |||||||
Other | (11,159 | ) | (1,726 | ) | 12,682 | |||||||
Income tax provision | $ | 138,249 | $ | 136,991 | $ | 132,443 | ||||||
The provision for income taxes for fiscal year 2014 is 27.7% compared with 31.9% in fiscal year 2013. Our effective tax rate decreased by 4.2% for fiscal year 2014 as compared to fiscal year 2013 primarily due to current year income tax benefits on the release of uncertain tax positions related to lapses in statute of limitations and income tax settlements in various taxing jurisdictions, primarily the U.S. | ||||||||||||
Deferred income tax assets and liabilities reflect the effect of temporary differences between the assets and liabilities recognized for financial reporting purposes and the amounts recognized for income tax purposes. We recognize deferred tax assets if it is more likely than not that a benefit will be realized. | ||||||||||||
Deferred income tax assets (liabilities) included in the consolidated balance sheets at June 30, 2014 and 2013, are comprised of the following: | ||||||||||||
June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Depreciation and amortization | $ | (123,684 | ) | $ | (139,575 | ) | ||||||
Trademarks and tradename | (117,308 | ) | (116,624 | ) | ||||||||
Goodwill | (42,477 | ) | (30,496 | ) | ||||||||
Unbilled receivables | (64,275 | ) | (69,543 | ) | ||||||||
Other | (8,583 | ) | (7,400 | ) | ||||||||
Gross deferred tax liabilities | $ | (356,327 | ) | $ | (363,638 | ) | ||||||
Accrued retirement benefits | $ | 139,633 | $ | 178,296 | ||||||||
Deferred rent | 9,947 | 11,834 | ||||||||||
Net operating loss carryforwards | 37,562 | 33,538 | ||||||||||
Share-based compensation | 6,533 | 22,756 | ||||||||||
Accrued liabilities | 62,516 | 68,419 | ||||||||||
Accrued compensation | 41,660 | 37,483 | ||||||||||
Deferred revenue | 25,692 | 23,050 | ||||||||||
Foreign tax credit | 37,716 | 40,903 | ||||||||||
Other | 16,228 | 28,808 | ||||||||||
Gross deferred tax assets | $ | 377,487 | $ | 445,087 | ||||||||
Deferred tax assets valuation allowance | $ | (30,019 | ) | $ | (33,420 | ) | ||||||
Net deferred tax (liability)/asset | $ | (8,859 | ) | $ | 48,029 | |||||||
The net deferred income tax assets at June 30, 2014 are classified between current deferred tax assets of $51.7 million and current deferred tax liabilities of $3.1 million and noncurrent deferred tax assets of $79.1 million and noncurrent deferred tax liabilities of $136.6 million. | ||||||||||||
We maintain a valuation allowance of $30.0 million and $33.4 million at June 30, 2014 and 2013, respectively, against certain of our deferred tax assets, as it is more likely than not that they will not be fully realized. The net change in the valuation allowance of $3.4 million in fiscal year 2014 primarily relates to the release of valuation allowance on deferred tax assets, including tax loss carryforwards, which were forfeited following legal entity restructurings in the amount of $8.4 million, offset with current year increases of $5.0 million. | ||||||||||||
At June 30, 2014, we had tax loss carryforwards in federal and various foreign jurisdictions amounting to $116.5 million of which $70.1 million can be indefinitely carried forward under local statutes. The remaining $46.4 million of loss carryforwards will expire, if unused, in varying amounts from fiscal year 2015 through 2034. At June 30, 2014, we had state tax loss carryforwards of $84.2 million, which will expire in varying amounts from fiscal year 2015 to 2035. In addition, at June 30, 2014 we had foreign tax credit carryforwards of $37.7 million, which will expire in varying amounts from fiscal year 2018 to 2023. | ||||||||||||
We continue to assert that the historical cumulative earnings of our foreign subsidiaries are reinvested indefinitely and we do not provide U.S. deferred tax liabilities on these amounts. We believe the Company’s current cash position, and access to capital markets (via a supplemental offering, if needed) will allow it to meet its U.S. cash obligations without repatriating historical cumulative foreign earnings. Further, non-U.S. cash is used for working capital needs of our non-U.S. operations and may be used for foreign restructuring expenses or acquisitions. During fiscal 2014 the Company has accrued approximately $2.5 million in income tax expense with respect to the future distribution of current year earnings in our Japan, Australia, Bermuda and Philippines subsidiaries. ASC 740, Income Taxes, requires a company to recognize income tax expense when it becomes apparent that some or all of the undistributed earnings of a foreign subsidiary will be remitted in the foreseeable future. The cumulative foreign earnings related to ongoing operations and at June 30, 2014 were approximately $1,034.8 million. It is not practicable to estimate the U.S. federal income tax liability that might be payable if such earnings are not reinvested indefinitely. If future events, including material changes in estimates of cash, working capital and long-term investment requirements, necessitate that these earnings be distributed, an additional provision for U.S. income and foreign withholding taxes, net of foreign tax credits, may be necessary. | ||||||||||||
At June 30, 2014, the amount of unrecognized tax benefits associated with uncertain tax positions, determined in accordance with ASC 740-10, excluding interest and penalties, was $32.4 million. This liability can be reduced by $9.3 million of offsetting deferred tax benefits associated with timing differences, foreign tax credits and the federal tax benefit of state income taxes. The entire net difference of $23.1 million, if recognized, would impact our effective tax rate. During the year, the liability for unrecognized tax benefits, excluding interest and penalties, decreased by $8.3 million. | ||||||||||||
A reconciliation of the beginning and ending balances of the liability for unrecognized tax benefits is as follows: | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance at July 1 | $ | 40,650 | $ | 39,309 | $ | 39,784 | ||||||
Increases related to tax positions in prior years | 996 | 1,169 | 2,216 | |||||||||
Decreases related to tax positions in prior years | (927 | ) | (4,732 | ) | (5,705 | ) | ||||||
Decreases related to settlements | — | (189 | ) | (86 | ) | |||||||
Decreases related to lapse in statute of limitations | (19,135 | ) | (2,387 | ) | (376 | ) | ||||||
Increases related to current year tax positions | 11,223 | 7,426 | 4,112 | |||||||||
Cumulative translation adjustment | (445 | ) | 54 | (636 | ) | |||||||
Balances at June 30 | $ | 32,362 | $ | 40,650 | $ | 39,309 | ||||||
The liability for the periods ended June 30, 2013 and 2012, respectively, may be reduced by $14.6 million and $12.6 million of deferred tax benefits that, if recognized, would have a favorable impact on our effective tax rate. There are no material balances that would result in adjustments to other tax accounts. | ||||||||||||
Interest and penalties related to unrecognized tax benefits are included in income tax expense. At June 30, 2014, we had cumulative accrued interest of $2.5 million and penalties of $0.1 million, totaling $2.6 million. At June 30, 2013, we had accrued interest of $6.7 million and penalties of $0.2 million, totaling $6.9 million. | ||||||||||||
Tax expense for the fiscal year ended June 30, 2014 includes an interest benefit of $2.7 million and a tax benefit for penalties of $0.1 million. Tax expense for the fiscal year ended June 30, 2013 includes interest expense of $0.9 million and a tax benefit for penalties of $0.1 million. Tax expense for the year ended June 30, 2012 includes an interest expense of $1.3 million and a tax benefit for penalties of $0.1 million. | ||||||||||||
It is reasonably possible that during the next 12 months the Company’s liability for uncertain tax positions may change by a significant amount. The Company may settle certain U.S. tax examinations or have lapses in statute of limitations for different amounts than the Company has accrued as uncertain tax positions. The Company may need to accrue and ultimately pay additional amounts for tax positions that previously met a more likely than not standard if such positions are not upheld. Conversely, the Company could settle positions with the tax authorities for amounts lower than have been accrued or extinguish a position through payment. The Company believes the outcomes which are reasonably possible within the next 12 months may result in a reduction in the liability for uncertain tax positions in the range of $5.1 million to $10.5 million, excluding interest and penalties. | ||||||||||||
The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. During fiscal year 2014 the Company recognized approximately $14.9 million of income tax benefits, including interest and penalties, due to U.S. Federal lapses in statute of limitations and income tax settlements. We are currently under examination by the U.S. Internal Revenue Service for the fiscal years 2012 and 2013. Beginning in fiscal 2014, we are audited by the U.S. Internal Revenue Service under the Compliance Assurance Process ("CAP"). Under CAP, the U.S. Internal Revenue Service works with large business taxpayers to identify and resolve issues prior to the filing of a tax return. As of June 30, 2014, the Company has not been advised of any material adjustments. We also have ongoing income tax examinations in certain states for tax years ranging from 2008 to 2011. The statute of limitations in certain states extends back to tax year 2002 as a result of changes to taxable income resulting from prior year federal tax examinations. A summary of the tax years that remain open to tax examination in our major tax jurisdictions are as follows: | ||||||||||||
Open Tax Years | ||||||||||||
(fiscal year ending in) | ||||||||||||
United States — federal | 2011 and forward | |||||||||||
United States — various states | 2002 and forward | |||||||||||
Canada — federal | 2006 and forward | |||||||||||
Germany | 2009 and forward | |||||||||||
The Netherlands | 2010 and forward | |||||||||||
United Kingdom | 2010 and forward |
Segment_Information
Segment Information | 12 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||||||
Segment Information | ' | |||||||||||||||||||||||
Segment Information | ||||||||||||||||||||||||
Towers Watson has four reportable operating segments or business areas: | ||||||||||||||||||||||||
• | Benefits | |||||||||||||||||||||||
• | Risk and Financial Services | |||||||||||||||||||||||
• | Talent and Rewards | |||||||||||||||||||||||
• | Exchange Solutions | |||||||||||||||||||||||
Towers Watson’s chief operating decision maker is the chief executive officer. It was determined that Towers Watson operational data used by the chief operating decision maker is that of the four reportable segments. Management bases strategic goals and decisions on these segments and the data presented below is used to assess the adequacy of strategic decisions, the method 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-bonus, pre-tax basis. Revenue on our consolidated statement of operations includes reimbursable expenses which are billable amounts that were directly incurred on behalf of our clients. Our revenue for our reportable segments shown in the table below is net of reimbursable expenses. | ||||||||||||||||||||||||
On January 23, 2014, Towers Watson announced plans to expand the Exchange Solutions segment by combining operations and associates primarily from portions of the TAS North America line of business with the Retiree & Access Exchanges and Liazon lines of business to better align their respective strategic goals. The restructuring took effect on July 1, 2014. We are still evaluating the impact of this restructuring to our operating segments and the related disclosures. | ||||||||||||||||||||||||
All statement of operations related items presented have been recast to exclude the operating results of our Brokerage business, which has been classified as discontinued operations. Balance sheet related items presented for prior periods include our Brokerage business. | ||||||||||||||||||||||||
The table below presents specified information about reported segments as of and for the fiscal year ended June 30, 2014: | ||||||||||||||||||||||||
Benefits | Risk and | Talent and | Exchange | Total | ||||||||||||||||||||
Financial Services | Rewards | Solutions | ||||||||||||||||||||||
Revenue (net of reimbursable expenses) | $ | 1,979,674 | $ | 638,437 | $ | 582,703 | $ | 169,975 | $ | 3,370,789 | ||||||||||||||
Net operating income | 619,117 | 148,448 | 119,287 | 32,731 | 919,583 | |||||||||||||||||||
Depreciation and amortization | 22,555 | 4,988 | 5,811 | 3,533 | 36,887 | |||||||||||||||||||
Receivables | 520,236 | 152,930 | 148,800 | 4,077 | 826,043 | |||||||||||||||||||
The table below presents specified information about reported segments as of and for the fiscal year ended June 30, 2013: | ||||||||||||||||||||||||
Benefits | Risk and | Talent and | Exchange | Total | ||||||||||||||||||||
Financial Services | Rewards | Solutions | ||||||||||||||||||||||
Revenue (net of reimbursable expenses) | $ | 1,994,458 | $ | 645,345 | $ | 573,336 | $ | 94,858 | $ | 3,307,997 | ||||||||||||||
Net operating income | 674,657 | 132,285 | 114,227 | 16,228 | 937,397 | |||||||||||||||||||
Depreciation and amortization | 23,990 | 6,459 | 7,842 | 1,876 | 40,167 | |||||||||||||||||||
Receivables | 507,078 | 164,926 | 147,656 | 708 | 820,368 | |||||||||||||||||||
The table below presents specified information about reported segments as of and for the fiscal year ended June 30, 2012: | ||||||||||||||||||||||||
Benefits | Risk and | Talent and | Exchange | Total | ||||||||||||||||||||
Financial Services | Rewards | Solutions | ||||||||||||||||||||||
Revenue (net of reimbursable expenses) | $ | 1,922,689 | $ | 655,917 | $ | 570,537 | $ | 3,617 | $ | 3,152,760 | ||||||||||||||
Net operating income (loss) | 646,418 | 167,214 | 113,608 | (714 | ) | 926,526 | ||||||||||||||||||
Depreciation and amortization | 23,219 | 6,995 | 7,401 | 99 | 37,714 | |||||||||||||||||||
Receivables | 548,629 | 185,950 | 140,575 | 619 | 875,773 | |||||||||||||||||||
A reconciliation of the information reported by segment to the consolidated amounts follows as of and for the fiscal years ended June 30 (in thousands): | ||||||||||||||||||||||||
Fiscal Year Ended June 30, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Revenue: | ||||||||||||||||||||||||
Total segment revenue | $ | 3,370,789 | $ | 3,307,997 | $ | 3,152,760 | ||||||||||||||||||
Reimbursable expenses and other | 111,123 | 124,518 | 105,138 | |||||||||||||||||||||
Revenue | $ | 3,481,912 | $ | 3,432,515 | $ | 3,257,898 | ||||||||||||||||||
Net Operating Income: | ||||||||||||||||||||||||
Total segment net operating income | 919,583 | 937,397 | 926,526 | |||||||||||||||||||||
Differences in allocation methods (1) | 19,298 | (12,832 | ) | (20,261 | ) | |||||||||||||||||||
Amortization of intangibles | (75,212 | ) | (76,963 | ) | (63,718 | ) | ||||||||||||||||||
Transaction and integration expenses | (1,049 | ) | (30,753 | ) | (86,130 | ) | ||||||||||||||||||
Stock-based compensation (2) | (11,285 | ) | (18,978 | ) | (40,251 | ) | ||||||||||||||||||
Discretionary compensation | (301,428 | ) | (324,370 | ) | (302,986 | ) | ||||||||||||||||||
Payroll tax on discretionary compensation | (17,484 | ) | (19,377 | ) | (17,479 | ) | ||||||||||||||||||
Change in accounting method for pension(3) | — | — | (2,963 | ) | ||||||||||||||||||||
Other, net | (37,915 | ) | (21,719 | ) | (29,033 | ) | ||||||||||||||||||
Income from operations | $ | 494,508 | $ | 432,405 | $ | 363,705 | ||||||||||||||||||
Depreciation and Amortization Expense: | ||||||||||||||||||||||||
Total segment expense | $ | 36,887 | $ | 40,167 | $ | 37,714 | ||||||||||||||||||
Intangible asset amortization, not allocated to segments | 75,212 | 76,963 | 63,718 | |||||||||||||||||||||
Information technology and other | 62,719 | 55,910 | 48,574 | |||||||||||||||||||||
Total depreciation and amortization expense | $ | 174,818 | $ | 173,040 | $ | 150,006 | ||||||||||||||||||
Receivables: | ||||||||||||||||||||||||
Total segment receivables — billed and unbilled (4) | $ | 826,043 | $ | 820,368 | $ | 875,773 | ||||||||||||||||||
Valuation differences and other | (4,810 | ) | 5,470 | 8,578 | ||||||||||||||||||||
Total billed and unbilled receivables | 821,233 | 825,838 | 884,351 | |||||||||||||||||||||
Assets not reported by segment | 4,806,553 | 4,506,239 | 4,472,627 | |||||||||||||||||||||
Total assets | $ | 5,627,786 | $ | 5,332,077 | $ | 5,356,978 | ||||||||||||||||||
-1 | Depreciation, general and administrative, pension, and medical costs are allocated to our segments based on budgeted expenses determined at the beginning of the fiscal year as management believes that these costs are largely uncontrollable to the segment. To the extent that the actual expense base upon which allocations are made differs from the forecast/budget amount, a reconciling item will be created between internally allocated expenses and the actual expense that we report for GAAP purposes. | |||||||||||||||||||||||
-2 | Stock-based compensation excludes RSUs granted in conjunction with our performance bonus, which are included in discretionary compensation. | |||||||||||||||||||||||
-3 | The Company had a net impact of $3.0 million during fiscal year 2012 as a result of the cumulative effect of the change in accounting method of $6.2 million offset by a reduction in net periodic cost of $3.2 million. | |||||||||||||||||||||||
-4 | Total segment receivables, which reflect the receivable balances used by management to make business decisions, are included for management reporting purposes. | |||||||||||||||||||||||
The following represents total revenue and long-lived assets information by geographic area as and for the fiscal years ended June 30: | ||||||||||||||||||||||||
Revenue | Long-Lived Assets | |||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||
North America | $ | 2,046,488 | $ | 1,972,981 | $ | 1,760,749 | $ | 2,484,019 | $ | 2,293,045 | $ | 2,263,592 | ||||||||||||
Europe | 1,162,888 | 1,161,973 | 1,205,519 | 1,211,700 | 1,193,188 | 1,110,367 | ||||||||||||||||||
Rest of World | 272,536 | 297,561 | 291,630 | 44,466 | 47,308 | 66,131 | ||||||||||||||||||
$ | 3,481,912 | $ | 3,432,515 | $ | 3,257,898 | $ | 3,740,185 | $ | 3,533,541 | $ | 3,440,090 | |||||||||||||
Revenue is based on the country of domicile for the legal entity that originated the revenue. Exclusive of the United States and the United Kingdom, revenue from no single country constituted more than 10% of consolidated revenue. Revenue from no single customer constituted more than one percent of consolidated revenue. |
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | ||||||||||||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||||||||||||||||||
Earnings Per Share | ' | ||||||||||||||||||||||||||||||||
Earnings Per Share | |||||||||||||||||||||||||||||||||
We present earnings per share (“EPS”) using the two-class method. This method addresses whether awards granted in share-based transactions are participating securities prior to vesting and therefore need to be included in the earning allocation in computing earnings per share using the two-class method. This method requires non-vested share-based payment awards that have non-forfeitable rights to dividends or dividend equivalents to be treated as a separate class of securities in calculating earnings per share. Our participating securities include non-vested restricted stock. On January 1, 2013, all remaining outstanding shares of this restricted stock vested and were converted to freely tradable shares of Towers Watson Class A common stock. See Note 14 for further information. The components of basic and diluted earnings per share are as follows: | |||||||||||||||||||||||||||||||||
Fiscal Year Ended June 30, | |||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||
Income | Shares | Per Share | Income | Shares | Per Share | Income | Shares | Per Share | |||||||||||||||||||||||||
Amount | Amount | Amount | |||||||||||||||||||||||||||||||
Basic EPS | |||||||||||||||||||||||||||||||||
Income from continuing operations | $ | 360,257 | $ | 292,010 | $ | 237,578 | |||||||||||||||||||||||||||
Less: Income/(loss) attributable to non-controlling interests | 7,014 | (3,160 | ) | 263 | |||||||||||||||||||||||||||||
Income from continuing operations attributable to common stockholders | $ | 353,243 | $ | 295,170 | $ | 237,315 | |||||||||||||||||||||||||||
Less: Income allocated to participating securities | — | 3,289 | 8,206 | ||||||||||||||||||||||||||||||
Income from continuing operations attributable to common stockholders | 353,243 | 70,587 | $ | 5 | 291,881 | 70,312 | $ | 4.15 | 229,109 | 69,944 | $ | 3.28 | |||||||||||||||||||||
Diluted EPS | |||||||||||||||||||||||||||||||||
Share-based compensation awards | — | 368 | — | 405 | — | 320 | |||||||||||||||||||||||||||
Income available to common stockholders | $ | 353,243 | 70,955 | $ | 4.98 | $ | 291,881 | 70,717 | $ | 4.13 | $ | 229,109 | 70,264 | $ | 3.27 | ||||||||||||||||||
Unaudited_Quarterly_Financial_
Unaudited Quarterly Financial Data | 12 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | |||||||||||||||
Unaudited Quarterly Financial Data | ' | |||||||||||||||
Unaudited Quarterly Financial Data | ||||||||||||||||
Summarized quarterly financial data for results from continuing operations for the years ended June 30, 2014 and 2013 are as follows (in thousands, except per share amounts): | ||||||||||||||||
2014 Quarter Ended | ||||||||||||||||
September 30 | December 31 | March 31 | June 30 | |||||||||||||
Revenue | $ | 809,939 | $ | 888,155 | $ | 904,833 | $ | 878,985 | ||||||||
Income from operations | 102,421 | 128,426 | 138,423 | 125,238 | ||||||||||||
Income from continuing operations before income taxes | 100,552 | 132,611 | 141,144 | 124,199 | ||||||||||||
Net income attributable to common stockholders | 88,214 | 86,188 | 102,506 | 82,392 | ||||||||||||
Earnings per share (attributable to common stockholders): | ||||||||||||||||
Net income, basic | $ | 1.21 | $ | 1.22 | $ | 1.4 | $ | 1.17 | ||||||||
Net income, diluted | $ | 1.21 | $ | 1.21 | $ | 1.39 | $ | 1.17 | ||||||||
2013 Quarter Ended | ||||||||||||||||
September 30 | December 31 | 31-Mar | 30-Jun | |||||||||||||
Revenue | $ | 793,235 | $ | 911,021 | $ | 892,977 | $ | 835,282 | ||||||||
Income from operations | 79,274 | 114,419 | 121,257 | 117,455 | ||||||||||||
Income from continuing operations before income taxes | 79,309 | 114,321 | 118,399 | 116,972 | ||||||||||||
Net income attributable to common stockholders | 58,727 | 82,290 | 94,916 | 82,879 | ||||||||||||
Earnings per share (attributable to common stockholders): | ||||||||||||||||
Net income, basic | $ | 0.73 | $ | 1.12 | $ | 1.18 | $ | 1.13 | ||||||||
Net income, diluted | $ | 0.72 | $ | 1.11 | $ | 1.17 | $ | 1.12 | ||||||||
The accompanying unaudited quarterly financial data has been prepared in accordance with generally accepted accounting principles in the United States for interim financial information and with Item 302 of Regulation S-K. In our opinion, all adjustments considered necessary for a fair statement have been made and were of a normal recurring nature. |
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts and Reserves | 12 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | ' | |||||||||||||||||||
Schedule II - Valuation and Qualifying Accounts and Reserves | ' | |||||||||||||||||||
Schedule II | ||||||||||||||||||||
Valuation and Qualifying Accounts and Reserves | ||||||||||||||||||||
(Thousands of U.S. Dollars) | ||||||||||||||||||||
Description | Balance | Additions | Additions | Deductions | Balance | |||||||||||||||
at | Charged | Charged | at | |||||||||||||||||
Beginning | Against | to | End of | |||||||||||||||||
of | (Credited | Other | Year | |||||||||||||||||
Year | to) | Accounts | ||||||||||||||||||
Revenue | ||||||||||||||||||||
Year Ended June 30, 2014 | ||||||||||||||||||||
Allowance for uncollectible accounts | $ | 12,768 | $ | 4,792 | $ | — | $ | (9,485 | ) | $ | 8,075 | |||||||||
Allowance for unbillable accounts | 10,283 | (1,170 | ) | — | — | 9,113 | ||||||||||||||
Valuation allowance for deferred tax assets | 33,420 | — | 10,362 | (13,763 | ) | 30,019 | ||||||||||||||
Year Ended June 30, 2013 | ||||||||||||||||||||
Allowance for uncollectible accounts | $ | 20,871 | $ | 8,351 | $ | — | $ | (16,454 | ) | $ | 12,768 | |||||||||
Allowance for unbillable accounts | 19,891 | (9,608 | ) | — | — | 10,283 | ||||||||||||||
Valuation allowance for deferred tax assets | 40,046 | — | 8,552 | (15,178 | ) | 33,420 | ||||||||||||||
Year Ended June 30, 2012 | ||||||||||||||||||||
Allowance for uncollectible accounts | $ | 12,636 | $ | 21,722 | $ | — | $ | (13,487 | ) | $ | 20,871 | |||||||||
Allowance for unbillable accounts | 16,723 | 3,168 | — | — | 19,891 | |||||||||||||||
Valuation allowance for deferred tax assets | 62,454 | — | 4,655 | (27,063 | ) | 40,046 | ||||||||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Nature of the Business | ' |
Nature of the Business — Towers Watson & Co. (referred herein as “Towers Watson”, the “Company” or “we”) is a leading global professional services company that helps organizations improve performance through effective people, risk and financial management. We offer solutions in the areas of employee benefits, talent management, rewards, risk and capital management and healthcare exchanges for both retirees and active employees. Our fiscal year ends on June 30th. | |
Principles of Consolidation | ' |
Merger — Towers Watson was formed on January 1, 2010, from the merger (the “Merger”) of Towers, Perrin, Forster & Crosby, Inc. (“Towers Perrin”) and Watson Wyatt Worldwide, Inc. (“Watson Wyatt”), two leading professional services firms that traced their roots back more than 100 years. | |
Principles of Consolidation — Our consolidated financial statements include our accounts and those of our majority-owned and controlled subsidiaries after elimination of intercompany accounts and transactions. Investments in affiliated companies over which we have the ability to exercise significant influence are accounted for using the equity method. | |
We determine whether we have a controlling financial interest in an entity by first evaluating whether the entity is a voting interest entity or a variable interest entity (“VIE”). | |
Variable interest entities are entities that lack one or more of the characteristics of a voting interest entity and therefore require a different approach in determining which party involved with the VIE should consolidate the entity. With a VIE, either the entity does not have sufficient equity at risk to finance its activities without additional subordinated financial support from other parties or the entity has equity investors that do not have the ability to make significant decisions relating to the entity’s operations through voting rights. The entity that has a controlling financial interest in a VIE is referred to as the primary beneficiary and is required to consolidate the VIE. | |
Voting interest entities are entities that have sufficient equity and provide equity investors voting rights that give them the power to make significant decisions relating to the entity’s operations. The usual condition for a controlling financial interest in a voting interest entity is ownership of a majority voting interest. Accordingly, we consolidate our voting interest entity investments in which we hold, directly or indirectly, more than 50% of the voting rights. | |
Use of Estimates | ' |
Use of Estimates — The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Our estimates, judgments and assumptions are continually evaluated based on available information and experience. Because of the use of estimates inherent in the financial reporting process, actual results could differ from those estimates. Estimates are used when accounting for revenue recognition, allowances for billed and unbilled receivables from clients, discretionary compensation, income taxes, pension and post-retirement assumptions, incurred but not reported claims, legal reserves and goodwill and intangible assets. | |
Cash and Cash Equivalents | ' |
Cash and Cash Equivalents — We consider all instruments that are readily convertible to known amounts of cash and with original maturities of 90 days or less (calculated from the trade date to maturity date) to be cash equivalents. We consider Term deposits and certificates of deposits with original maturities 90 days or less to be cash equivalents. Term deposits and certificates of deposits with original maturities greater than 90 days are considered to be short-term investments. | |
Fiduciary Assets and Liabilities | ' |
Fiduciary assets and liabilities — Certain of our health and welfare benefits administration outsourcing agreements require us to hold funds on behalf of clients to pay obligations on their behalf. These amounts are included in fiduciary assets and fiduciary liabilities on the consolidated balance sheets. | |
Investments | ' |
Investments — Our investments are classified at the time of purchase as either available-for-sale or held-to-maturity, and reassessed as of each balance sheet date. Held-to-maturity securities are recorded at amortized cost. The carrying value of our held-to-maturity securities approximates fair value, due to the short-term nature of our investments of less than 12 months. Held-to-maturity securities are classified as short-term investments. Available-for-sale securities are marked-to-market based on prices provided by our investment advisors. Available-for-sale securities are classified as either short-term or long-term based on management’s intention of when to sell the securities or maturity date, if applicable. | |
Receivables from Clients | ' |
Receivables from Clients — Billed receivables from clients are presented at their billed amount less an allowance for doubtful accounts. Billed receivables also include amounts due to us for commissions on premiums currently due from our clients to the reinsurers but uncollected by us as of the balance sheet date. Unbilled receivables are stated at net realizable value less an allowance for unbillable amounts. | |
Revenue Recognition | ' |
Revenue Recognition — We recognize revenue when it is earned and realized or realizable as demonstrated by persuasive evidence of an arrangement with a client, a fixed or determinable price, services have been rendered or products delivered or available for use, and collectability is reasonably assured. | |
The majority of our revenue consists of fees earned from providing consulting services. We recognize revenue from these consulting engagements when hours are worked, either on a time-and-expense basis or on a fixed-fee basis, depending on the terms and conditions defined at the inception of an engagement with a client. We have engagement letters with our clients that specify the terms and conditions upon which the engagements are based. These terms and conditions can only be changed upon agreement by both parties. Individual associates’ billing rates are principally based on a multiple of salary and compensation costs. | |
Revenue for fixed-fee arrangements is based upon the proportional performance method. We typically have three types of fixed-fee arrangements: annual recurring projects, projects of a short duration, and non-recurring system projects. Annual recurring projects and the projects of short duration are typically straightforward and highly predictable in nature. As a result, the project manager and financial staff are able to identify, as the project status is reviewed and bills are prepared monthly, the occasions when cost overruns could lead to the recording of a loss accrual. | |
We have non-recurring system projects that are longer in duration and subject to more changes in scope as the project progresses. We evaluate at least quarterly, and more often as needed, project managers’ estimates-to-complete to assure that the projects’ current statuses are accounted for properly. Certain software contracts generally provide that if the client terminates a contract, we are entitled to payment for services performed through termination. | |
Revenue recognition for fixed-fee engagements is affected by a number of factors that change the estimated amount of work required to complete the project such as changes in scope, the staffing on the engagement and/or the level of client participation. The periodic engagement evaluations require us to make judgments and estimates regarding the overall profitability and stage of project completion that, in turn, affect how we recognize revenue. We recognize a loss on an engagement when estimated revenue to be received for that engagement is less than the total estimated costs associated with the engagement. Losses are recognized in the period in which the loss becomes probable and the amount of the loss is reasonably estimable. We have experienced certain costs in excess of estimates from time to time. Management believes it is rare, however, for these excess costs to result in overall project losses. | |
We have developed various software programs and technologies that we provide to clients in connection with consulting services. In most instances, such software is hosted and maintained by us and ownership of the technology and rights to the related code remain with us. We defer costs for software developed to be utilized in providing services to a client, but for which the client does not have the contractual right to take possession, during the implementation stage. We recognize these deferred costs from the go live date, signaling the end of the implementation stage, until the end of the initial term of the contract with the client. We determined that the system implementation and customized ongoing administrative services are one combined service. Revenue is recognized over the service period, after the go live date, in proportion to the services performed. As a result, we do not recognize revenue during the implementation phase of an engagement. | |
We deliver software under arrangements with clients that take possession of our software. The maintenance associated with the initial software fees is a fixed percentage which enables us to determine the stand-alone value of the delivered software separate from the maintenance. We recognize the initial software fees as software is delivered to the client and we recognize the maintenance ratably over the contract period based on each element’s relative fair value. For software arrangements in which initial fees are received in connection with mandatory maintenance for the initial software license to remain active, we determined that the initial maintenance period is substantive. Therefore, we recognize the fees for the initial license and maintenance bundle ratably over the initial contract term, which is generally one year. Each subsequent renewal fee is recognized ratably over the contractually stated renewal period. | |
We collect, analyze and compile data in the form of surveys for our clients who have the option of participating in the survey. The surveys are published online via a web tool which provides simplistic functionality. We have determined that the web tool is inconsequential to the overall arrangement. We record the survey revenue when the results are delivered online and made available to our clients that have a contractual right to the data, including the ability to download and manipulate the data. If the data is updated more frequently than annually, we recognize the survey revenue ratably over the contractually stated period. | |
Prior to the sale of our reinsurance brokerage business in November, 2013 (see Note 2 for further discussion), in our capacity as a reinsurance broker, we collected premiums from our reinsurance clients and, after deducting our brokerage commissions, we remitted the premiums to the respective reinsurance underwriters on behalf of our reinsurance clients. In general, compensation for reinsurance brokerage services was earned on a commission basis. Commissions were calculated as a percentage of a reinsurance premium as stipulated in the reinsurance contracts with our clients and reinsurers. We recognized brokerage services revenue on the later of the contract’s inception or billing date as fees became known or as our services were provided for premium processing. In addition, we held cash needed to settle amounts due reinsurers or our reinsurance clients, net of any commissions due to us, pending remittance to the ultimate recipient. We were permitted to invest these funds in high quality liquid instruments. | |
As an insurance exchange, we generate revenue from commission paid to us by insurance carriers for health insurance policies issued through our enrollment services. Under our contracts with insurance carriers, once an application has been accepted by an insurance carrier and a policy has been issued, we will receive commission payments from the policy effective date until the end of the annual policy period as long as the policy is not cancelled by the insured or the carrier. We defer upfront fees and recognize revenue ratably from the policy effective date over the policy period, generally one year. The commission fee per policy placed with a carrier could vary by whether the insured was previously a Medicare participant and whether the policy is in its first or subsequent year. Due to the uncertainty of the commission fee per policy, we do not recognize revenue until the policy is accepted by the carrier, the policy is effective and a communication is received from the carrier of the fee per insured. As the commission fee is cancellable on a pro rata basis related to the underlying insurance policy which we are not party to, we recognize the commission fee ratably over the policy period. Our carrier contracts entitle us to receive commission fees per policy for the life of the policy unless limited by legislation or cancelled by the carrier or insured. As a result, the majority of the revenue is recurring in nature and grows in direct proportion to the number of new policies added each year. | |
Revenue recognized in excess of billings is recorded as unbilled accounts receivable. Cash collections in excess of revenue recognized are recorded as deferred revenue until the revenue recognition criteria are met. Client reimbursable expenses, including those relating to travel, other out-of-pocket expenses and any third-party costs, are included in revenue, and an equivalent amount of reimbursable expenses are included in professional and subcontracted services as a cost of revenue. | |
Income Taxes | ' |
Income Taxes — We account for income taxes in accordance with Accounting Standards Codification (“ASC”) 740, Income Taxes, which prescribes the use of the asset and liability approach to the recognition of deferred tax assets and liabilities related to the expected future tax consequences of events that have been recognized in our financial statements or income tax returns. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Valuation allowances are established, when necessary, to reduce deferred tax assets when it is more likely than not that a portion or all of a given deferred tax asset will not be realized. In accordance with ASC 740, income tax expense includes (i) deferred tax expense, which generally represents the net change in the deferred tax asset or liability balance during the year plus any change in valuation allowances and (ii) current tax expense, which represents the amount of tax currently payable to or receivable from a taxing authority plus amounts accrued for expected tax contingencies (including both tax penalties and interest). ASC 740-10 prescribes a recognition threshold of more-likely-than-not, and a measurement attribute for all tax positions taken or expected to be taken on a tax return, in order for those positions to be recognized in the financial statements. We continually review tax laws, regulations and related guidance in order to properly record any uncertain tax liability positions. We adjust these reserves in light of changing facts and circumstances, such as the outcome of tax audits. | |
Foreign Currency | ' |
Foreign Currency — Gains and losses on foreign currency transactions, including settlement of intercompany receivables and payables, are recognized currently in the general and administrative expenses line of our consolidated statements of operations. Foreign currency transactions resulted in losses of $7.0 million, $0.8 million and $1.1 million in fiscal years 2014, 2013 and 2012, respectively. Assets and liabilities of our subsidiaries outside the United States are translated into the reporting currency, the U.S. dollar, based on exchange rates at the balance sheet date. Revenue and expenses of our subsidiaries outside the United States are translated into U.S. dollars at weighted average exchange rates. Gains and losses on translation of our equity interests in our subsidiaries outside the United States and on intercompany notes are reported separately as accumulated other comprehensive income within stockholders’ equity in the consolidated balance sheets, since we do not plan or anticipate settlement of such balances in the foreseeable future. | |
Fair Value of Financial Instruments | ' |
Fair Value of Financial Instruments — The carrying amount of our cash and cash equivalents, receivables from clients, notes and accounts payable approximates fair value because of the short maturity and liquidity of those instruments. The investments are available-for-sale securities held at estimated fair value with maturities of less than two years. The term loan and revolving credit facility include variable interest rates that approximate market rates and as such, we consider its carrying amount to approximate fair value. Refer to Note 11 for the significant terms of these agreements. | |
Fair Value Measurement | ' |
Fair Value Measurement — Financial assets and liabilities recorded in the accompanying consolidated balance sheets are categorized based on the inputs in the valuation techniques as follows: | |
Level 1 — Financial assets and liabilities whose values are based on quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. | |
Level 2 — Financial assets and liabilities whose values are based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. | |
Level 3 — Financial assets and liabilities whose values are based on unobservable inputs for the asset or liability. | |
Derivatives | ' |
Derivatives — All derivative instruments are recognized in the accompanying consolidated balance sheets at fair value. Derivative instruments with a positive fair value are reported in other current assets and derivative instruments with a negative fair value are reported in other current liabilities in the accompanying consolidated balance sheet. Changes in the fair value of derivative instruments are recognized immediately in general and administrative expenses, unless the derivative is designated as a hedge and qualifies for hedge accounting. | |
There are three hedging relationships where a derivative (hedging instrument) may qualify for hedge accounting: (1) a hedge of the change in fair value of a recognized asset or liability or firm commitment (fair value hedge), (2) a hedge of the variability in cash flows from forecasted transactions (cash flow hedge), and (3) a hedge of the variability caused by changes in foreign currency exchange rates (foreign currency hedge). Under hedge accounting, recognition of derivative gains and losses can be matched in the same period with that of the hedged exposure and thereby minimize earnings volatility. If the underlying risk is recognized in the balance sheet and offsetting the gain / losses in the derivative, we consider the derivative transaction to be an “economic hedge” and changes in the fair value of the derivative are recognized immediately in general and administrative expenses. At June 30, 2014, we had entered into foreign currency cash flow hedges and economic hedges. | |
In order for a derivative to qualify for hedge accounting, the derivative must be formally designated as a fair value, cash flow, or a foreign currency hedge by documenting the relationship between the derivative and the hedged item. Additionally, the hedge relationship must be expected to be highly effective at offsetting changes in either the fair value or cash flows of the hedged item at both inception of the hedge and on an ongoing basis. We assess the ongoing effectiveness of our hedges and measure and record hedge ineffectiveness, if any, at the end of each quarter. | |
For a cash flow hedge, the effective portion of the change in fair value of a hedging instrument is recognized in other comprehensive income, as a component of shareholders’ equity, and subsequently reclassified to general and administrative expenses. The ineffective portion of a cash flow hedge is recognized immediately in general and administrative expenses. | |
We discontinue hedge accounting prospectively when (1)the derivative expires or is sold, terminated, or exercised, (2) we determine that the hedging transaction is no longer highly effective, (3) a hedged forecasted transaction is no longer probable of occurring in the time period described in the hedge documentation, (4)the hedged item matures or is sold, or (5)management elects to discontinue hedge accounting voluntarily. | |
When hedge accounting is discontinued because the derivative no longer qualifies as a cash flow hedge we continue to carry the derivative in the accompanying consolidated balance sheet at its fair value, recognize subsequent changes in the fair value of the derivative in current-period general and administrative expenses, and continue to defer the derivative gain or loss in other comprehensive income or loss until the hedged forecasted transaction affects expenses. If the hedged forecasted transaction is not likely to occur in the time period described in the hedge documentation or within a two month period of time thereafter, the deferred derivative gain or loss is reclassified immediately to general and administrative expenses. | |
Concentration of Credit Risk | ' |
Concentration of Credit Risk — Financial instruments that potentially subject us to concentrations of credit risk consist principally of certain cash and cash equivalents, fixed income securities, and receivables from clients. We invest our excess cash in financial instruments that are primarily rated in the highest short-term rating category by major rating agencies. Concentrations of credit risk with respect to receivables from clients are limited due to our large number of clients and their dispersion across many industries and geographic regions. | |
Incurred But Not Reported (IBNR) Claims | ' |
Incurred But Not Reported (IBNR) Claims — We accrue for IBNR professional liability claims that are probable and estimable. We use actuarial assumptions to estimate and record a liability for IBNR professional liability claims. Our estimated IBNR liability is based on long-term trends and averages, and considers a number of factors, including changes in claim reporting patterns, claim settlement patterns, judicial decisions, and legislation and economic decisions, but excludes the effect of claims data for large cases due to the insufficiency of actual experience with such cases. Our estimated IBNR liability will fluctuate if claims experience changes over time. As of June 30, 2014 we had a $173.8 million IBNR liability, net of estimated IBNR recoverable receivables of our captive insurance companies. This net liability decreased from $174.3 million as of June 30, 2013. To the extent our captive insurance companies, PCIC and SMIC, expect losses to be covered by a third party, they record a receivable for the amount expected to be recovered. This receivable is classified in other current or other noncurrent assets in our consolidated balance sheet. | |
Stock-based Compensation | ' |
Stock-based Compensation — We compensate our directors, executive officers and other select associates with incentive stock-based compensation plans. When granted, awards are governed by the Towers Watson & Co. 2009 Long Term Incentive Plan, which provides for the awards to be valued at their grant date fair value. We record non-cash stock-based compensation on a graded vesting methodology over the expected term of the awards, generally three years. Graded vesting expense methodology assumes that the equity awards are issued to participants in equal amounts of shares that vest over one year, two years and three years giving the effect of more expense in the first year than the second and third. Our equity awards are settled in Towers Watson Class A common stock. | |
Earnings per Share ("EPS") | ' |
Earnings per Share (“EPS”) — We present EPS using the two-class method which discloses the portion of net income attributable to controlling interests and basic and diluted shares are available for common stockholders separate from participating security holders. Our Restricted Class A shares issued in the Merger were classified as participating securities because of their voting and dividend rights. These non-vested restricted shares were fully vested as of January 1, 2013 and converted to Towers Watson Class A common stock. | |
Goodwill and Intangible Assets | ' |
Goodwill and Intangible Assets — In applying the acquisition method of accounting for business combinations, amounts assigned to identifiable assets and liabilities acquired were based on estimated fair values as of the date of acquisition, with the remainder recorded as goodwill. Intangible assets are initially valued at fair value using generally accepted valuation methods appropriate for the type of intangible asset. Intangible assets with definite lives are amortized over their estimated useful lives and are reviewed for impairment if indicators of impairment arise. Intangible assets with indefinite lives are tested for impairment annually as of April 1, and whenever indicators of impairment exist. The fair value of the intangible assets is compared with their carrying value and an impairment loss would be recognized for the amount by which the carrying amount exceeds the fair value. Goodwill is tested for impairment annually as of April 1, and whenever indicators of impairment exist. Goodwill is tested at the reporting unit level which is one level below our operating segments. The Company had ten reporting units on April 1, 2014. | |
During fiscal 2014, the Company performed Step 1 of the two-step impairment test for all reporting units in order to update the estimated fair value for all reporting units. The fair value for all reporting units exceeded the carrying value. To perform this test, we used Level 3 valuation techniques to estimate the fair value of a reporting unit that fall under income or market approaches. Under the discounted cash flow method, an income approach, the business enterprise value is determined by discounting to present value the terminal value which is calculated using debt-free after-tax cash flows for a finite period of years. Key estimates in this approach were internal financial projection estimates prepared by management, business risk, and expected rate of return on capital. The guideline company method, a market approach, develops valuation multiples by comparing our reporting units to similar publicly traded companies. Key estimates and selection of valuation multiples rely on the selection of similar companies, obtaining estimates of forecasted revenue and EBITDA estimates for the similar companies and selection of valuation multiples as they apply to the reporting unit characteristics. Under the similar transactions method, a market approach, actual transaction prices and operating data from companies deemed reasonably similar to the reporting units is used to develop valuation multiples as an indication of how much a knowledgeable investor in the marketplace would be willing to pay for the business units. | |
If the Company was required to perform Step 2, we would determine the implied fair value of the reporting unit used in Step 1 to all the assets and liabilities of that reporting unit (including any recognized or unrecognized intangible assets) as if the reporting unit had been acquired in a business combination. Then the implied fair value of goodwill would be compared to the carrying amount of goodwill to determine if goodwill is impaired. | |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
Not yet adopted | |
On June 7, 2013, the FASB issued ASU 2013-8, “Financial Services – Investment Companies (Topic 946): Amendments to the Scope, Measurement, and Disclosure Requirements,” which amends the criteria an entity would need to meet to qualify as an investment company under ASC 946. The ASU (1) introduces new disclosure requirements that apply to all investment companies and (2) amends the measurement criteria for certain interests in other investment companies. The ASU also amends the requirements in ASC 810 related to qualifying for the “investment-company deferral” in ASU 2010-10 as well as the requirements in ASC 820 related to qualifying for the “net asset value practical expedient” in ASU 2009-12. We manage certain funds that are considered variable interest entities and for which our management fee is considered a variable interest. These funds qualify for the “investment-company deferral” in ASU 2010-10 and therefore are subject to the consolidation guidance prior to the issuance of ASU 2009-17. The ASU is effective for interim and annual periods that begin after December 15, 2013, and early adoption is prohibited. The Company is currently evaluating whether these funds will continue to qualify for the “investment-company deferral” based on the amended investment company criteria proscribed by ASU 2013-8. | |
On May 28, 2014, the FASB and IASB issued their final standard on revenue from contracts with customers. The standard, issued as ASU 2014-09 by the FASB, outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. The core principle of the revenue model is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU applies to all contracts with customers except those that are within the scope of other topics in the FASB Accounting Standards Codification. Compared with current U.S. GAAP, the ASU also requires significantly expanded disclosures about revenue recognition. The ASU is effective for interim and annual reporting periods that begin after December 15, 2016 and early adoption is prohibited. The Company is currently evaluating the impact of adopting this provision. |
Acquisitions_and_Divestitures_
Acquisitions and Divestitures (Tables) | 12 Months Ended | |||||||||||
Jun. 30, 2014 | ||||||||||||
Business Combinations [Abstract] | ' | |||||||||||
Schedule of discontinued operations | ' | |||||||||||
The following selected financial information relates to the Brokerage business’s operations for the fiscal years ended June 30, 2014, 2013 and 2012, respectively: | ||||||||||||
Fiscal Year Ended, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Revenue from discontinued operations | $ | 63,762 | $ | 164,270 | $ | 159,839 | ||||||
Income from discontinued operations before taxes | 21,308 | 39,203 | $ | 36,211 | ||||||||
Tax expense on discontinued operations | 7,522 | 15,561 | $ | 13,313 | ||||||||
Net income from discontinued operations | 13,786 | 23,642 | 22,898 | |||||||||
Gain from sale of discontinued operations | 23,951 | — | — | |||||||||
Tax expense on gain from sale of discontinued operations | 31,680 | — | — | |||||||||
Net loss from sale of discontinued operations | (7,729 | ) | — | — | ||||||||
Total net income from discontinued operations | $ | 6,057 | $ | 23,642 | $ | 22,898 | ||||||
Investments_Tables
Investments (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | |||||||||||||||||||||||||||||||
Schedule of available-for-sale securities | ' | |||||||||||||||||||||||||||||||
Additional information on the Company's investments is provided in the following table as of June 30, 2014 and 2013: | ||||||||||||||||||||||||||||||||
As of June 30, 2014 | As of June 30, 2013 | |||||||||||||||||||||||||||||||
Amortized | Unrealized | Unrealized | Estimated | Amortized | Unrealized | Unrealized | Estimated | |||||||||||||||||||||||||
Cost | Gains | Losses | Fair Value | Cost | Gains | Losses | Fair Value | |||||||||||||||||||||||||
Short Term Investments: | ||||||||||||||||||||||||||||||||
Held-to-maturity: | ||||||||||||||||||||||||||||||||
Term deposits & Certificates of deposits | $ | 107,556 | $ | — | $ | — | $ | 107,556 | $ | — | $ | — | $ | — | $ | — | ||||||||||||||||
Available-for-sale: | ||||||||||||||||||||||||||||||||
Fixed income securities | — | — | — | — | 56,602 | 15 | (2 | ) | 56,615 | |||||||||||||||||||||||
Equity securities | 126 | 7 | (3 | ) | 130 | 31 | — | (1 | ) | 30 | ||||||||||||||||||||||
Mutual funds and exchange-traded funds | 15,033 | 42 | — | 15,075 | — | — | — | — | ||||||||||||||||||||||||
Total Short-term Investments: | 122,715 | 49 | (3 | ) | 122,761 | 56,633 | 15 | (3 | ) | 56,645 | ||||||||||||||||||||||
Other Investments: | ||||||||||||||||||||||||||||||||
Available-for-sale: | ||||||||||||||||||||||||||||||||
Equity Securities | — | — | — | — | 822 | 476 | — | 1,298 | ||||||||||||||||||||||||
Mutual funds and exchange-traded funds | 42,147 | 451 | — | 42,598 | 26,666 | 14 | (97 | ) | 26,583 | |||||||||||||||||||||||
Total other Investments in Other Assets | $ | 42,147 | $ | 451 | $ | — | $ | 42,598 | $ | 27,488 | $ | 490 | $ | (97 | ) | $ | 27,881 | |||||||||||||||
Fixed_Assets_Tables
Fixed Assets (Tables) | 12 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Components Fixed Assets | ' | |||||||
The components of fixed assets are as follows: | ||||||||
June 30, | ||||||||
2014 | 2013 | |||||||
Furniture, fixtures and equipment | $ | 205,598 | $ | 207,667 | ||||
Computer software, excluding internally developed software | 192,206 | 161,382 | ||||||
Internally developed software | 165,695 | 123,943 | ||||||
Leasehold improvements | 207,126 | 187,537 | ||||||
770,625 | 680,529 | |||||||
Less: accumulated depreciation and amortization | (396,181 | ) | (333,614 | ) | ||||
Fixed assets, net | $ | 374,444 | $ | 346,915 | ||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 12 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Schedule of goodwill | ' | |||||||||||||||||||||||
The components of goodwill and intangible assets are outlined below for the fiscal years ended June 30, 2014 and 2013: | ||||||||||||||||||||||||
Benefits | Risk and | Talent and | Exchange | All Other | Total | |||||||||||||||||||
Financial | Rewards | Solutions | ||||||||||||||||||||||
Services | ||||||||||||||||||||||||
Balance as of June 30, 2012 | $ | 1,253,255 | $ | 545,862 | $ | 111,212 | $ | 341,012 | $ | 1,214 | $ | 2,252,555 | ||||||||||||
Goodwill acquired | — | 2,480 | — | 437 | — | 2,917 | ||||||||||||||||||
Translation adjustment | (19,983 | ) | (14,192 | ) | (2,362 | ) | — | — | (36,537 | ) | ||||||||||||||
Balance as of June 30, 2013 | $ | 1,233,272 | $ | 534,150 | $ | 108,850 | $ | 341,449 | $ | 1,214 | $ | 2,218,935 | ||||||||||||
Goodwill acquired | — | — | — | 174,195 | — | 174,195 | ||||||||||||||||||
Goodwill related to disposals | — | (167,822 | ) | — | — | — | (167,822 | ) | ||||||||||||||||
Translation adjustment | 57,517 | 25,221 | 5,012 | — | — | 87,750 | ||||||||||||||||||
Balance as of June 30, 2014 | $ | 1,290,789 | $ | 391,549 | $ | 113,862 | $ | 515,644 | $ | 1,214 | $ | 2,313,058 | ||||||||||||
Schedule of changes in finite-lived intangible assets by major class | ' | |||||||||||||||||||||||
The following table reflects changes in the net carrying amount of the components of finite-lived intangible assets for the fiscal years ended June 30, 2014 and 2013: | ||||||||||||||||||||||||
Trademark & | Customer | Core/ | Favorable | Total | ||||||||||||||||||||
trade name | related | developed | lease | |||||||||||||||||||||
intangible | technology | agreements | ||||||||||||||||||||||
Balance as of June 30, 2012 | $ | — | $ | 289,521 | $ | 103,289 | $ | 4,554 | $ | 397,364 | ||||||||||||||
Intangible assets acquired | — | 3,923 | — | — | 3,923 | |||||||||||||||||||
Amortization | — | (45,435 | ) | (33,475 | ) | (972 | ) | (79,882 | ) | |||||||||||||||
Translation adjustment | — | (1,762 | ) | (299 | ) | (17 | ) | (2,078 | ) | |||||||||||||||
Balance as of June 30, 2013 | — | 246,247 | 69,515 | 3,565 | 319,327 | |||||||||||||||||||
Intangible assets acquired | 150 | 600 | 34,300 | — | 35,050 | |||||||||||||||||||
Intangible assets related to disposal | — | (8,254 | ) | — | — | (8,254 | ) | |||||||||||||||||
Amortization | (150 | ) | (46,907 | ) | (28,875 | ) | (947 | ) | (76,879 | ) | ||||||||||||||
Translation adjustment | — | 7,169 | 887 | (1 | ) | 8,055 | ||||||||||||||||||
Balance as of June 30, 2014 | $ | — | $ | 198,855 | $ | 75,827 | $ | 2,617 | $ | 277,299 | ||||||||||||||
Schedule of finite-lived intangible assets by major class | ' | |||||||||||||||||||||||
The following table reflects the weighted average remaining life and carrying value of finite-lived intangible assets and liabilities as of June 30, 2014 and 2013: | ||||||||||||||||||||||||
Fiscal Year 2014 | Fiscal Year 2013 | |||||||||||||||||||||||
Gross | Accumulated | Weighted | Gross | Accumulated | Weighted | |||||||||||||||||||
Carrying | Amortization | Average | Carrying | Amortization | Average | |||||||||||||||||||
Amount | Remaining | Amount | Remaining | |||||||||||||||||||||
Life | Life | |||||||||||||||||||||||
Finite-lived intangible assets and liabilities: | ||||||||||||||||||||||||
Trademark and trade name | $ | 520 | 520 | — | $ | 370 | $ | 370 | — | |||||||||||||||
Customer related intangibles | 391,201 | 192,346 | 5.6 | 390,027 | 143,780 | 6.6 | ||||||||||||||||||
Core/developed technology | 175,948 | 100,121 | 4.1 | 164,762 | 95,247 | 3.8 | ||||||||||||||||||
Favorable lease agreements | 6,488 | 3,871 | 3.6 | 6,496 | 2,931 | 4.4 | ||||||||||||||||||
Total finite-lived intangible assets | $ | 574,157 | $ | 296,858 | $ | 561,655 | $ | 242,328 | ||||||||||||||||
Unfavorable lease agreements | 24,818 | 14,588 | 3.9 | 25,591 | 12,122 | 4.7 | ||||||||||||||||||
Total finite-lived intangible liabilities | $ | 24,818 | $ | 14,588 | $ | 25,591 | $ | 12,122 | ||||||||||||||||
Schedule of rent offset, future amortization | ' | |||||||||||||||||||||||
The following table reflects: | ||||||||||||||||||||||||
1) | future estimated amortization expense for amortizable intangible assets consisting of customer related intangibles and core/developed technology. | |||||||||||||||||||||||
2) | the rent offset resulting from the amortization of the net lease intangible assets and liabilities for future fiscal years as follows: | |||||||||||||||||||||||
Fiscal year ending June 30, | Amortization | Rent | ||||||||||||||||||||||
Offset | ||||||||||||||||||||||||
2015 | $ | 68,821 | (2,029 | ) | ||||||||||||||||||||
2016 | 57,740 | (1,567 | ) | |||||||||||||||||||||
2017 | 53,368 | (1,864 | ) | |||||||||||||||||||||
2018 | 42,928 | (1,981 | ) | |||||||||||||||||||||
2019 | 27,850 | (315 | ) | |||||||||||||||||||||
Thereafter | 23,975 | 143 | ||||||||||||||||||||||
Total | $ | 274,682 | $ | (7,613 | ) | |||||||||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Schedule of fair value, assets and liabilities measured on recurring basis | ' | |||||||||||||||
The following presents our assets and liabilities measured at fair value on a recurring basis as of June 30, 2014 and 2013: | ||||||||||||||||
Fair Value Measurements on a Recurring Basis at | ||||||||||||||||
June 30, 2014 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | ||||||||||||||||
Available-for-sale: | ||||||||||||||||
Equity securities | $ | 130 | $ | — | $ | — | $ | 130 | ||||||||
Mutual funds / exchange-traded funds | 57,673 | — | — | 57,673 | ||||||||||||
Derivatives: | ||||||||||||||||
Foreign exchange forwards (a) | — | 639 | — | 639 | ||||||||||||
Liabilities: | ||||||||||||||||
Derivatives: | ||||||||||||||||
Foreign exchange forwards (a) | — | 550 | — | 550 | ||||||||||||
Contingent Liabilities: | ||||||||||||||||
Retention bonus liability (b) | — | — | 19,998 | 19,998 | ||||||||||||
Fair Value Measurements on a Recurring Basis at | ||||||||||||||||
June 30, 2013 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | ||||||||||||||||
Available-for-sale securities: | ||||||||||||||||
Fixed income securities: | ||||||||||||||||
U.S. treasury securities and obligations of the U.S. government, government agencies and authorities | $ | 2,014 | $ | — | $ | — | $ | 2,014 | ||||||||
U.S. corporate bonds | — | 53,100 | — | 53,100 | ||||||||||||
Foreign corporate bonds | — | 1,501 | — | 1,501 | ||||||||||||
Equity securities | 1,328 | — | — | 1,328 | ||||||||||||
Mutual funds / exchange-traded funds | 26,583 | — | — | 26,583 | ||||||||||||
Derivatives: | ||||||||||||||||
Foreign exchange forwards (a) | — | 546 | — | 546 | ||||||||||||
Liabilities: | ||||||||||||||||
Derivatives | ||||||||||||||||
Foreign exchange forwards (a) | — | 353 | — | 353 | ||||||||||||
(a) | These derivative investments are included in other current assets or accounts payable, accrued liabilities and deferred income on the consolidated balance sheet. See Note 7 for further information on our derivative investments. | |||||||||||||||
(b) | These liabilities are included in other current liabilities and other noncurrent liabilities on the consolidated balance sheet. The fair value was determined using a discounted cash flow model. | |||||||||||||||
Schedule of fair value, liabilities measured on recurring basis, unobservable input reconciliation | ' | |||||||||||||||
The following table summarizes the change in fair value of the Level 3 liabilities for fiscal year-ended June 30, 2014: | ||||||||||||||||
Fair Value Measurements using significant unobservable inputs (Level 3) | ||||||||||||||||
Total | ||||||||||||||||
Beginning balance - June 30, 2013 | $ | — | ||||||||||||||
Obligation assumed | (21,746 | ) | ||||||||||||||
Transfers | — | |||||||||||||||
Payments | 1,939 | |||||||||||||||
Realized gains /(loss) | — | |||||||||||||||
Unrealized gains / (losses) | (191 | ) | ||||||||||||||
Ending balance - June 30, 2014 | $ | (19,998 | ) |
Derivative_Financial_Instrumen1
Derivative Financial Instruments (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||||||||||
Schedule of derivative assets and liabilities at fair value | ' | ||||||||||||||||||||||||||||||||||||||||
The fair value of our derivative instruments held as of June 30, 2014 and 2013 and their location in the consolidated balance sheet are as follows: | |||||||||||||||||||||||||||||||||||||||||
Asset derivatives | Liability derivatives | ||||||||||||||||||||||||||||||||||||||||
Balance sheet location | Fair value | Balance sheet location | Fair value | ||||||||||||||||||||||||||||||||||||||
June 30, | June 30, | ||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||||||||||||||||||||||||
Foreign exchange forwards | Other current assets | $ | 618 | $ | 395 | Accounts payable, accrued liabilities and deferred income | $ | (513 | ) | $ | (159 | ) | |||||||||||||||||||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||||||||||||||||||||||||||
Foreign exchange forwards | Other current assets | $ | 21 | $ | 151 | Accounts payable, accrued liabilities and deferred income | $ | (37 | ) | $ | (194 | ) | |||||||||||||||||||||||||||||
Total derivative assets (liabilities) | $ | 639 | $ | 546 | $ | (550 | ) | $ | (353 | ) | |||||||||||||||||||||||||||||||
Schedule of the effect of derivative instruments designated as hedging instruments on statement of operations and statement of comprehensive income. | ' | ||||||||||||||||||||||||||||||||||||||||
The effect of derivative instruments that are designated as hedging instruments on the consolidated statement of operations and the consolidated statement of comprehensive income for the fiscal years ended June 30, 2014, 2013 and 2012 are as follows: | |||||||||||||||||||||||||||||||||||||||||
Derivatives designated as | Loss recognized in OCI | Location of | (Loss) gain reclassified from OCI | Location of | Gain (loss) recognized in | ||||||||||||||||||||||||||||||||||||
hedging instruments: | (effective portion) | (loss) gain | into income (effective portion) | gain (loss) | income (ineffective portion | ||||||||||||||||||||||||||||||||||||
reclassified | recognized in | and amount excluded from | |||||||||||||||||||||||||||||||||||||||
from OCI | income | effectiveness testing) | |||||||||||||||||||||||||||||||||||||||
into income | (ineffective | ||||||||||||||||||||||||||||||||||||||||
(effective | portion and | ||||||||||||||||||||||||||||||||||||||||
portion) | amount | ||||||||||||||||||||||||||||||||||||||||
excluded from | |||||||||||||||||||||||||||||||||||||||||
effectiveness | |||||||||||||||||||||||||||||||||||||||||
testing) | |||||||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||
Foreign exchange forwards | $ | (1,540 | ) | $ | (294 | ) | $ | (732 | ) | General and | $ | (1,447 | ) | $ | (125 | ) | $ | 798 | General and | $ | 2 | $ | (1 | ) | $ | (2 | ) | ||||||||||||||
administrative | administrative | ||||||||||||||||||||||||||||||||||||||||
expenses | expenses | ||||||||||||||||||||||||||||||||||||||||
Total | $ | (1,540 | ) | $ | (294 | ) | $ | (732 | ) | $ | (1,447 | ) | $ | (125 | ) | $ | 798 | $ | 2 | $ | (1 | ) | $ | (2 | ) | ||||||||||||||||
Schedule of the effect of other derivatives not designated as hedging instruments on statement of operations. | ' | ||||||||||||||||||||||||||||||||||||||||
The effect of derivatives that have not been designated as hedging instruments on the consolidated statement of operations for the fiscal years ended June 30, 2014, 2013 and 2012 is as follows: | |||||||||||||||||||||||||||||||||||||||||
Gain recognized in income | |||||||||||||||||||||||||||||||||||||||||
Location of gain | Fiscal year ended June 30, | ||||||||||||||||||||||||||||||||||||||||
Derivatives not designated as hedging instruments: | recognized in income | 2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||||
Foreign exchange forwards | General and administrative expenses | $ | 561 | $ | 3,325 | $ | 1,399 | ||||||||||||||||||||||||||||||||||
Total | $ | 561 | $ | 3,325 | $ | 1,399 | |||||||||||||||||||||||||||||||||||
Supplementary_Information_for_1
Supplementary Information for Select Balance Sheet Accounts (Tables) | 12 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |||||||
Accounts payable, accrued liabilities and deferred income | ' | |||||||
Accounts payable, accrued liabilities and deferred income consists of: | ||||||||
June 30, | ||||||||
2014 | 2013 | |||||||
Accounts payable | $ | 20,228 | $ | 31,962 | ||||
Accrued liabilities | 116,709 | 104,378 | ||||||
Deferred income | 267,823 | 215,308 | ||||||
Accounts payable, accrued liabilities and deferred income | $ | 404,760 | $ | 351,648 | ||||
Current employee-related liabilities | ' | |||||||
Current employee-related liabilities consist of: | ||||||||
June 30, | ||||||||
2014 | 2013 | |||||||
Accrued payroll and bonuses | $ | 447,145 | $ | 477,942 | ||||
Current pension liability | 53,146 | 69,143 | ||||||
Other employee-related liabilities | 18,241 | 13,746 | ||||||
Total employee-related liabilities | $ | 518,532 | $ | 560,831 | ||||
Leases_Tables
Leases (Tables) | 12 Months Ended | ||||
Jun. 30, 2014 | |||||
Leases, Operating [Abstract] | ' | ||||
Schedule of Future Minimum Rental Payments for Operating Leases | ' | ||||
Future minimum lease payments for the operating lease commitments, which have not been reduced by cumulative anticipated cash inflows for sublease income of $0.7 million, are as follows: | |||||
Fiscal year ending June 30, | Amortization | ||||
2015 | $ | 109,926 | |||
2016 | 97,238 | ||||
2017 | 83,261 | ||||
2018 | 71,215 | ||||
2019 | 56,781 | ||||
Thereafter | 147,136 | ||||
Total | $ | 565,557 | |||
Retirement_Benefits_Tables
Retirement Benefits (Tables) | 12 Months Ended | |||||||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||||||
Qualified And Nonqualified Pension Plans [Abstract] | ' | |||||||||||||||||||||||||||
Schedule of assumptions used to determine net periodic benefit cost | ' | |||||||||||||||||||||||||||
The assumptions used to determine net periodic benefit cost for the fiscal years ended June 30, 2014, 2013 and 2012 were as follows: | ||||||||||||||||||||||||||||
Year Ended June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||
North | Europe | North | Europe | North | Europe | |||||||||||||||||||||||
America | America | America | ||||||||||||||||||||||||||
Discount rate | 5.32 | % | 4.41 | % | 4.86 | % | 4.8 | % | 5.79 | % | 5.59 | % | ||||||||||||||||
Expected long-term rate of return on assets | 7.67 | % | 5.77 | % | 8.11 | % | 6.07 | % | 8.14 | % | 6.78 | % | ||||||||||||||||
Rate of increase in compensation levels | 4.36 | % | 3.93 | % | 4.35 | % | 3.93 | % | 3.82 | % | 3.93 | % | ||||||||||||||||
Schedule of assumptions used to determine the projected benefit obligation | ' | |||||||||||||||||||||||||||
The following table presents the assumptions used in the valuation to determine the projected benefit obligation for the fiscal years ended June 30, 2014 and 2013: | ||||||||||||||||||||||||||||
June 30, 2014 | June 30, 2013 | |||||||||||||||||||||||||||
North | Europe | North | Europe | |||||||||||||||||||||||||
America | America | |||||||||||||||||||||||||||
Discount rate | 4.86 | % | 3.99 | % | 5.32 | % | 4.41 | % | ||||||||||||||||||||
Rate of increase in compensation levels | 3.98 | % | 3 | % | 4.36 | % | 3.93 | % | ||||||||||||||||||||
Schedule of net benefit costs Pension | ' | |||||||||||||||||||||||||||
The following tables set forth the components of net periodic benefit cost for our defined benefit pension plans for North America and Europe for the fiscal years ended June 30, 2014, 2013 and 2012: | ||||||||||||||||||||||||||||
Year ended June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||
North | Europe | North | Europe | North | Europe | |||||||||||||||||||||||
America | America | America | ||||||||||||||||||||||||||
Service cost | $ | 70,346 | $ | 12,321 | $ | 70,795 | $ | 10,262 | $ | 61,158 | $ | 10,199 | ||||||||||||||||
Interest cost | 140,736 | 41,148 | 135,726 | 37,937 | 141,390 | 38,173 | ||||||||||||||||||||||
Expected return on plan assets | (188,391 | ) | (46,352 | ) | (185,435 | ) | (42,244 | ) | (172,827 | ) | (44,922 | ) | ||||||||||||||||
Amortization of net loss/(gain) | 22,088 | 9,019 | 45,372 | 5,905 | 18,240 | (3,717 | ) | |||||||||||||||||||||
Amortization of prior service (credit)/cost | (8,379 | ) | 42 | (8,377 | ) | 41 | (8,338 | ) | 41 | |||||||||||||||||||
Settlement/curtailment loss | — | — | — | — | — | 4,258 | ||||||||||||||||||||||
Other adjustments (a) | — | 254 | — | 85 | 9,512 | 545 | ||||||||||||||||||||||
Net periodic benefit cost | $ | 36,400 | $ | 16,432 | $ | 58,081 | $ | 11,986 | $ | 49,135 | $ | 4,577 | ||||||||||||||||
(a) | This adjustment for North America in fiscal year 2012 is primarily due to the cumulative effect of the change in the method of determining the market-related value of plan assets. | |||||||||||||||||||||||||||
Schedule of changes to OCI | ' | |||||||||||||||||||||||||||
Changes to other comprehensive income for the Company’s defined benefit pension plans as follows: | ||||||||||||||||||||||||||||
Year ended June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||
North | Europe | North | Europe | North | Europe | |||||||||||||||||||||||
America | America | America | ||||||||||||||||||||||||||
Current year actuarial (gain)/loss | $ | (26,558 | ) | $ | 60,022 | $ | (188,011 | ) | $ | 51,384 | $ | 314,754 | $ | 110,377 | ||||||||||||||
Amortization of actuarial (gain)/loss | (22,088 | ) | (9,019 | ) | (45,372 | ) | (5,905 | ) | (18,240 | ) | 3,717 | |||||||||||||||||
Amortization of prior service credit/(cost) | 8,379 | (42 | ) | 8,377 | (41 | ) | 8,338 | (41 | ) | |||||||||||||||||||
Recognition of actuarial loss due to settlement/curtailment | — | — | — | — | — | (4,258 | ) | |||||||||||||||||||||
Other | (909 | ) | 12,992 | (1,699 | ) | (1,418 | ) | (13,477 | ) | (1,512 | ) | |||||||||||||||||
Total recognized in other comprehensive (income)/loss | $ | (41,176 | ) | $ | 63,953 | $ | (226,705 | ) | $ | 44,020 | $ | 291,375 | $ | 108,283 | ||||||||||||||
Schedule of amounts in AOCI to be recognized over next fiscal year | ' | |||||||||||||||||||||||||||
The estimated amounts that will be amortized from other comprehensive income into net periodic benefit cost during fiscal 2015 for the Company’s defined benefit pension plans are shown below: | ||||||||||||||||||||||||||||
Fiscal 2015 | ||||||||||||||||||||||||||||
North | Europe | |||||||||||||||||||||||||||
America | ||||||||||||||||||||||||||||
Actuarial loss | $ | 17,603 | $ | 13,571 | ||||||||||||||||||||||||
Prior service (credit)/cost | (8,378 | ) | 44 | |||||||||||||||||||||||||
Total | $ | 9,225 | $ | 13,615 | ||||||||||||||||||||||||
Qualified pension schedule of changes/status | ' | |||||||||||||||||||||||||||
The following table provides a reconciliation of the changes in the projected benefit obligations and fair value of assets for the years ended June 30, 2014 and 2013, and the funded status as of June 30, 2014 and 2013. During the fiscal 2014 year, the German plan was funded and has therefore been combined with the reporting of the other European plans. For comparative purposes, the information previously presented for the European plans as of and for the year ended June 30, 2013 have been recast to combine the information for the German plan with the other European plans. | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
North | North | Europe | North | North America- Unqualified | Europe | |||||||||||||||||||||||
America - Qualified | America - Unqualified | America- Qualified | ||||||||||||||||||||||||||
Change in Benefit Obligation | ||||||||||||||||||||||||||||
Benefit obligation at beginning of year | $ | 2,324,353 | $ | 416,461 | $ | 887,047 | $ | 2,412,004 | $ | 466,809 | $ | 809,874 | ||||||||||||||||
Service cost | 58,777 | 11,569 | 12,321 | 59,327 | 11,468 | 10,262 | ||||||||||||||||||||||
Interest cost | 121,548 | 19,187 | 41,148 | 115,418 | 20,307 | 37,938 | ||||||||||||||||||||||
Actuarial losses/(gains) | 149,163 | 21,416 | 61,836 | (160,794 | ) | 11,023 | 62,461 | |||||||||||||||||||||
Benefit payments | (102,495 | ) | (71,576 | ) | (20,566 | ) | (91,546 | ) | (90,035 | ) | (16,907 | ) | ||||||||||||||||
Participant contributions | — | — | 2,338 | — | — | 2,361 | ||||||||||||||||||||||
Other | 516 | — | 1,462 | — | — | 85 | ||||||||||||||||||||||
Foreign currency adjustment | (4,081 | ) | (1,279 | ) | 101,712 | (10,056 | ) | (3,111 | ) | (19,027 | ) | |||||||||||||||||
Benefit obligation at end of year | $ | 2,547,781 | $ | 395,778 | $ | 1,087,298 | $ | 2,324,353 | $ | 416,461 | $ | 887,047 | ||||||||||||||||
Change in Plan Assets | ||||||||||||||||||||||||||||
Fair value of plan assets at beginning of year | $ | 2,461,764 | $ | — | $ | 750,856 | $ | 2,269,318 | $ | — | $ | 688,983 | ||||||||||||||||
Actual return on plan assets | 385,528 | — | 48,166 | 223,675 | — | 53,322 | ||||||||||||||||||||||
Company contributions | 71,663 | 71,576 | 41,941 | 69,305 | 90,035 | 46,182 | ||||||||||||||||||||||
Participant contributions | — | — | 2,338 | — | — | 2,361 | ||||||||||||||||||||||
Benefit payments | (102,495 | ) | (71,576 | ) | (20,566 | ) | (91,546 | ) | (90,035 | ) | (16,907 | ) | ||||||||||||||||
Other | 516 | — | 1,208 | — | — | — | ||||||||||||||||||||||
Foreign currency adjustment | (3,385 | ) | — | 95,217 | (8,988 | ) | — | (23,085 | ) | |||||||||||||||||||
Fair value of plan assets at end of year | $ | 2,813,591 | $ | — | $ | 919,160 | $ | 2,461,764 | $ | — | $ | 750,856 | ||||||||||||||||
Funded status at end of year | $ | 265,810 | $ | (395,778 | ) | $ | (168,138 | ) | $ | 137,411 | $ | (416,461 | ) | $ | (136,191 | ) | ||||||||||||
Accumulated Benefit Obligation | $ | 2,517,911 | $ | 390,246 | $ | 1,077,939 | $ | 2,293,705 | $ | 411,011 | $ | 853,121 | ||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
North America - Qualified | North America- Unqualified | Europe | North America- Qualified | North America- Unqualified | Europe | |||||||||||||||||||||||
Amounts recognized in Consolidated Balance Sheets consist of: | ||||||||||||||||||||||||||||
Noncurrent assets | $ | 273,940 | $ | — | $ | 9,593 | $ | 180,371 | $ | — | $ | 18,103 | ||||||||||||||||
Current liabilities | — | (51,113 | ) | — | — | (62,466 | ) | (4,430 | ) | |||||||||||||||||||
Noncurrent liabilities | (8,131 | ) | (344,665 | ) | (177,730 | ) | (42,960 | ) | (353,944 | ) | (149,862 | ) | ||||||||||||||||
Net amount recognized | $ | 265,809 | $ | (395,778 | ) | $ | (168,137 | ) | $ | 137,411 | $ | (416,410 | ) | $ | (136,189 | ) | ||||||||||||
Amounts recognized in Accumulated Other Comprehensive Income consist of: | ||||||||||||||||||||||||||||
Net actuarial loss | $ | 100,608 | $ | 68,224 | $ | 178,395 | $ | 165,719 | $ | 52,667 | $ | 114,455 | ||||||||||||||||
Net prior service (credit)/cost | (41,757 | ) | (10,965 | ) | 477 | (48,242 | ) | (12,858 | ) | 464 | ||||||||||||||||||
Accumulated Other Comprehensive Loss | $ | 58,851 | $ | 57,259 | $ | 178,872 | $ | 117,477 | $ | 39,809 | $ | 114,919 | ||||||||||||||||
Schedule of benefit obligations in excess of fair value of plan assets | ' | |||||||||||||||||||||||||||
The following table presents the projected benefit obligation and fair value of plan assets for our qualified plans that have a projected benefit obligation in excess of plan assets as of June 30, 2014 and 2013: | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
North | Europe | North | Europe | |||||||||||||||||||||||||
America | America | |||||||||||||||||||||||||||
Projected benefit obligation at end of year | $ | 105,278 | $ | 210,898 | $ | 293,657 | $ | 27,882 | ||||||||||||||||||||
Fair value of plan assets at end of year | $ | 97,147 | $ | 33,168 | $ | 250,697 | $ | 20,281 | ||||||||||||||||||||
Schedule of accumulated benefit obligations in excess of fair value of plan assets | ' | |||||||||||||||||||||||||||
The following table presents the projected benefit obligation, accumulated benefit obligation and fair value of plan assets for our qualified plans that have an accumulated benefit obligation in excess of plan assets as of June 30, 2014 and 2013: | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
North | Europe | North | Europe | |||||||||||||||||||||||||
America | America | |||||||||||||||||||||||||||
Projected benefit obligation at end of year | $ | — | $ | 210,898 | $ | 101,176 | $ | 27,882 | ||||||||||||||||||||
Accumulated benefit obligation at end of year | $ | — | $ | 201,540 | $ | 91,025 | $ | 27,882 | ||||||||||||||||||||
Fair value of plan assets at end of year | $ | — | $ | 33,168 | $ | 78,356 | $ | 20,281 | ||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||||||||||||||
Schedule of Fair Value of Plan Assets and Liabilities | ' | |||||||||||||||||||||||||||
The fair value of our plan assets by asset category at June 30, 2014 and 2013 are as follows (see Note 1 for a description of the fair value levels and Note 6 for a summary of management’s procedures around prices received from third-parties): | ||||||||||||||||||||||||||||
Fair Value Measurements at June 30, 2014 | ||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
North | Europe | North | Europe | North | Europe | |||||||||||||||||||||||
America | America | America | ||||||||||||||||||||||||||
Asset category: | ||||||||||||||||||||||||||||
Cash | $ | 1,845 | $ | 69,433 | $ | — | $ | — | $ | — | $ | — | $ | 71,278 | ||||||||||||||
Short-term securities | 499 | — | 63,864 | — | — | — | 64,363 | |||||||||||||||||||||
Equity securities: | ||||||||||||||||||||||||||||
U.S. large cap companies | 127,996 | 15,440 | — | — | — | — | 143,436 | |||||||||||||||||||||
U.S. mid cap companies | 49,494 | 563 | — | — | — | — | 50,057 | |||||||||||||||||||||
U.S. small cap companies | 40,691 | — | — | — | — | — | 40,691 | |||||||||||||||||||||
International equities | 114,441 | 471 | — | — | — | — | 114,912 | |||||||||||||||||||||
Fixed income: | ||||||||||||||||||||||||||||
Government issued securities | 206,517 | — | — | — | — | — | 206,517 | |||||||||||||||||||||
Corporate bonds (S&P rating of A or higher) | — | — | 320,005 | — | — | — | 320,005 | |||||||||||||||||||||
Corporate bonds (S&P rating of lower than A) | — | — | 216,983 | — | 450 | — | 217,433 | |||||||||||||||||||||
Other fixed income | — | — | 56,519 | (a) | 155,160 | (a) | — | — | 211,679 | |||||||||||||||||||
Pooled / commingled funds | — | — | 908,119 | (b) | 427,901 | (b) | 470,649 | 115,810 | 1,922,479 | |||||||||||||||||||
Mutual funds | 96,129 | 44,917 | 47,968 | — | — | — | 189,014 | |||||||||||||||||||||
Private equity | — | — | — | — | 88,851 | 66,605 | 155,456 | |||||||||||||||||||||
Derivatives | — | — | 1,654 | (c) | 4,758 | (c) | — | — | 6,412 | |||||||||||||||||||
Insurance contracts | — | — | — | — | — | 18,091 | 18,091 | |||||||||||||||||||||
Total assets | $ | 637,612 | $ | 130,824 | $ | 1,615,112 | $ | 587,819 | $ | 559,950 | $ | 200,506 | $ | 3,731,823 | ||||||||||||||
Liability category: | ||||||||||||||||||||||||||||
Derivatives | $ | — | $ | — | $ | (350 | ) | (c) | $ | — | $ | — | $ | — | $ | (350 | ) | |||||||||||
Net assets | $ | 637,612 | $ | 130,824 | $ | 1,614,762 | $ | 587,819 | $ | 559,950 | $ | 200,506 | $ | 3,731,473 | ||||||||||||||
Fair Value Measurements at June 30, 2013 | ||||||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||||||||
North | Europe | North | Europe | North | Europe | |||||||||||||||||||||||
America | America | America | ||||||||||||||||||||||||||
Asset category: | ||||||||||||||||||||||||||||
Cash | $ | 7,308 | $ | 13,337 | $ | — | $ | — | $ | — | $ | — | $ | 20,645 | ||||||||||||||
Short-term securities | — | — | 107,992 | 38,164 | — | — | 146,156 | |||||||||||||||||||||
Equity securities: | ||||||||||||||||||||||||||||
U.S. large cap companies | 109,837 | — | — | — | — | — | 109,837 | |||||||||||||||||||||
U.S. mid cap companies | 90,544 | — | — | — | — | — | 90,544 | |||||||||||||||||||||
U.S. small cap companies | 58,261 | — | — | — | — | — | 58,261 | |||||||||||||||||||||
International equities | 198,375 | 18,535 | — | — | — | — | 216,910 | |||||||||||||||||||||
Fixed income: | ||||||||||||||||||||||||||||
Government issued securities | 226,352 | 4,629 | 74,832 | — | — | — | 305,813 | |||||||||||||||||||||
Corporate bonds (S&P rating of A or higher) | — | — | 235,590 | — | — | — | 235,590 | |||||||||||||||||||||
Corporate bonds (S&P rating of lower than A) | — | — | 206,328 | — | 411 | — | 206,739 | |||||||||||||||||||||
Other fixed income | — | 104,554 | 33,045 | (a) | 34,339 | (a) | — | — | 171,938 | |||||||||||||||||||
Pooled / commingled funds | — | — | 484,842 | (b) | 431,676 | (b) | — | 40,585 | 957,103 | |||||||||||||||||||
Mutual funds | — | — | 588,152 | — | — | — | 588,152 | |||||||||||||||||||||
Private equity | — | — | — | — | 75,555 | 34,213 | 109,768 | |||||||||||||||||||||
Derivatives | — | — | 539 | (c) | 15,785 | (c) | — | — | 16,324 | |||||||||||||||||||
Insurance contracts | — | — | — | — | — | 15,040 | 15,040 | |||||||||||||||||||||
Total assets | $ | 690,677 | $ | 141,055 | $ | 1,731,320 | $ | 519,964 | $ | 75,966 | $ | 89,838 | $ | 3,248,820 | ||||||||||||||
Liability category: | ||||||||||||||||||||||||||||
Derivatives | $ | — | $ | — | $ | 659 | (c) | $ | — | $ | — | $ | — | $ | 659 | |||||||||||||
Net assets | $ | 690,677 | $ | 141,055 | $ | 1,730,661 | $ | 519,964 | $ | 75,966 | $ | 89,838 | $ | 3,248,161 | ||||||||||||||
(a) | This category includes municipal and foreign bonds. | |||||||||||||||||||||||||||
(b) | This category includes pooled funds of both equity and fixed income securities. Fair value is based on the calculated net asset value of shares held by the plan as reported by the sponsor of the funds. | |||||||||||||||||||||||||||
(c) | We use various derivatives such as interest rate swaps, futures and options to match the duration of the corporate bond portfolio with the duration of the plan liability. | |||||||||||||||||||||||||||
Reconciliation of net assets to fair value of plan assets | ' | |||||||||||||||||||||||||||
The following table reconciles the net plan investments to the total fair value of the plan assets: | ||||||||||||||||||||||||||||
June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Net assets held in investments | $ | 3,731,473 | $ | 3,248,161 | ||||||||||||||||||||||||
Net payable for investments purchased | (5,541 | ) | (41,951 | ) | ||||||||||||||||||||||||
Dividend and interest receivable | 8,856 | 8,847 | ||||||||||||||||||||||||||
Other, net | (2,037 | ) | (2,437 | ) | ||||||||||||||||||||||||
Fair value of plan assets | $ | 3,732,751 | $ | 3,212,620 | ||||||||||||||||||||||||
Level Three Rollforward | ' | |||||||||||||||||||||||||||
The following table sets forth a summary of changes in the fair value of the plan’s Level 3 assets for the years ended June 30, 2014 and 2013: | ||||||||||||||||||||||||||||
Private | Insurance | Pooled | Corporate | Total | ||||||||||||||||||||||||
Equity | Contracts | Funds | Bonds | |||||||||||||||||||||||||
Beginning balance at June 30, 2012 | $ | 91,574 | $ | 15,848 | $ | — | $ | — | $ | 107,422 | ||||||||||||||||||
Transfers to Level 3 | — | — | 21,832 | 411 | $ | 22,243 | ||||||||||||||||||||||
Net actual return on plan assets relating to assets still held at the end of the year | 16,725 | 622 | 3,853 | — | 21,200 | |||||||||||||||||||||||
Net purchases, sales and settlements | 1,493 | (1,882 | ) | 14,900 | — | 14,511 | ||||||||||||||||||||||
Change in foreign currency exchange rates | (24 | ) | 452 | — | — | 428 | ||||||||||||||||||||||
Ending balance at June 30, 2013 | $ | 109,768 | $ | 15,040 | $ | 40,585 | $ | 411 | $ | 165,804 | ||||||||||||||||||
Transfers to Level 3 | — | — | 160,985 | — | 160,985 | |||||||||||||||||||||||
Net actual return on plan assets relating to assets still held at the end of the year | 26,531 | 676 | 29,474 | 39 | 56,720 | |||||||||||||||||||||||
Net purchases, sales and settlements | 11,952 | 1,586 | 337,945 | — | 351,483 | |||||||||||||||||||||||
Change in foreign currency exchange rates | 7,205 | 789 | 17,470 | — | 25,464 | |||||||||||||||||||||||
Ending balance at June 30, 2014 | $ | 155,456 | $ | 18,091 | $ | 586,459 | $ | 450 | $ | 760,456 | ||||||||||||||||||
Schedule of Pension Contributions | ' | |||||||||||||||||||||||||||
The following table sets forth our projected pension contributions to our qualified plans for fiscal year 2015, as well as the pension contributions to our qualified plans in fiscal years 2014 and 2013: | ||||||||||||||||||||||||||||
2015 | 2014 | 2013 | ||||||||||||||||||||||||||
(Projected) | (Actual) | (Actual) | ||||||||||||||||||||||||||
U.S | $ | 30,000 | $ | 50,000 | $ | 50,000 | ||||||||||||||||||||||
Canada | 6,580 | 21,663 | 19,305 | |||||||||||||||||||||||||
UK | 29,812 | 28,706 | 43,640 | |||||||||||||||||||||||||
Germany | 22,054 | 10,178 | — | |||||||||||||||||||||||||
Schedule of Expected Benefit Payments | ' | |||||||||||||||||||||||||||
Expected benefit payments from our defined benefit pension plans to current plan participants, including the effect of their expected future service, as appropriate, are as follows: | ||||||||||||||||||||||||||||
Benefit Payments | ||||||||||||||||||||||||||||
Fiscal Year | North America | Europe | Total | |||||||||||||||||||||||||
2015 | $ | 172,691 | $ | 26,844 | $ | 199,535 | ||||||||||||||||||||||
2016 | 175,802 | 27,894 | 203,696 | |||||||||||||||||||||||||
2017 | 178,527 | 30,954 | 209,481 | |||||||||||||||||||||||||
2018 | 183,317 | 32,320 | 215,637 | |||||||||||||||||||||||||
2019 | 187,247 | 35,258 | 222,505 | |||||||||||||||||||||||||
Years 2020 - 2024 | 1,050,077 | 230,643 | 1,280,720 | |||||||||||||||||||||||||
$ | 1,947,661 | $ | 383,913 | $ | 2,331,574 | |||||||||||||||||||||||
Other Post Retirement Benefit Plans [Abstract] | ' | |||||||||||||||||||||||||||
OPEB Assumptions | ' | |||||||||||||||||||||||||||
The assumptions used in the valuation of the postretirement benefit cost and obligation were as follows: | ||||||||||||||||||||||||||||
Year Ended June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||
Discount rate | 5.3 | % | 4.8 | % | 5.65 | % | ||||||||||||||||||||||
Expected long-term rate of return on assets | 2 | % | 2 | % | 2 | % | ||||||||||||||||||||||
Rate of increase in compensation levels | — | % | 4.5 | % | 4.06 | % | ||||||||||||||||||||||
Health care cost trend | ||||||||||||||||||||||||||||
Initial rate | 7.08 | % | 7.16 | % | 7.61 | % | ||||||||||||||||||||||
Ultimate rate | 5 | % | 5 | % | 5 | % | ||||||||||||||||||||||
Year reaching ultimate rate | 2019 | 2019 | 2016 | |||||||||||||||||||||||||
June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Discount rate, accumulated postretirement benefit obligation | 4.68 | % | 5.3 | % | ||||||||||||||||||||||||
Rate of compensation increase | — | % | 4.5 | % | ||||||||||||||||||||||||
Health care cost trend | ||||||||||||||||||||||||||||
Initial rate | 7 | % | 7.08 | % | ||||||||||||||||||||||||
Ultimate rate | 5 | % | 5 | % | ||||||||||||||||||||||||
Year reaching ultimate rate | 2019 | 2019 | ||||||||||||||||||||||||||
Schedule of effect of 1% change in assumed health care cost trend rates | ' | |||||||||||||||||||||||||||
A one percentage point change in the assumed health care cost trend rates would have the following effect: | ||||||||||||||||||||||||||||
1% Increase | 1% Decrease | |||||||||||||||||||||||||||
Effect on net periodic postretirement benefit cost in fiscal year 2014 | $ | 222 | $ | (189 | ) | |||||||||||||||||||||||
Effect on accumulated postretirement benefit obligation as of June 30, 2014 | 2,962 | (2,497 | ) | |||||||||||||||||||||||||
Schedule of net benefit costs OPEB | ' | |||||||||||||||||||||||||||
Net periodic postretirement benefit cost consists of the following: | ||||||||||||||||||||||||||||
Year Ended June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||||
Service cost | $ | 1,460 | $ | 1,770 | $ | 2,987 | ||||||||||||||||||||||
Interest cost | 8,856 | 8,807 | 10,966 | |||||||||||||||||||||||||
Expected return on assets | (112 | ) | (130 | ) | (132 | ) | ||||||||||||||||||||||
Amortization of net unrecognized (gains)/losses | (1,752 | ) | 369 | 2,206 | ||||||||||||||||||||||||
Amortization of prior service credit | (7,004 | ) | (8,228 | ) | (8,705 | ) | ||||||||||||||||||||||
Net periodic postretirement benefit cost | $ | 1,448 | $ | 2,588 | $ | 7,322 | ||||||||||||||||||||||
Schedule of changes to OCI OPEB | ' | |||||||||||||||||||||||||||
Changes in other comprehensive income for the Company’s postretirement benefit plans as follows: | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Current year actuarial loss/(gain) | $ | 7,131 | $ | (16,764 | ) | |||||||||||||||||||||||
Amortization of actuarial gain/(loss) | 1,752 | (369 | ) | |||||||||||||||||||||||||
Amortization of prior service credit | 7,004 | 8,228 | ||||||||||||||||||||||||||
Other | (29 | ) | (20 | ) | ||||||||||||||||||||||||
Total recognized in other comprehensive income | $ | 15,858 | $ | (8,925 | ) | |||||||||||||||||||||||
Schedule of amounts in AOCI related to the OPEB to be recognized over next fiscal year | ' | |||||||||||||||||||||||||||
The estimated amounts that will be amortized from other comprehensive income into net periodic benefit cost during fiscal 2015 for the Company’s other postretirement benefit plans are shown below: | ||||||||||||||||||||||||||||
2015 | ||||||||||||||||||||||||||||
Actuarial gain | $ | (6,905 | ) | |||||||||||||||||||||||||
Prior service credit | (1,759 | ) | ||||||||||||||||||||||||||
Total | $ | (8,664 | ) | |||||||||||||||||||||||||
OPEB schedule of changes/status | ' | |||||||||||||||||||||||||||
The following table provides a reconciliation of the changes in the accumulated postretirement benefit obligation and fair value of assets for the years ended June 30, 2014 and 2013 and a statement of funded status as of June 30, 2014 and 2013: | ||||||||||||||||||||||||||||
June 30, | ||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||
Change in Benefit Obligation | ||||||||||||||||||||||||||||
Benefit obligation at beginning of year | $ | 172,729 | $ | 188,863 | ||||||||||||||||||||||||
Service cost | 1,460 | 1,770 | ||||||||||||||||||||||||||
Interest cost | 8,856 | 8,807 | ||||||||||||||||||||||||||
Actuarial losses/(gains) | 6,972 | (16,979 | ) | |||||||||||||||||||||||||
Benefit payments | (14,443 | ) | (15,568 | ) | ||||||||||||||||||||||||
Medicare Part D | 68 | 863 | ||||||||||||||||||||||||||
Participant contributions | 6,035 | 5,859 | ||||||||||||||||||||||||||
Foreign currency adjustment | (371 | ) | (886 | ) | ||||||||||||||||||||||||
Benefit obligation at end of year | $ | 181,306 | $ | 172,729 | ||||||||||||||||||||||||
Change in Plan Assets | ||||||||||||||||||||||||||||
Fair value of plan assets at beginning of year | $ | 5,958 | $ | 6,525 | ||||||||||||||||||||||||
Actual return on plan assets | (47 | ) | (85 | ) | ||||||||||||||||||||||||
Company contributions | 7,665 | 9,227 | ||||||||||||||||||||||||||
Participant contributions | 6,035 | 5,859 | ||||||||||||||||||||||||||
Benefit payments | (14,443 | ) | (15,568 | ) | ||||||||||||||||||||||||
Fair value of plan assets at end of year | $ | 5,168 | $ | 5,958 | ||||||||||||||||||||||||
Funded status at end of year | $ | (176,138 | ) | $ | (166,771 | ) | ||||||||||||||||||||||
Amounts recognized in Consolidated Balance Sheets consist of: | ||||||||||||||||||||||||||||
Noncurrent assets | $ | — | $ | — | ||||||||||||||||||||||||
Current liabilities | (4,678 | ) | (3,889 | ) | ||||||||||||||||||||||||
Noncurrent liabilities | (171,459 | ) | (162,882 | ) | ||||||||||||||||||||||||
Net amount recognized | $ | (176,137 | ) | $ | (166,771 | ) | ||||||||||||||||||||||
Amounts recognized in Accumulated Other Comprehensive Income consist of: | ||||||||||||||||||||||||||||
Net actuarial gain | $ | (17,769 | ) | $ | (26,622 | ) | ||||||||||||||||||||||
Net prior service credit | (33,835 | ) | (40,840 | ) | ||||||||||||||||||||||||
Accumulated Other Comprehensive Income | $ | (51,604 | ) | $ | (67,462 | ) | ||||||||||||||||||||||
OPEB Expected Payments and Subsidies | ' | |||||||||||||||||||||||||||
Expected benefit payments to current plan participants, including the effect of their future service, as appropriate, and the related retiree drug subsidy expected to be received, are as follows: | ||||||||||||||||||||||||||||
Fiscal Year | Expected | Retiree drug | ||||||||||||||||||||||||||
benefit | subsidy | |||||||||||||||||||||||||||
payments | ||||||||||||||||||||||||||||
2015 | $ | 17,024 | 110 | |||||||||||||||||||||||||
2016 | 18,568 | 107 | ||||||||||||||||||||||||||
2017 | 20,028 | 103 | ||||||||||||||||||||||||||
2018 | 21,458 | 98 | ||||||||||||||||||||||||||
2019 | 22,966 | 92 | ||||||||||||||||||||||||||
Years 2020-2024 | 131,771 | 363 | ||||||||||||||||||||||||||
$ | 231,815 | $ | 873 | |||||||||||||||||||||||||
Debt_Commitments_and_Contingen1
Debt, Commitments and Contingent Liabilities (Table) | 12 Months Ended | |||
Jun. 30, 2014 | ||||
Debt Disclosure [Abstract] | ' | |||
Schedule of Maturities of Long-term Debt | ' | |||
The following table summarizes the maturity of the loan during the next three fiscal years: | ||||
2015 | $ | 25,000 | ||
2016 | 25,000 | |||
2017 | 175,000 | |||
Total | $ | 225,000 | ||
Variable_Interest_Entities_Tab
Variable Interest Entities (Tables) | 12 Months Ended | |||
Jun. 30, 2014 | ||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |||
Schedule of variable interest entities | ' | |||
The changes of the redeemable non-controlling interests balance for the year ended June 30, 2014 are as follows: | ||||
Balance as of June 30, 2013 | $ | — | ||
Subscriptions of non-controlling interest holders in consolidated VIEs | 332,722 | |||
Mark-to-market gains on investments held by consolidated VIEs | 6,297 | |||
Deconsolidation of VIEs | (339,019 | ) | ||
Balance as of June 30, 2014 | $ | — | ||
Other_Comprehensive_IncomeLoss1
Other Comprehensive Income/(Loss) (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||||||||||||||||||
Statement of Comprehensive Income [Abstract] | ' | |||||||||||||||||||||||||||||||||||||||
Rollforward of AOCI | ' | |||||||||||||||||||||||||||||||||||||||
Amounts in fiscal year 2014 show reclassifications out of accumulated other comprehensive income/(loss) separate from other adjustments due to the prospective adoption of ASU 2013-02, "Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income," at the beginning of the fiscal year which requires entities to disclose additional information about items reclassified out of accumulated other comprehensive income. | ||||||||||||||||||||||||||||||||||||||||
Foreign currency | Hedge effectiveness (1) | Available-for-sale securities (2) | Defined pension and post-retirement benefit costs (3) | |||||||||||||||||||||||||||||||||||||
translation (1) | Before | Tax | After | Before | Tax | After | Before | Tax | After | |||||||||||||||||||||||||||||||
Tax | Tax | Tax | Tax | Tax | Tax | |||||||||||||||||||||||||||||||||||
As of June 30, 2011 | $ | (2,726 | ) | $ | 1,936 | $ | (764 | ) | $ | 1,172 | $ | 1,167 | $ | (101 | ) | $ | 1,066 | $ | (17,517 | ) | $ | 4,700 | $ | (12,817 | ) | |||||||||||||||
Other comprehensive income/(loss): | (72,606 | ) | (1,530 | ) | 612 | (918 | ) | (516 | ) | (81 | ) | (597 | ) | (398,520 | ) | 135,201 | (263,319 | ) | ||||||||||||||||||||||
As of June 30, 2012 | (75,332 | ) | 406 | (152 | ) | 254 | 651 | (182 | ) | 469 | (416,037 | ) | 139,901 | (276,136 | ) | |||||||||||||||||||||||||
Other comprehensive income/(loss): | (55,764 | ) | (169 | ) | 47 | (122 | ) | (104 | ) | 48 | (56 | ) | 182,220 | (74,997 | ) | 107,223 | ||||||||||||||||||||||||
As of June 30, 2013 | (131,096 | ) | 237 | (105 | ) | 132 | 547 | (134 | ) | 413 | (233,817 | ) | 64,904 | (168,913 | ) | |||||||||||||||||||||||||
Other comprehensive income/(loss) before reclassifications: | 133,367 | (1,540 | ) | 434 | (1,106 | ) | 558 | (153 | ) | 405 | (45,677 | ) | 8,999 | (36,678 | ) | |||||||||||||||||||||||||
Amounts reclassified from accumulated other comprehensive income/(loss) | — | 1,447 | (408 | ) | 1,039 | (761 | ) | 173 | (588 | ) | 16,592 | (3,269 | ) | 13,323 | ||||||||||||||||||||||||||
Net current-period other comprehensive income/(loss) | 133,367 | (93 | ) | 26 | (67 | ) | (203 | ) | 20 | (183 | ) | (29,085 | ) | 5,730 | (23,355 | ) | ||||||||||||||||||||||||
As of June 30, 2014 | $ | 2,271 | $ | 144 | $ | (79 | ) | $ | 65 | $ | 344 | $ | (114 | ) | $ | 230 | $ | (262,902 | ) | $ | 70,634 | $ | (192,268 | ) | ||||||||||||||||
-1 | Reclassification adjustments from accumulated other comprehensive income are included in general and administrative expenses (see Note 7 – Derivative Financial Instruments for additional details regarding the reclassification adjustments for the hedge settlements) | |||||||||||||||||||||||||||||||||||||||
-2 | Reclassification adjustments from accumulated other comprehensive income are included in income from discontinued operations | |||||||||||||||||||||||||||||||||||||||
-3 | Reclassification adjustments from accumulated other comprehensive income are included in the computation of net periodic pension cost (see Note 10 – Retirement Benefits for additional details) which is included in salaries and employee benefits in the accompanying consolidated statements of operations |
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||||
Restricted Stock Units Activity Table | ' | ||||||||||||||||||
The table below presents restricted stock units activity and weighted average fair values for fiscal year 2014: | |||||||||||||||||||
Number of | Weighted Average | ||||||||||||||||||
Shares | Fair Value | ||||||||||||||||||
(In thousands, | |||||||||||||||||||
except per-share amounts) | |||||||||||||||||||
Nonvested as of June 30, 2013 | 534 | $ | 53.41 | ||||||||||||||||
Granted | 337 | 78.72 | |||||||||||||||||
Vested | (224 | ) | 72.74 | ||||||||||||||||
Forfeited | (20 | ) | 68.23 | ||||||||||||||||
Nonvested and expected to vest as of June 30, 2014 | 627 | $ | 59.8 | ||||||||||||||||
Stock Option Grants - Assumptions Table | ' | ||||||||||||||||||
Liazon Options | Extend Health Options | ||||||||||||||||||
Year Ended June 30, 2014 | Year Ended June 30, 2012 | ||||||||||||||||||
Stock option grants: | |||||||||||||||||||
Risk-free interest rate | 0.57 | % | 0.33 | % | |||||||||||||||
Expected lives in years | 2.7 | 2.2 | |||||||||||||||||
Expected volatility | 24.6 | % | 38.5 | % | |||||||||||||||
Weighted-average grant date fair value of options granted | $ | 104.67 | $ | 52.7 | |||||||||||||||
Number of shares granted | 37,162 | 377,614 | |||||||||||||||||
Stock option activity table | ' | ||||||||||||||||||
The table below presents stock option activity and weighted average exercise prices for fiscal year 2014: | |||||||||||||||||||
Number of | Weighted | Aggregate | Average | ||||||||||||||||
Shares | Average | Intrinsic | Remaining | ||||||||||||||||
Exercise | Value | Contractual | |||||||||||||||||
Price | Life | ||||||||||||||||||
(thousands) | (thousands) | (years) | |||||||||||||||||
Outstanding at June 30, 2013 | 381 | $ | 24.69 | $ | 21,792 | 5.7 | |||||||||||||
Granted | 37 | — | |||||||||||||||||
Exercised | (110 | ) | 6.63 | $ | 10,313 | ||||||||||||||
Forfeited | (7 | ) | 12.8 | ||||||||||||||||
Expired | — | — | |||||||||||||||||
Outstanding and Exercisable at June 30, 2014 | 301 | $ | 27.01 | $ | 17,149 | 3.4 | |||||||||||||
Stock options outstanding and exercisable table | ' | ||||||||||||||||||
Information regarding stock options outstanding as of June 30, 2014 is as follows: | |||||||||||||||||||
Outstanding | Options Exercisable | ||||||||||||||||||
Exercise Price | Number of | Weighted | Weighted | Number of | Weighted | Weighted | |||||||||||||
Shares | Average | Average Exercise | Shares | Average | Average | ||||||||||||||
Remaining | Price | Remaining | Exercise Price | ||||||||||||||||
Contractual | Contractual | ||||||||||||||||||
Life | Life | ||||||||||||||||||
$0.75 - $1.55 | 52,575 | 8.9 | $ | 0.84 | 9,521 | 6.6 | $ | 1.25 | |||||||||||
$3.31 - $3.97 | 47,745 | 6.2 | 3.56 | 41,671 | 6.2 | 3.59 | |||||||||||||
$19.21 - $25.18 | 43,717 | 7.3 | 19.78 | 22,485 | 7.3 | 20.11 | |||||||||||||
$42.47 | 84,944 | 2.2 | 42.47 | 84,944 | 2.2 | 42.47 | |||||||||||||
$45.88 | 85,217 | 2.7 | 45.88 | 85,217 | 2.7 | 45.88 | |||||||||||||
314,198 | $ | 27.25 | 243,838 | $ | 33.35 | ||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Jun. 30, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||
Schedule of Income before Income Tax, Domestic and Foreign | ' | |||||||||||
The components of income from continuing operations before income taxes are as follows: | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Domestic | $ | 262,462 | $ | 239,990 | $ | 176,679 | ||||||
Foreign | 236,044 | 189,011 | 193,342 | |||||||||
498,506 | 429,001 | 370,021 | ||||||||||
Schedule of Components of Income Tax Expense (Benefit) | ' | |||||||||||
The components of the income tax provision for continuing operations include: | ||||||||||||
Year Ended June 30, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current tax (benefit)/expense: | ||||||||||||
U.S. | $ | 31,880 | $ | 25,684 | $ | (26,608 | ) | |||||
State and local | 10,231 | 7,025 | 308 | |||||||||
Foreign | 30,536 | 40,557 | 50,920 | |||||||||
72,647 | 73,266 | 24,620 | ||||||||||
Deferred tax expense/(benefit): | ||||||||||||
U.S. | 49,109 | 49,674 | 93,985 | |||||||||
State and local | 4,232 | 8,761 | 7,870 | |||||||||
Foreign | 12,261 | 5,290 | 5,968 | |||||||||
65,602 | 63,725 | 107,823 | ||||||||||
Total provision for income taxes | $ | 138,249 | $ | 136,991 | $ | 132,443 | ||||||
Schedule of Effective Income Tax Rate Reconciliation | ' | |||||||||||
The principal reasons for the differences between the amounts provided and those that would have resulted from the application of the U.S. federal statutory tax rate are as follows: | ||||||||||||
Year Ended June 30, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Tax provision at U.S. federal statutory tax rate of 35 percent | $ | 174,477 | $ | 150,149 | $ | 129,507 | ||||||
Increase (reduction) resulting from: | ||||||||||||
Foreign income tax rate differential, net | (21,902 | ) | (22,540 | ) | (18,746 | ) | ||||||
State income taxes, net of federal tax effect | 11,344 | 13,288 | 8,322 | |||||||||
Non-deductible expenses and foreign dividend | 237 | 6,563 | 10,701 | |||||||||
Tax credits | (1,807 | ) | (2,104 | ) | (4,451 | ) | ||||||
Valuation allowance | (5,108 | ) | (5,821 | ) | (19,123 | ) | ||||||
Legal entity restructuring | 7,077 | 5,159 | 13,551 | |||||||||
Changes to U.S. uncertain tax positions | (14,910 | ) | (5,977 | ) | — | |||||||
Other | (11,159 | ) | (1,726 | ) | 12,682 | |||||||
Income tax provision | $ | 138,249 | $ | 136,991 | $ | 132,443 | ||||||
Schedule of Deferred Tax Assets and Liabilities | ' | |||||||||||
Deferred income tax assets (liabilities) included in the consolidated balance sheets at June 30, 2014 and 2013, are comprised of the following: | ||||||||||||
June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Depreciation and amortization | $ | (123,684 | ) | $ | (139,575 | ) | ||||||
Trademarks and tradename | (117,308 | ) | (116,624 | ) | ||||||||
Goodwill | (42,477 | ) | (30,496 | ) | ||||||||
Unbilled receivables | (64,275 | ) | (69,543 | ) | ||||||||
Other | (8,583 | ) | (7,400 | ) | ||||||||
Gross deferred tax liabilities | $ | (356,327 | ) | $ | (363,638 | ) | ||||||
Accrued retirement benefits | $ | 139,633 | $ | 178,296 | ||||||||
Deferred rent | 9,947 | 11,834 | ||||||||||
Net operating loss carryforwards | 37,562 | 33,538 | ||||||||||
Share-based compensation | 6,533 | 22,756 | ||||||||||
Accrued liabilities | 62,516 | 68,419 | ||||||||||
Accrued compensation | 41,660 | 37,483 | ||||||||||
Deferred revenue | 25,692 | 23,050 | ||||||||||
Foreign tax credit | 37,716 | 40,903 | ||||||||||
Other | 16,228 | 28,808 | ||||||||||
Gross deferred tax assets | $ | 377,487 | $ | 445,087 | ||||||||
Deferred tax assets valuation allowance | $ | (30,019 | ) | $ | (33,420 | ) | ||||||
Net deferred tax (liability)/asset | $ | (8,859 | ) | $ | 48,029 | |||||||
Schedule of Unrecognized Tax Benefits Roll Forward | ' | |||||||||||
A reconciliation of the beginning and ending balances of the liability for unrecognized tax benefits is as follows: | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance at July 1 | $ | 40,650 | $ | 39,309 | $ | 39,784 | ||||||
Increases related to tax positions in prior years | 996 | 1,169 | 2,216 | |||||||||
Decreases related to tax positions in prior years | (927 | ) | (4,732 | ) | (5,705 | ) | ||||||
Decreases related to settlements | — | (189 | ) | (86 | ) | |||||||
Decreases related to lapse in statute of limitations | (19,135 | ) | (2,387 | ) | (376 | ) | ||||||
Increases related to current year tax positions | 11,223 | 7,426 | 4,112 | |||||||||
Cumulative translation adjustment | (445 | ) | 54 | (636 | ) | |||||||
Balances at June 30 | $ | 32,362 | $ | 40,650 | $ | 39,309 | ||||||
Summary Of Open Tax Years | ' | |||||||||||
A summary of the tax years that remain open to tax examination in our major tax jurisdictions are as follows: | ||||||||||||
Open Tax Years | ||||||||||||
(fiscal year ending in) | ||||||||||||
United States — federal | 2011 and forward | |||||||||||
United States — various states | 2002 and forward | |||||||||||
Canada — federal | 2006 and forward | |||||||||||
Germany | 2009 and forward | |||||||||||
The Netherlands | 2010 and forward | |||||||||||
United Kingdom | 2010 and forward |
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | |||||||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||||||
Schedule of segment information, by segment | ' | |||||||||||||||||||||||
The table below presents specified information about reported segments as of and for the fiscal year ended June 30, 2014: | ||||||||||||||||||||||||
Benefits | Risk and | Talent and | Exchange | Total | ||||||||||||||||||||
Financial Services | Rewards | Solutions | ||||||||||||||||||||||
Revenue (net of reimbursable expenses) | $ | 1,979,674 | $ | 638,437 | $ | 582,703 | $ | 169,975 | $ | 3,370,789 | ||||||||||||||
Net operating income | 619,117 | 148,448 | 119,287 | 32,731 | 919,583 | |||||||||||||||||||
Depreciation and amortization | 22,555 | 4,988 | 5,811 | 3,533 | 36,887 | |||||||||||||||||||
Receivables | 520,236 | 152,930 | 148,800 | 4,077 | 826,043 | |||||||||||||||||||
The table below presents specified information about reported segments as of and for the fiscal year ended June 30, 2013: | ||||||||||||||||||||||||
Benefits | Risk and | Talent and | Exchange | Total | ||||||||||||||||||||
Financial Services | Rewards | Solutions | ||||||||||||||||||||||
Revenue (net of reimbursable expenses) | $ | 1,994,458 | $ | 645,345 | $ | 573,336 | $ | 94,858 | $ | 3,307,997 | ||||||||||||||
Net operating income | 674,657 | 132,285 | 114,227 | 16,228 | 937,397 | |||||||||||||||||||
Depreciation and amortization | 23,990 | 6,459 | 7,842 | 1,876 | 40,167 | |||||||||||||||||||
Receivables | 507,078 | 164,926 | 147,656 | 708 | 820,368 | |||||||||||||||||||
The table below presents specified information about reported segments as of and for the fiscal year ended June 30, 2012: | ||||||||||||||||||||||||
Benefits | Risk and | Talent and | Exchange | Total | ||||||||||||||||||||
Financial Services | Rewards | Solutions | ||||||||||||||||||||||
Revenue (net of reimbursable expenses) | $ | 1,922,689 | $ | 655,917 | $ | 570,537 | $ | 3,617 | $ | 3,152,760 | ||||||||||||||
Net operating income (loss) | 646,418 | 167,214 | 113,608 | (714 | ) | 926,526 | ||||||||||||||||||
Depreciation and amortization | 23,219 | 6,995 | 7,401 | 99 | 37,714 | |||||||||||||||||||
Receivables | 548,629 | 185,950 | 140,575 | 619 | 875,773 | |||||||||||||||||||
Reconciliation of segment totals to consolidated | ' | |||||||||||||||||||||||
A reconciliation of the information reported by segment to the consolidated amounts follows as of and for the fiscal years ended June 30 (in thousands): | ||||||||||||||||||||||||
Fiscal Year Ended June 30, | ||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||
Revenue: | ||||||||||||||||||||||||
Total segment revenue | $ | 3,370,789 | $ | 3,307,997 | $ | 3,152,760 | ||||||||||||||||||
Reimbursable expenses and other | 111,123 | 124,518 | 105,138 | |||||||||||||||||||||
Revenue | $ | 3,481,912 | $ | 3,432,515 | $ | 3,257,898 | ||||||||||||||||||
Net Operating Income: | ||||||||||||||||||||||||
Total segment net operating income | 919,583 | 937,397 | 926,526 | |||||||||||||||||||||
Differences in allocation methods (1) | 19,298 | (12,832 | ) | (20,261 | ) | |||||||||||||||||||
Amortization of intangibles | (75,212 | ) | (76,963 | ) | (63,718 | ) | ||||||||||||||||||
Transaction and integration expenses | (1,049 | ) | (30,753 | ) | (86,130 | ) | ||||||||||||||||||
Stock-based compensation (2) | (11,285 | ) | (18,978 | ) | (40,251 | ) | ||||||||||||||||||
Discretionary compensation | (301,428 | ) | (324,370 | ) | (302,986 | ) | ||||||||||||||||||
Payroll tax on discretionary compensation | (17,484 | ) | (19,377 | ) | (17,479 | ) | ||||||||||||||||||
Change in accounting method for pension(3) | — | — | (2,963 | ) | ||||||||||||||||||||
Other, net | (37,915 | ) | (21,719 | ) | (29,033 | ) | ||||||||||||||||||
Income from operations | $ | 494,508 | $ | 432,405 | $ | 363,705 | ||||||||||||||||||
Depreciation and Amortization Expense: | ||||||||||||||||||||||||
Total segment expense | $ | 36,887 | $ | 40,167 | $ | 37,714 | ||||||||||||||||||
Intangible asset amortization, not allocated to segments | 75,212 | 76,963 | 63,718 | |||||||||||||||||||||
Information technology and other | 62,719 | 55,910 | 48,574 | |||||||||||||||||||||
Total depreciation and amortization expense | $ | 174,818 | $ | 173,040 | $ | 150,006 | ||||||||||||||||||
Receivables: | ||||||||||||||||||||||||
Total segment receivables — billed and unbilled (4) | $ | 826,043 | $ | 820,368 | $ | 875,773 | ||||||||||||||||||
Valuation differences and other | (4,810 | ) | 5,470 | 8,578 | ||||||||||||||||||||
Total billed and unbilled receivables | 821,233 | 825,838 | 884,351 | |||||||||||||||||||||
Assets not reported by segment | 4,806,553 | 4,506,239 | 4,472,627 | |||||||||||||||||||||
Total assets | $ | 5,627,786 | $ | 5,332,077 | $ | 5,356,978 | ||||||||||||||||||
-1 | Depreciation, general and administrative, pension, and medical costs are allocated to our segments based on budgeted expenses determined at the beginning of the fiscal year as management believes that these costs are largely uncontrollable to the segment. To the extent that the actual expense base upon which allocations are made differs from the forecast/budget amount, a reconciling item will be created between internally allocated expenses and the actual expense that we report for GAAP purposes. | |||||||||||||||||||||||
-2 | Stock-based compensation excludes RSUs granted in conjunction with our performance bonus, which are included in discretionary compensation. | |||||||||||||||||||||||
-3 | The Company had a net impact of $3.0 million during fiscal year 2012 as a result of the cumulative effect of the change in accounting method of $6.2 million offset by a reduction in net periodic cost of $3.2 million. | |||||||||||||||||||||||
-4 | Total segment receivables, which reflect the receivable balances used by management to make business decisions, are included for management reporting purposes. | |||||||||||||||||||||||
Revenue and long-lived assets by major geographies | ' | |||||||||||||||||||||||
The following represents total revenue and long-lived assets information by geographic area as and for the fiscal years ended June 30: | ||||||||||||||||||||||||
Revenue | Long-Lived Assets | |||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||
North America | $ | 2,046,488 | $ | 1,972,981 | $ | 1,760,749 | $ | 2,484,019 | $ | 2,293,045 | $ | 2,263,592 | ||||||||||||
Europe | 1,162,888 | 1,161,973 | 1,205,519 | 1,211,700 | 1,193,188 | 1,110,367 | ||||||||||||||||||
Rest of World | 272,536 | 297,561 | 291,630 | 44,466 | 47,308 | 66,131 | ||||||||||||||||||
$ | 3,481,912 | $ | 3,432,515 | $ | 3,257,898 | $ | 3,740,185 | $ | 3,533,541 | $ | 3,440,090 | |||||||||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Jun. 30, 2014 | |||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||||||||||||||||||
Schedule of earnings per share, basic and diluted | ' | ||||||||||||||||||||||||||||||||
The components of basic and diluted earnings per share are as follows: | |||||||||||||||||||||||||||||||||
Fiscal Year Ended June 30, | |||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||
Income | Shares | Per Share | Income | Shares | Per Share | Income | Shares | Per Share | |||||||||||||||||||||||||
Amount | Amount | Amount | |||||||||||||||||||||||||||||||
Basic EPS | |||||||||||||||||||||||||||||||||
Income from continuing operations | $ | 360,257 | $ | 292,010 | $ | 237,578 | |||||||||||||||||||||||||||
Less: Income/(loss) attributable to non-controlling interests | 7,014 | (3,160 | ) | 263 | |||||||||||||||||||||||||||||
Income from continuing operations attributable to common stockholders | $ | 353,243 | $ | 295,170 | $ | 237,315 | |||||||||||||||||||||||||||
Less: Income allocated to participating securities | — | 3,289 | 8,206 | ||||||||||||||||||||||||||||||
Income from continuing operations attributable to common stockholders | 353,243 | 70,587 | $ | 5 | 291,881 | 70,312 | $ | 4.15 | 229,109 | 69,944 | $ | 3.28 | |||||||||||||||||||||
Diluted EPS | |||||||||||||||||||||||||||||||||
Share-based compensation awards | — | 368 | — | 405 | — | 320 | |||||||||||||||||||||||||||
Income available to common stockholders | $ | 353,243 | 70,955 | $ | 4.98 | $ | 291,881 | 70,717 | $ | 4.13 | $ | 229,109 | 70,264 | $ | 3.27 | ||||||||||||||||||
Unaudited_Quarterly_Financial_1
Unaudited Quarterly Financial Data (Tables) | 12 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | |||||||||||||||
Unaudited Quarterly Financial Data | ' | |||||||||||||||
Summarized quarterly financial data for results from continuing operations for the years ended June 30, 2014 and 2013 are as follows (in thousands, except per share amounts): | ||||||||||||||||
2014 Quarter Ended | ||||||||||||||||
September 30 | December 31 | March 31 | June 30 | |||||||||||||
Revenue | $ | 809,939 | $ | 888,155 | $ | 904,833 | $ | 878,985 | ||||||||
Income from operations | 102,421 | 128,426 | 138,423 | 125,238 | ||||||||||||
Income from continuing operations before income taxes | 100,552 | 132,611 | 141,144 | 124,199 | ||||||||||||
Net income attributable to common stockholders | 88,214 | 86,188 | 102,506 | 82,392 | ||||||||||||
Earnings per share (attributable to common stockholders): | ||||||||||||||||
Net income, basic | $ | 1.21 | $ | 1.22 | $ | 1.4 | $ | 1.17 | ||||||||
Net income, diluted | $ | 1.21 | $ | 1.21 | $ | 1.39 | $ | 1.17 | ||||||||
2013 Quarter Ended | ||||||||||||||||
September 30 | December 31 | 31-Mar | 30-Jun | |||||||||||||
Revenue | $ | 793,235 | $ | 911,021 | $ | 892,977 | $ | 835,282 | ||||||||
Income from operations | 79,274 | 114,419 | 121,257 | 117,455 | ||||||||||||
Income from continuing operations before income taxes | 79,309 | 114,321 | 118,399 | 116,972 | ||||||||||||
Net income attributable to common stockholders | 58,727 | 82,290 | 94,916 | 82,879 | ||||||||||||
Earnings per share (attributable to common stockholders): | ||||||||||||||||
Net income, basic | $ | 0.73 | $ | 1.12 | $ | 1.18 | $ | 1.13 | ||||||||
Net income, diluted | $ | 0.72 | $ | 1.11 | $ | 1.17 | $ | 1.12 | ||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 0 Months Ended | 12 Months Ended | |||
Apr. 01, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jan. 01, 2010 | |
reporting_unit | Y | service_firm | |||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ' | ' | ' | ' |
Consolidation of voting interest entity investments threshold (more than 50%) | ' | 50.00% | ' | ' | ' |
Receivables [Abstract] | ' | ' | ' | ' | ' |
Allowance for doubtful accounts receivable, current | ' | $8,075,000 | $12,768,000 | ' | ' |
Allowance unbilled receivables | ' | 9,100,000 | 10,300,000 | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' | ' | ' | ' |
Available-for-sale maturities (less than two years) | ' | '2 years | ' | ' | ' |
Number of professional services firms merged | ' | ' | ' | ' | 2 |
Number of years of experience (more than 100 years) | ' | 100 | ' | ' | ' |
Foreign Currency [Abstract] | ' | ' | ' | ' | ' |
Foreign Currency Transaction Gain (Loss), before Tax | ' | -7,000,000 | -800,000 | -1,100,000 | ' |
Incurred But Not Reported Claims [Abstract] | ' | ' | ' | ' | ' |
IBNR liability amount | ' | 173,800,000 | 174,300,000 | ' | ' |
Share-Based Compensation [Abstract] | ' | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | ' | 23,600,000 | 28,900,000 | 54,500,000 | ' |
Income tax benefit associated with stock-based compensation | ' | $6,200,000 | $10,000,000 | $19,500,000 | ' |
Reporting units for goodwill impairment test | 10 | ' | ' | ' | ' |
Software Service, License and Maintenance Arrangement [Member] | ' | ' | ' | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' | ' | ' | ' |
Contract term | ' | '1 year | ' | ' | ' |
Insurance, Upfront Fees Arrangement [Member] | ' | ' | ' | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' | ' | ' | ' |
Contract term | ' | '1 year | ' | ' | ' |
Acquisitions_and_Divestitures_1
Acquisitions and Divestitures (Details) (USD $) | 12 Months Ended | 0 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Nov. 22, 2013 | Mar. 31, 2014 | 29-May-12 | Jun. 30, 2012 | Jun. 30, 2012 | Jun. 30, 2012 | Jun. 30, 2012 | Sep. 19, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Dec. 31, 2011 | |
Liazon [Member] | Liazon [Member] | Extend Health [Member] | Extend Health [Member] | Extend Health [Member] | Extend Health [Member] | Extend Health [Member] | JLT [Member] | JLT [Member] | JLT [Member] | JLT [Member] | JLT [Member] | JLT [Member] | ||||
Customer Relationships [Member] | Developed Technology Rights [Member] | Other Intangibles [Member] | ||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash paid for business acquisitions | $211,894,000 | $5,678,000 | $438,932,000 | $204,300,000 | ' | $435,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested stock based compensation awards acquired | ' | ' | ' | 8,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets acquired | ' | ' | ' | ' | 34,300,000 | ' | ' | 123,200,000 | 26,700,000 | 1,000,000 | ' | ' | ' | ' | ' | ' |
Net deferred tax asset acquired | ' | ' | ' | ' | 8,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total consideration | ' | ' | ' | 212,300,000 | ' | ' | 446,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill acquired | 2,313,058,000 | 2,218,935,000 | 2,252,555,000 | 174,200,000 | ' | ' | 341,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options assumed in Extend Health acquisition | ' | ' | 11,160,000 | ' | ' | 11,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income tax receivables acquired | ' | ' | ' | ' | ' | ' | 2,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net deferred tax liabilities acquired | ' | ' | ' | ' | ' | ' | 53,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred maintenance adjustment | ' | ' | ' | ' | ' | ' | 14,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from discontinued operations | 259,677,000 | 7,371,000 | 4,497,000 | ' | ' | ' | ' | ' | ' | ' | ' | 250,000,000 | ' | ' | ' | ' |
Branding transitional period (in months) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '15 months | ' | ' | ' | ' |
Percentage of continuing cash flows after disposal | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | 7.40% | ' | ' | ' |
Elimination of intercompany transactions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,800,000 | ' | ' | ' |
Transitional services agreement term (in years) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' |
Continuing cash flow after disposal | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,300,000 | ' | ' | ' | ' |
Repayment period of prepaid occupancy and infrastructure costs (in years) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' |
Adjustment to consideration for net assets transferred | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31,400,000 |
First employee anniversary milestone for repayment of retention payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 days | ' | ' | ' | ' |
Second employee anniversary milestone for repayment of retention payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' |
Third employee anniversary milestone for repayment of retention payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' |
Remaining amount of material contingent liabilities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 21,700,000 |
Total consideration | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 215,100,000 |
Transaction costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,400,000 | ' | ' | ' | ' |
Gain from sale of discontinued operations | $23,950,000 | $0 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $23,951,000 | $0 | $0 | ' |
Investments_Details
Investments (Details) (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |
Proceeds from Sale of Fixed Income Securities [Abstract] | ' | ' | ' |
Redemptions of held-to-maturity securities | $37,161,000 | $0 | $0 |
Proceeds from sale or maturity of Available-for-sale securities | 57,700,000 | 47,600,000 | 68,500,000 |
Available-for-sale Securities, Gross Realized Gain (Loss), Excluding Other than Temporary Impairments [Abstract] | ' | ' | ' |
Available-for-sale Securities, gross realized gains | 1,000,000 | 100,000 | 100,000 |
Fair value of investments in an unrealized loss position | ' | 36,300,000 | ' |
Short-term Investments [Member] | ' | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' | ' |
Held-to-maturity Securities, Amortized Cost before Other than Temporary Impairment | 107,556,000 | 0 | ' |
Held-to-maturity Securities, Fair Value | 107,556,000 | 0 | ' |
Amortized Cost | 122,715,000 | 56,633,000 | ' |
Unrealized Gains | 49,000 | 15,000 | ' |
Unrealized Losses | -3,000 | -3,000 | ' |
Estimated Fair Value | 122,761,000 | 56,645,000 | ' |
Short-term Investments [Member] | Fixed income securities [Member] | ' | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' | ' |
Amortized Cost | 0 | 56,602,000 | ' |
Unrealized Gains | 0 | 15,000 | ' |
Unrealized Losses | 0 | -2,000 | ' |
Estimated Fair Value | 0 | 56,615,000 | ' |
Short-term Investments [Member] | Equity securities [Member] | ' | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' | ' |
Amortized Cost | 126,000 | 31,000 | ' |
Unrealized Gains | 7,000 | 0 | ' |
Unrealized Losses | -3,000 | -1,000 | ' |
Estimated Fair Value | 130,000 | 30,000 | ' |
Short-term Investments [Member] | Mutual funds and exchange-traded funds [Member] | ' | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' | ' |
Amortized Cost | 15,033,000 | 0 | ' |
Unrealized Gains | 42,000 | 0 | ' |
Unrealized Losses | 0 | 0 | ' |
Estimated Fair Value | 15,075,000 | 0 | ' |
Other Investments [Member] | ' | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' | ' |
Amortized Cost | 42,147,000 | 27,488,000 | ' |
Unrealized Gains | 451,000 | 490,000 | ' |
Unrealized Losses | 0 | -97,000 | ' |
Estimated Fair Value | 42,598,000 | 27,881,000 | ' |
Other Investments [Member] | Equity securities [Member] | ' | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' | ' |
Amortized Cost | 0 | 822,000 | ' |
Unrealized Gains | 0 | 476,000 | ' |
Unrealized Losses | 0 | 0 | ' |
Estimated Fair Value | 0 | 1,298,000 | ' |
Other Investments [Member] | Mutual funds and exchange-traded funds [Member] | ' | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' | ' |
Amortized Cost | 42,147,000 | 26,666,000 | ' |
Unrealized Gains | 451,000 | 14,000 | ' |
Unrealized Losses | 0 | -97,000 | ' |
Estimated Fair Value | 42,598,000 | 26,583,000 | ' |
JLT [Member] | ' | ' | ' |
Proceeds from Sale of Fixed Income Securities [Abstract] | ' | ' | ' |
Proceeds from sale or maturity of Available-for-sale securities | $1,600,000 | ' | ' |
Acquisitions_and_Divestitures_2
Acquisitions and Divestitures (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Net income from discontinued operations | $6,057 | $23,642 | $22,898 |
Gain from sale of discontinued operations | 23,950 | 0 | 0 |
JLT [Member] | ' | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Revenue from discontinued operations | 63,762 | 164,270 | 159,839 |
Income from discontinued operations before taxes | 21,308 | 39,203 | 36,211 |
Tax expense on discontinued operations | 7,522 | 15,561 | 13,313 |
Discontinued Operation, Income (Loss) from Discontinued Operation During Phase-out Period, Net of Tax | 13,786 | 23,642 | 22,898 |
Net income from discontinued operations | 6,057 | 23,642 | 22,898 |
Gain from sale of discontinued operations | 23,951 | 0 | 0 |
Tax expense on gain from sale of discontinued operations | 31,680 | 0 | 0 |
Net loss from sale of discontinued operations | ($7,729) | $0 | $0 |
Fixed_Assets_Details
Fixed Assets (Details) (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |
Fixed Assets, Net, by Type [Abstract] | ' | ' | ' |
Fixed assets, gross | $770,625,000 | $680,529,000 | ' |
Less: accumulated depreciation and amortization | -396,181,000 | -333,614,000 | ' |
Fixed assets, net | 374,444,000 | 346,915,000 | ' |
Depreciation and Amortization Expense [Abstract] | ' | ' | ' |
Amortization expense | 44,700,000 | 40,500,000 | 39,600,000 |
Depreciation expense | 54,900,000 | 56,300,000 | 47,700,000 |
Minimum [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Fixed assets, useful life | '3 years | ' | ' |
Maximum [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Fixed assets, useful life | '7 years | ' | ' |
Furniture, fixtures and equipment [Member] | ' | ' | ' |
Fixed Assets, Net, by Type [Abstract] | ' | ' | ' |
Fixed assets, gross | 205,598,000 | 207,667,000 | ' |
Computer software [Member] | ' | ' | ' |
Fixed Assets, Net, by Type [Abstract] | ' | ' | ' |
Fixed assets, gross | 192,206,000 | 161,382,000 | ' |
Internally developed computer software [Member] | ' | ' | ' |
Fixed Assets, Net, by Type [Abstract] | ' | ' | ' |
Fixed assets, gross | 165,695,000 | 123,943,000 | ' |
Leasehold improvements [Member] | ' | ' | ' |
Fixed Assets, Net, by Type [Abstract] | ' | ' | ' |
Fixed assets, gross | 207,126,000 | 187,537,000 | ' |
Computer software and internally developed software [Member] | ' | ' | ' |
Fixed Assets, Net, by Type [Abstract] | ' | ' | ' |
Fixed assets, net | $210,700,000 | $179,000,000 | ' |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets (Details) (USD $) | 12 Months Ended | ||||||||||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Benefits [Member] | Benefits [Member] | Risk And Financial Services [Member] | Risk And Financial Services [Member] | Talent And Rewards [Member] | Talent And Rewards [Member] | Exchange Solutions [Member] | Exchange Solutions [Member] | All Other [Member] | All Other [Member] | All Other [Member] | |||
Goodwill [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill as of | $2,218,935 | $2,252,555 | $1,233,272 | $1,253,255 | $534,150 | $545,862 | $108,850 | $111,212 | $341,449 | $341,012 | $1,214 | $1,214 | $1,214 |
Goodwill acquired | 174,195 | 2,917 | 0 | 0 | 0 | 2,480 | ' | ' | 174,195 | 437 | ' | ' | ' |
Goodwill related to disposals | -167,822 | ' | ' | ' | -167,822 | ' | ' | ' | ' | ' | ' | ' | ' |
Translation adjustment | 87,750 | -36,537 | 57,517 | -19,983 | 25,221 | -14,192 | 5,012 | -2,362 | ' | ' | ' | ' | ' |
Goodwill as of | $2,313,058 | $2,218,935 | $1,290,789 | $1,233,272 | $391,549 | $534,150 | $113,862 | $108,850 | $515,644 | $341,449 | $1,214 | $1,214 | $1,214 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets (Details 1) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Nov. 06, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Trade Names [Member] | Trade Names [Member] | Customer related intangibles [Member] | Customer related intangibles [Member] | Customer related intangibles [Member] | Core/developed technology [Member] | Core/developed technology [Member] | Favorable lease agreements [Member] | Favorable lease agreements [Member] | Unfavorable lease agreements [Member] | Unfavorable lease agreements [Member] | ||||
Finite Lived Intangible Assets [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance as of | $319,327 | $397,364 | ' | $0 | $0 | ' | $246,247 | $289,521 | $69,515 | $103,289 | $3,565 | $4,554 | ' | ' |
Intangible assets acquired | 35,050 | 3,923 | ' | 150 | 0 | ' | 600 | 3,923 | 34,300 | 0 | 0 | 0 | ' | ' |
Intangible assets related to disposal | -8,254 | ' | ' | 0 | ' | -8,300 | -8,254 | ' | 0 | ' | 0 | ' | ' | ' |
Amortization | -75,932 | -78,910 | -65,619 | -150 | 0 | ' | -46,907 | -45,435 | -28,875 | -33,475 | ' | ' | ' | ' |
Rent expense for lease intangible | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -947 | -972 | ' | ' |
Total intangible amortization and rent expense | -76,879 | -79,882 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Translation adjustment | 8,055 | -2,078 | ' | 0 | 0 | ' | 7,169 | -1,762 | 887 | -299 | -1 | -17 | ' | ' |
Balance as of | 277,299 | 319,327 | 397,364 | 0 | 0 | ' | 198,855 | 246,247 | 75,827 | 69,515 | 2,617 | 3,565 | ' | ' |
Finite-lived intangible assets and liabilities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Finite-lived intangible assets, Gross carrying amount | 574,157 | 561,655 | ' | 520 | 370 | ' | 391,201 | 390,027 | 175,948 | 164,762 | 6,488 | 6,496 | ' | ' |
Finite-lived intangible assets, Accumulated amortization | 296,858 | 242,328 | ' | 520 | 370 | ' | 192,346 | 143,780 | 100,121 | 95,247 | 3,871 | 2,931 | ' | ' |
Weighted average remaining life of amortizable intangible assets | ' | ' | ' | ' | ' | ' | '5 years 7 months 6 days | '6 years 7 months 6 days | '4 years 1 month 6 days | '3 years 9 months 18 days | '3 years 7 months 6 days | '4 years 4 months 24 days | ' | ' |
Finite-lived intangible liabilities, Gross carrying amount | 24,818 | 25,591 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 24,818 | 25,591 |
Finite-lived intangible liabilities, Accumulated amortization | $14,588 | $12,122 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $14,588 | $12,122 |
Weighted average remaining life of intangible lease liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years 10 months 24 days | '4 years 8 months 12 days |
Weighted average remaining life of intangible assets and liabilities | '5 years 1 month | '5 years 11 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets (Details 2) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2014 |
Finite-Lived Intangible Assets, Future Amortization Expense [Abstract] | ' |
2015 | $68,821 |
2016 | 57,740 |
2017 | 53,368 |
2018 | 42,928 |
2019 | 27,850 |
Thereafter | 23,975 |
Total | 274,682 |
Future Amortization Rent Offset [Abstract] | ' |
2015 | -2,029 |
2016 | -1,567 |
2017 | -1,864 |
2018 | -1,981 |
2019 | -315 |
Thereafter | 143 |
Total | ($7,613) |
Goodwill_and_Intangible_Assets5
Goodwill and Intangible Assets (Details 3) (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |
Change in Accounting Estimate [Line Items] | ' | ' | ' |
Change in Accounting Estimate, Description | 'Due to integration of our Retirement business, management decided to discontinue the use of an application that was acquired in the Merger with an expected useful life of ten years. We calculated no impairment and we plan to shorten the life of the intangible asset and accelerate the amortization in the same pattern in which our clients are transitioned to the surviving application, which is expected to occur over the next three to four years. To develop our estimated useful remaining life of the application, we are using client engagement revenue and the planned transition developed by our business management. | ' | ' |
Intangible Assets Other Disclosures [Abstract] | ' | ' | ' |
Amortization | $75,932,000 | $78,910,000 | $65,619,000 |
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 380,000,000 | 368,400,000 | ' |
Intangible Lease Liability | 10,200,000 | 13,500,000 | ' |
Reduction to rent expense | -3,200,000 | ' | ' |
Intangible Assets, Translation Adjustments | 100,000 | ' | ' |
Intangible Assets, Amortization Period [Member] | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' |
Change In Accounting Estimate Period Charge | $2,100,000 | $5,600,000 | ' |
Computer software [Member] | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' |
Estimated useful life of intangible assets | '10 years | ' | ' |
Minimum [Member] | Computer software [Member] | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' |
Amortization acceleration period | '3 years | ' | ' |
Maximum [Member] | Computer software [Member] | ' | ' | ' |
Change in Accounting Estimate [Line Items] | ' | ' | ' |
Amortization acceleration period | '4 years | ' | ' |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 12 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||||||||||
Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | ||||||||||
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Measurements, Recurring [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | ||||||||||
Retention bonus liability [Member] | Retention bonus liability [Member] | U.S. treasury securities and obligations of the U.S. government, government agencies and authorities [Member] | Corporate Bonds [Member] | Foreign Corporate Bonds [Member] | Equity securities [Member] | Equity securities [Member] | Mutual Funds [Member] | Mutual Funds [Member] | Foreign Exchange Forward [Member] | Foreign Exchange Forward [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ||||||||||
U.S. treasury securities and obligations of the U.S. government, government agencies and authorities [Member] | Equity securities [Member] | Equity securities [Member] | Mutual Funds [Member] | Mutual Funds [Member] | U.S. treasury securities and obligations of the U.S. government, government agencies and authorities [Member] | Corporate Bonds [Member] | Foreign Corporate Bonds [Member] | Mutual Funds [Member] | Foreign Exchange Forward [Member] | Foreign Exchange Forward [Member] | Retention bonus liability [Member] | Foreign Exchange Forward [Member] | Retention bonus liability [Member] | Fair Value, Inputs, Level 3 [Member] | Retention bonus liability [Member] | Fair Value, Inputs, Level 3 [Member] | |||||||||||||||||||||
Retention bonus liability [Member] | Retention bonus liability [Member] | ||||||||||||||||||||||||||||||||||||
Assets: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||
Available-for-sale securities | ' | ' | $2,014,000 | $53,100,000 | $1,501,000 | $130,000 | $1,328,000 | $57,673,000 | $26,583,000 | ' | ' | $2,014,000 | $130,000 | $1,328,000 | $57,673,000 | $26,583,000 | $0 | $53,100,000 | $1,501,000 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||
Derivatives | ' | ' | ' | ' | ' | ' | ' | ' | ' | 639,000 | [1] | 546,000 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | 639,000 | [1] | 546,000 | [1] | ' | ' | ' | ' | ' | ' | |||||
Liabilities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||
Derivatives | ' | ' | ' | ' | ' | ' | ' | ' | ' | 550,000 | [1] | 353,000 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | 550,000 | [1] | 353,000 | [1] | ' | 0 | [1] | ' | ' | ' | ' | ||||
Contingent liabilities | ' | 19,998,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 19,998,000 | [2] | ' | ' | ' | ' | ' | |||||||
Credit adjusted interest rate (percentage) | 1.70% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | 8.00% | ' | |||||||||
Forfeiture rate (percentage) | 7.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | 10.00% | ' | |||||||||
Servicing Liability at Fair Value, Changes in Fair Value Resulting from Changes in Valuation Inputs or Changes in Assumptions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $20,200,000 | $20,400,000 | [2] | $18,800,000 | $19,400,000 | [2] | |||||||
[1] | These derivative investments are included in other current assets or accounts payable, accrued liabilities and deferred income on the consolidated balance sheet. See Note 7 for further information on our derivative investments. | ||||||||||||||||||||||||||||||||||||
[2] | These liabilities are included in other current liabilities and other noncurrent liabilities on the consolidated balance sheet. The fair value was determined using a discounted cash flow model. |
Fair_Value_Measurements_Detail1
Fair Value Measurements (Details 2) (Retention bonus liability [Member], USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2014 |
Retention bonus liability [Member] | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Beginning balance - June 30, 2013 | $0 |
Obligation assumed | -21,746 |
Transfers | 0 |
Payments | 1,939 |
Realized gains /(loss) | 0 |
Unrealized gains / (losses) | -191 |
Ending balance - June 30, 2014 | ($19,998) |
Derivative_Financial_Instrumen2
Derivative Financial Instruments (Details) (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ' | ' |
Longest outstanding maturity for derivative contracts at the most recent balance sheet date. | '15 months | ' | ' |
Hedge effectiveness, before tax - AOCI | $100,000 | ' | ' |
Net fair value of derivatives held | 100,000 | 200,000 | ' |
Derivatives, Fair Value [Line Items] | ' | ' | ' |
Notional amount of derivatives | 49,500,000 | 107,200,000 | 66,400,000 |
Derivative Asset, Fair Value, Net [Abstract] | ' | ' | ' |
Derivative assets, fair value | 639,000 | 546,000 | ' |
Liability derivatives | ' | ' | ' |
Derivative liability, fair value | -550,000 | -353,000 | ' |
Cash Flow Hedging [Member] | ' | ' | ' |
Summary Of Hedged Derivative Instruments Impact On Results Of Operations [Abstract] | ' | ' | ' |
Gain (loss) recognized in OCI (effective portion) | -1,540,000 | -294,000 | -732,000 |
General and Administrative Expense [Member] | ' | ' | ' |
Summary Of Non Hedged Derivative Instruments Impact On Results Of Operations [Abstract] | ' | ' | ' |
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | 561,000 | 3,325,000 | 1,399,000 |
General and Administrative Expense [Member] | Cash Flow Hedging [Member] | ' | ' | ' |
Summary Of Hedged Derivative Instruments Impact On Results Of Operations [Abstract] | ' | ' | ' |
Loss reclassified from OCI into income (effective portion) | -1,447,000 | -125,000 | 798,000 |
Gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) | 2,000 | -1,000 | -2,000 |
Foreign Exchange Forward [Member] | ' | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' | ' |
Notional amount of derivatives | 24,200,000 | 33,600,000 | 59,100,000 |
Foreign Exchange Forward [Member] | Cash Flow Hedging [Member] | ' | ' | ' |
Summary Of Hedged Derivative Instruments Impact On Results Of Operations [Abstract] | ' | ' | ' |
Gain (loss) recognized in OCI (effective portion) | -1,540,000 | -294,000 | -732,000 |
Foreign Exchange Forward [Member] | General and Administrative Expense [Member] | ' | ' | ' |
Summary Of Non Hedged Derivative Instruments Impact On Results Of Operations [Abstract] | ' | ' | ' |
Gain (Loss) on Foreign Currency Derivative Instruments Not Designated as Hedging Instruments | 561,000 | 3,325,000 | 1,399,000 |
Foreign Exchange Forward [Member] | General and Administrative Expense [Member] | Cash Flow Hedging [Member] | ' | ' | ' |
Summary Of Hedged Derivative Instruments Impact On Results Of Operations [Abstract] | ' | ' | ' |
Loss reclassified from OCI into income (effective portion) | -1,447,000 | -125,000 | 798,000 |
Gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) | 2,000 | -1,000 | -2,000 |
Foreign Exchange Forward [Member] | Designated as Hedging Instrument [Member] | Other Current Assets [Member] | ' | ' | ' |
Derivative Asset, Fair Value, Net [Abstract] | ' | ' | ' |
Derivative assets, fair value | 618,000 | 395,000 | ' |
Foreign Exchange Forward [Member] | Designated as Hedging Instrument [Member] | Accounts Payable Accrued Liabilities And Deferred Income [Member] | ' | ' | ' |
Liability derivatives | ' | ' | ' |
Derivative liability, fair value | -513,000 | -159,000 | ' |
Foreign Exchange Forward [Member] | Not Designated as Hedging Instrument [Member] | Other Current Assets [Member] | ' | ' | ' |
Derivative Asset, Fair Value, Net [Abstract] | ' | ' | ' |
Derivative assets, fair value | 21,000 | 151,000 | ' |
Foreign Exchange Forward [Member] | Not Designated as Hedging Instrument [Member] | Accounts Payable Accrued Liabilities And Deferred Income [Member] | ' | ' | ' |
Liability derivatives | ' | ' | ' |
Derivative liability, fair value | ($37,000) | ($194,000) | ' |
Supplementary_Information_for_2
Supplementary Information for Select Balance Sheet Accounts (Details) (USD $) | Jun. 30, 2014 | Jun. 30, 2013 |
In Thousands, unless otherwise specified | ||
Accounts Payable And Accrued Liabilities, Current [Abstract] | ' | ' |
Accounts payable | $20,228 | $31,962 |
Accrued liabilities | 116,709 | 104,378 |
Deferred income | 267,823 | 215,308 |
Accounts payable, accrued liabilities and deferred income | 404,760 | 351,648 |
Employee-related Liabilities, Current [Abstract] | ' | ' |
Accrued payroll and bonuses | 447,145 | 477,942 |
Current pension liability | 53,146 | 69,143 |
Other employee-related liabilities | 18,241 | 13,746 |
Total employee-related liabilities | $518,532 | $560,831 |
Leases_Details
Leases (Details) (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |
Operating Leases, Rent Expense, Net [Abstract] | ' | ' | ' |
Rent expense for operating leases | $144,100,000 | $146,400,000 | $148,200,000 |
Sublease income | 900,000 | 3,100,000 | 2,600,000 |
Operating Leases, Future Minimum Payments Due [Abstract] | ' | ' | ' |
Cumulative anticipated sublease income | 700,000 | ' | ' |
2015 | 109,926,000 | ' | ' |
2016 | 97,238,000 | ' | ' |
2017 | 83,261,000 | ' | ' |
2018 | 71,215,000 | ' | ' |
2019 | 56,781,000 | ' | ' |
Thereafter | 147,136,000 | ' | ' |
Total | $565,557,000 | ' | ' |
Retirement_Benefits_Details
Retirement Benefits (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |||
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | ' | ' | ' | |||
Portion of pension and OPEB plans represented in disclosure portion disclosed | 98.00% | ' | ' | |||
Defined Benefit Plan, Assumptions Used in Calculations [Abstract] | ' | ' | ' | |||
Description of assumptions used in calculations | 'The following assumptions were used in the valuations of Towers Watson’s defined benefit pension plans. The assumptions presented for the North American plans represent the weighted-average of rates for all U.S. and Canadian plans. The assumptions presented for Towers Watson’s European plans represent the weighted-average of rates for the U.K., Germany and Netherlands plans. | ' | ' | |||
Estimated Future Benefit Payments | ' | ' | ' | |||
2015 | $199,535 | ' | ' | |||
2016 | 203,696 | ' | ' | |||
2017 | 209,481 | ' | ' | |||
2018 | 215,637 | ' | ' | |||
2019 | 222,505 | ' | ' | |||
Thereafter | 1,280,720 | ' | ' | |||
Total expected benefit payments | 2,331,574 | ' | ' | |||
North America Pension Plans [Member] | ' | ' | ' | |||
Assumptions used to determine net periodic benefit cost | ' | ' | ' | |||
Discount rate | 5.32% | 4.86% | 5.79% | |||
Expected long-term rate of return on assets | 7.67% | 8.11% | 8.14% | |||
Rate of increase in compensation levels | 4.36% | 4.35% | 3.82% | |||
Assumptions used to determine benefit obligation | ' | ' | ' | |||
Discount rate | 4.86% | 5.32% | ' | |||
Rate of increase in compensation levels | 3.98% | 4.36% | ' | |||
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | ' | ' | ' | |||
Service cost | 70,346 | 70,795 | 61,158 | |||
Interest cost | 140,736 | 135,726 | 141,390 | |||
Expected return on plan assets | -188,391 | -185,435 | -172,827 | |||
Amortization of net loss/(gain) | 22,088 | 45,372 | 18,240 | |||
Amortization of prior service (credit)/cost | -8,379 | -8,377 | -8,338 | |||
Settlement/curtailment loss | 0 | 0 | 0 | |||
Other adjustments | 0 | [1] | 0 | [1] | 9,512 | [1] |
Net periodic benefit cost/(income) | 36,400 | 58,081 | 49,135 | |||
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, before Tax, [Abstract] | ' | ' | ' | |||
Current year actuarial (gain)/loss | -26,558 | -188,011 | 314,754 | |||
Amortization of actuarial (gain)/loss | -22,088 | -45,372 | -18,240 | |||
Amortization of prior service credit/(cost) | 8,379 | 8,377 | 8,338 | |||
Recognition of actuarial loss due to settlement/curtailment | 0 | 0 | 0 | |||
Other | -909 | -1,699 | -13,477 | |||
Total recognized in other comprehensive (income)/loss | -41,176 | -226,705 | 291,375 | |||
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year [Abstract] | ' | ' | ' | |||
Actuarial loss | 17,603 | ' | ' | |||
Prior service (credit)/cost | -8,378 | ' | ' | |||
Total | 9,225 | ' | ' | |||
Estimated Future Benefit Payments | ' | ' | ' | |||
2015 | 172,691 | ' | ' | |||
2016 | 175,802 | ' | ' | |||
2017 | 178,527 | ' | ' | |||
2018 | 183,317 | ' | ' | |||
2019 | 187,247 | ' | ' | |||
Thereafter | 1,050,077 | ' | ' | |||
Total expected benefit payments | 1,947,661 | ' | ' | |||
Europe Pension Plans [Member] | ' | ' | ' | |||
Assumptions used to determine net periodic benefit cost | ' | ' | ' | |||
Discount rate | 4.41% | 4.80% | 5.59% | |||
Expected long-term rate of return on assets | 5.77% | 6.07% | 6.78% | |||
Rate of increase in compensation levels | 3.93% | 3.93% | 3.93% | |||
Assumptions used to determine benefit obligation | ' | ' | ' | |||
Discount rate | 3.99% | 4.41% | ' | |||
Rate of increase in compensation levels | 3.00% | 3.93% | ' | |||
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | ' | ' | ' | |||
Service cost | 12,321 | 10,262 | 10,199 | |||
Interest cost | 41,148 | 37,937 | 38,173 | |||
Expected return on plan assets | -46,352 | -42,244 | -44,922 | |||
Amortization of net loss/(gain) | 9,019 | 5,905 | -3,717 | |||
Amortization of prior service (credit)/cost | 42 | 41 | 41 | |||
Settlement/curtailment loss | 0 | 0 | 4,258 | |||
Other adjustments | 254 | [1] | 85 | [1] | 545 | [1] |
Net periodic benefit cost/(income) | 16,432 | 11,986 | 4,577 | |||
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, before Tax, [Abstract] | ' | ' | ' | |||
Current year actuarial (gain)/loss | 60,022 | 51,384 | 110,377 | |||
Amortization of actuarial (gain)/loss | -9,019 | -5,905 | 3,717 | |||
Amortization of prior service credit/(cost) | -42 | -41 | -41 | |||
Recognition of actuarial loss due to settlement/curtailment | 0 | 0 | -4,258 | |||
Other | 12,992 | -1,418 | -1,512 | |||
Total recognized in other comprehensive (income)/loss | 63,953 | 44,020 | 108,283 | |||
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year [Abstract] | ' | ' | ' | |||
Actuarial loss | 13,571 | ' | ' | |||
Prior service (credit)/cost | 44 | ' | ' | |||
Total | 13,615 | ' | ' | |||
Estimated Future Benefit Payments | ' | ' | ' | |||
2015 | 26,844 | ' | ' | |||
2016 | 27,894 | ' | ' | |||
2017 | 30,954 | ' | ' | |||
2018 | 32,320 | ' | ' | |||
2019 | 35,258 | ' | ' | |||
Thereafter | 230,643 | ' | ' | |||
Total expected benefit payments | 383,913 | ' | ' | |||
Other Postretirement Plans [Member] | ' | ' | ' | |||
Assumptions used to determine net periodic benefit cost | ' | ' | ' | |||
Discount rate | 5.30% | 4.80% | 5.65% | |||
Expected long-term rate of return on assets | 2.00% | 2.00% | 2.00% | |||
Rate of increase in compensation levels | 0.00% | 4.50% | 4.06% | |||
Assumptions used to determine benefit obligation | ' | ' | ' | |||
Discount rate | 4.68% | 5.30% | ' | |||
Rate of increase in compensation levels | 0.00% | 4.50% | ' | |||
Assumed health care cost trend rates | ' | ' | ' | |||
Health care cost trend (Cost) | 7.08% | 7.16% | 7.61% | |||
Health care cost trend rate (Obligation) | 7.00% | 7.08% | ' | |||
Ultimate rate | 5.00% | 5.00% | 5.00% | |||
Year reaching ultimate rate | '2019 | '2019 | '2016 | |||
Average Remaining Service Period | '9 years 6 months | ' | ' | |||
Effect of One-Percentage Point Change in Assumed Health Care Cost Trend Rates | ' | ' | ' | |||
Effect of One Percentage Point Increase on Cost | 222 | ' | ' | |||
Effect of One Percentage Point Decrease on Cost | -189 | ' | ' | |||
Effect of One Percentage Point Increase on Obligation | 2,962 | ' | ' | |||
Effect of One Percentage Point Decrease on Obligation | -2,497 | ' | ' | |||
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract] | ' | ' | ' | |||
Service cost | 1,460 | 1,770 | 2,987 | |||
Interest cost | 8,856 | 8,807 | 10,966 | |||
Expected return on plan assets | -112 | -130 | -132 | |||
Amortization of net loss/(gain) | -1,752 | 369 | 2,206 | |||
Amortization of prior service (credit)/cost | -7,004 | -8,228 | -8,705 | |||
Net periodic benefit cost/(income) | 1,448 | 2,588 | 7,322 | |||
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, before Tax, [Abstract] | ' | ' | ' | |||
Current year actuarial (gain)/loss | 7,131 | -16,764 | ' | |||
Amortization of actuarial (gain)/loss | 1,752 | -369 | ' | |||
Amortization of prior service credit/(cost) | 7,004 | 8,228 | ' | |||
Other | -29 | -20 | ' | |||
Total recognized in other comprehensive (income)/loss | 15,858 | -8,925 | ' | |||
Pension and Other Postretirement Benefit Plans, Amounts that Will be Amortized from Accumulated Other Comprehensive Income (Loss) in Next Fiscal Year [Abstract] | ' | ' | ' | |||
Actuarial loss | -6,905 | ' | ' | |||
Prior service (credit)/cost | -1,759 | ' | ' | |||
Total | -8,664 | ' | ' | |||
Estimated Future Benefit Payments | ' | ' | ' | |||
2015 | 17,024 | ' | ' | |||
2016 | 18,568 | ' | ' | |||
2017 | 20,028 | ' | ' | |||
2018 | 21,458 | ' | ' | |||
2019 | 22,966 | ' | ' | |||
Thereafter | 131,771 | ' | ' | |||
Total expected benefit payments | 231,815 | ' | ' | |||
Expected Prescription Drug Subsidy Receipts | ' | ' | ' | |||
2015 | 110 | ' | ' | |||
2016 | 107 | ' | ' | |||
2017 | 103 | ' | ' | |||
2018 | 98 | ' | ' | |||
2019 | 92 | ' | ' | |||
Years 2020-2024 | 363 | ' | ' | |||
Total expected retiree drug subsidies | $873 | ' | ' | |||
[1] | This adjustment for North America in fiscal year 2012 is primarily due to the cumulative effect of the change in the method of determining the market-related value of plan assets. |
Retirement_Benefits_Details1
Retirement Benefits (Details1) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Change in Fair Value of Plan Assets | ' | ' |
Fair value of plan assets as at | $3,732,751 | $3,212,620 |
Defined Benefit Plan, Amounts Recognized in Balance Sheet [Abstract] | ' | ' |
Noncurrent assets | 0 | 0 |
Noncurrent liabilities | -768,024 | -771,429 |
Qualified Plans - North America [Member] | ' | ' |
Change in Benefit Obligation | ' | ' |
Benefit obligation as at | 2,324,353 | 2,412,004 |
Service cost | 58,777 | 59,327 |
Interest cost | 121,548 | 115,418 |
Actuarial (gains)/losses | 149,163 | -160,794 |
Benefits payments | -102,495 | -91,546 |
Participant contributions | 0 | 0 |
Plan amendments and other | 516 | 0 |
Foreign currency adjustment | -4,081 | -10,056 |
Benefit obligation as at | 2,547,781 | 2,324,353 |
Change in Fair Value of Plan Assets | ' | ' |
Fair value of plan assets as at | 2,461,764 | 2,269,318 |
Actual return on plan assets | 385,528 | 223,675 |
Company contributions | 71,663 | 69,305 |
Participant contributions | 0 | 0 |
Benefits payments | -102,495 | -91,546 |
Other | 516 | 0 |
Foreign currency adjustment | -3,385 | -8,988 |
Fair value of plan assets as at | 2,813,591 | 2,461,764 |
Funded status at end of year | 265,810 | 137,411 |
Accumulated Benefit Obligation | 2,517,911 | 2,293,705 |
Defined Benefit Plan, Amounts Recognized in Balance Sheet [Abstract] | ' | ' |
Noncurrent assets | 273,940 | 180,371 |
Current liabilities | 0 | 0 |
Noncurrent liabilities | -8,131 | -42,960 |
Net amount recognized | 265,809 | 137,411 |
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax [Abstract] | ' | ' |
Net actuarial loss/(gain) | 100,608 | 165,719 |
Net prior service (credit)/cost | -41,757 | -48,242 |
Accumulated Other Comprehensive Loss/(Income) | 58,851 | 117,477 |
Defined Benefit Plan, Plans with Benefit Obligations in Excess of Plan Assets [Abstract] | ' | ' |
Projected benefit obligation | 105,278 | 293,657 |
Fair value of plan assets | 97,147 | 250,697 |
Defined Benefit Plan, Pension Plans with Accumulated Benefit Obligations in Excess of Plan Assets [Abstract] | ' | ' |
Projected benefit obligation | 0 | 101,176 |
Accumulated benefit obligation | 0 | 91,025 |
Fair value of plan assets | 0 | 78,356 |
Unqualified Plans - North America [Member] | ' | ' |
Change in Benefit Obligation | ' | ' |
Benefit obligation as at | 416,461 | 466,809 |
Service cost | 11,569 | 11,468 |
Interest cost | 19,187 | 20,307 |
Actuarial (gains)/losses | 21,416 | 11,023 |
Benefits payments | -71,576 | -90,035 |
Participant contributions | 0 | 0 |
Plan amendments and other | 0 | 0 |
Foreign currency adjustment | -1,279 | -3,111 |
Benefit obligation as at | 395,778 | 416,461 |
Change in Fair Value of Plan Assets | ' | ' |
Fair value of plan assets as at | 0 | 0 |
Actual return on plan assets | 0 | 0 |
Company contributions | 71,576 | 90,035 |
Participant contributions | 0 | 0 |
Benefits payments | -71,576 | -90,035 |
Other | 0 | 0 |
Foreign currency adjustment | 0 | 0 |
Fair value of plan assets as at | 0 | 0 |
Funded status at end of year | -395,778 | -416,461 |
Accumulated Benefit Obligation | 390,246 | 411,011 |
Defined Benefit Plan, Amounts Recognized in Balance Sheet [Abstract] | ' | ' |
Noncurrent assets | 0 | 0 |
Current liabilities | -51,113 | -62,466 |
Noncurrent liabilities | -344,665 | -353,944 |
Net amount recognized | -395,778 | -416,410 |
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax [Abstract] | ' | ' |
Net actuarial loss/(gain) | 68,224 | 52,667 |
Net prior service (credit)/cost | -10,965 | -12,858 |
Accumulated Other Comprehensive Loss/(Income) | 57,259 | 39,809 |
Qualified Plans - Europe [Member] | ' | ' |
Change in Benefit Obligation | ' | ' |
Benefit obligation as at | 887,047 | 809,874 |
Service cost | 12,321 | 10,262 |
Interest cost | 41,148 | 37,938 |
Actuarial (gains)/losses | 61,836 | 62,461 |
Benefits payments | -20,566 | -16,907 |
Participant contributions | 2,338 | 2,361 |
Plan amendments and other | 1,462 | 85 |
Foreign currency adjustment | 101,712 | -19,027 |
Benefit obligation as at | 1,087,298 | 887,047 |
Change in Fair Value of Plan Assets | ' | ' |
Fair value of plan assets as at | 750,856 | 688,983 |
Actual return on plan assets | 48,166 | 53,322 |
Company contributions | 41,941 | 46,182 |
Participant contributions | 2,338 | 2,361 |
Benefits payments | -20,566 | -16,907 |
Other | 1,208 | 0 |
Foreign currency adjustment | 95,217 | -23,085 |
Fair value of plan assets as at | 919,160 | 750,856 |
Funded status at end of year | -168,138 | -136,191 |
Accumulated Benefit Obligation | 1,077,939 | 853,121 |
Defined Benefit Plan, Amounts Recognized in Balance Sheet [Abstract] | ' | ' |
Noncurrent assets | 9,593 | 18,103 |
Current liabilities | 0 | -4,430 |
Noncurrent liabilities | -177,730 | -149,862 |
Net amount recognized | -168,137 | -136,189 |
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax [Abstract] | ' | ' |
Net actuarial loss/(gain) | 178,395 | 114,455 |
Net prior service (credit)/cost | 477 | 464 |
Accumulated Other Comprehensive Loss/(Income) | 178,872 | 114,919 |
Defined Benefit Plan, Plans with Benefit Obligations in Excess of Plan Assets [Abstract] | ' | ' |
Projected benefit obligation | 210,898 | 27,882 |
Fair value of plan assets | 33,168 | 20,281 |
Defined Benefit Plan, Pension Plans with Accumulated Benefit Obligations in Excess of Plan Assets [Abstract] | ' | ' |
Projected benefit obligation | 210,898 | 27,882 |
Accumulated benefit obligation | 201,540 | 27,882 |
Fair value of plan assets | 33,168 | 20,281 |
Other Postretirement Plans [Member] | ' | ' |
Change in Benefit Obligation | ' | ' |
Benefit obligation as at | 172,729 | 188,863 |
Service cost | 1,460 | 1,770 |
Interest cost | 8,856 | 8,807 |
Actuarial (gains)/losses | 6,972 | -16,979 |
Benefits payments | -14,443 | -15,568 |
Less: Medicare Part D | 68 | 863 |
Participant contributions | 6,035 | 5,859 |
Foreign currency adjustment | -371 | -886 |
Benefit obligation as at | 181,306 | 172,729 |
Change in Fair Value of Plan Assets | ' | ' |
Fair value of plan assets as at | 5,958 | 6,525 |
Actual return on plan assets | -47 | -85 |
Company contributions | 7,665 | 9,227 |
Participant contributions | 6,035 | 5,859 |
Benefits payments | -14,443 | -15,568 |
Fair value of plan assets as at | 5,168 | 5,958 |
Funded status at end of year | -176,138 | -166,771 |
Defined Benefit Plan, Amounts Recognized in Balance Sheet [Abstract] | ' | ' |
Current liabilities | -4,678 | -3,889 |
Noncurrent liabilities | -171,459 | -162,882 |
Net amount recognized | -176,137 | -166,771 |
Pension and Other Postretirement Benefit Plans, Accumulated Other Comprehensive Income (Loss), before Tax [Abstract] | ' | ' |
Net actuarial loss/(gain) | -17,769 | -26,622 |
Net prior service (credit)/cost | -33,835 | -40,840 |
Accumulated Other Comprehensive Loss/(Income) | -51,604 | -67,462 |
Tier 2 [Member] | ' | ' |
Change in Benefit Obligation | ' | ' |
Benefit obligation as at | 98,000 | ' |
Change in Fair Value of Plan Assets | ' | ' |
Fair value of plan assets as at | 73,300 | ' |
Funded status at end of year | ($24,800) | ' |
Retirement_Benefits_Details2
Retirement Benefits (Details2) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | $3,731,473 | $3,248,161 | ||
Net payable for investment purchases | -5,541 | -41,951 | ||
Dividend and interest receivable | 8,856 | 8,847 | ||
Other, net | -2,037 | -2,437 | ||
Fair value of plan assets | 3,732,751 | 3,212,620 | ||
Level 3 Rollforward | ' | ' | ||
Beginning balance as at | 165,804 | 107,422 | ||
Transfer to Level 3 | 160,985 | 22,243 | ||
Net actual return on plan assets relating to assets still held at the end of the year | 56,720 | 21,200 | ||
Net purchases, sales and settlements | 351,483 | 14,511 | ||
Change in foreign currency exchange rates | 25,464 | 428 | ||
Beginning balance as at | 760,456 | 165,804 | ||
Transfers Between Levels | ' | ' | ||
Description of Level 1 to Level 2 transfers | 'In addition to the Level 3 transfers, we transferred $1.5 million from Level 1 cash investments to Level 2 derivatives based upon additional information indicating these funds were in invested in currency forwards. There were no other significant transfers between Levels 1, 2 or 3 in the year ended June 30, 2013. | ' | ||
Description of transfers to Level 3 | 'The Company transferred $21.8 million of pooled funds from Level 2 to Level 3 due to the fact that there was limited information available on the underlying holdings and the values were therefore unobservable to the Company. In addition, other immaterial corporate bonds were transferred from Level 2 to Level 3 at the beginning of the fiscal year. This was due to the Company being made aware of certain trading restrictions placed on these assets during an asset transfer process. | ' | ||
Substantive restriction percent | 10.00% | ' | ||
Notification period from measurement date | '90 days | ' | ||
Level 1 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 637,612 | 690,677 | ||
Level 1 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 130,824 | 141,055 | ||
Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 1,614,762 | 1,730,661 | ||
Level 2 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 587,819 | 519,964 | ||
Level 3 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 559,950 | 75,966 | ||
Level 3 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 200,506 | 89,838 | ||
Cash [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 71,278 | 20,645 | ||
Cash [Member] | Level 1 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 1,845 | 7,308 | ||
Cash [Member] | Level 1 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 69,433 | 13,337 | ||
Cash Equivalents [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 64,363 | 146,156 | ||
Cash Equivalents [Member] | Level 1 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 499 | ' | ||
Cash Equivalents [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 63,864 | 107,992 | ||
Cash Equivalents [Member] | Level 2 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 0 | 38,164 | ||
U.S. large cap companies [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 143,436 | 109,837 | ||
U.S. large cap companies [Member] | Level 1 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 127,996 | 109,837 | ||
U.S. large cap companies [Member] | Level 1 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 15,440 | ' | ||
U.S. mid cap companies [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 50,057 | 90,544 | ||
U.S. mid cap companies [Member] | Level 1 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 49,494 | 90,544 | ||
U.S. mid cap companies [Member] | Level 1 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 563 | ' | ||
U.S. small cap companies [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 40,691 | 58,261 | ||
U.S. small cap companies [Member] | Level 1 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 40,691 | 58,261 | ||
International equities [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 114,912 | 216,910 | ||
International equities [Member] | Level 1 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 114,441 | 198,375 | ||
International equities [Member] | Level 1 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 471 | 18,535 | ||
Government Issued [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 206,517 | 305,813 | ||
Government Issued [Member] | Level 1 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 206,517 | 226,352 | ||
Government Issued [Member] | Level 1 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 0 | 4,629 | ||
Government Issued [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 0 | 74,832 | ||
Corporate Debt Securities [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | ' | 235,590 | ||
Level 3 Rollforward | ' | ' | ||
Beginning balance as at | 411 | 0 | ||
Transfer to Level 3 | 0 | 411 | ||
Net actual return on plan assets relating to assets still held at the end of the year | 39 | 0 | ||
Net purchases, sales and settlements | 0 | 0 | ||
Change in foreign currency exchange rates | 0 | 0 | ||
Beginning balance as at | 450 | 411 | ||
Corporate Debt Securities [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | ' | 235,590 | ||
Corporate Debt Securities [Member] | Level 2 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | ' | 0 | ||
Corporate bonds (S&P rating of A or higher) [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 320,005 | ' | ||
Corporate bonds (S&P rating of A or higher) [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 320,005 | ' | ||
Corporate bonds (S&P rating of lower than A) [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 217,433 | 206,739 | ||
Corporate bonds (S&P rating of lower than A) [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 216,983 | 206,328 | ||
Corporate bonds (S&P rating of lower than A) [Member] | Level 3 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 450 | 411 | ||
Other Fixed Income [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 211,679 | 171,938 | ||
Other Fixed Income [Member] | Level 1 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 0 | 104,554 | ||
Other Fixed Income [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 56,519 | [1] | 33,045 | [1] |
Other Fixed Income [Member] | Level 2 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 155,160 | [1] | 34,339 | [1] |
Commingled/pooled funds [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 1,922,479 | 957,103 | ||
Level 3 Rollforward | ' | ' | ||
Beginning balance as at | 40,585 | 0 | ||
Transfer to Level 3 | 160,985 | 21,832 | ||
Net actual return on plan assets relating to assets still held at the end of the year | 29,474 | 3,853 | ||
Net purchases, sales and settlements | 337,945 | 14,900 | ||
Change in foreign currency exchange rates | 17,470 | 0 | ||
Beginning balance as at | 586,459 | 40,585 | ||
Commingled/pooled funds [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 908,119 | [2] | 484,842 | [2] |
Commingled/pooled funds [Member] | Level 2 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 427,901 | [2] | 431,676 | [2] |
Commingled/pooled funds [Member] | Level 3 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 470,649 | ' | ||
Commingled/pooled funds [Member] | Level 3 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 115,810 | 40,585 | ||
Mutual Funds [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 189,014 | 588,152 | ||
Mutual Funds [Member] | Level 1 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 96,129 | ' | ||
Mutual Funds [Member] | Level 1 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 44,917 | ' | ||
Mutual Funds [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 47,968 | 588,152 | ||
Private Equity Funds [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 155,456 | 109,768 | ||
Level 3 Rollforward | ' | ' | ||
Beginning balance as at | 109,768 | 91,574 | ||
Transfer to Level 3 | 0 | 0 | ||
Net actual return on plan assets relating to assets still held at the end of the year | 26,531 | 16,725 | ||
Net purchases, sales and settlements | 11,952 | 1,493 | ||
Change in foreign currency exchange rates | 7,205 | -24 | ||
Beginning balance as at | 155,456 | 109,768 | ||
Private Equity Funds [Member] | Level 3 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 88,851 | 75,555 | ||
Private Equity Funds [Member] | Level 3 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 66,605 | 34,213 | ||
Derivative Assets [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 6,412 | 16,324 | ||
Derivative Assets [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 1,654 | [3] | 539 | [3] |
Derivative Assets [Member] | Level 2 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 4,758 | [3] | 15,785 | [3] |
Insurance Contracts [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 18,091 | 15,040 | ||
Level 3 Rollforward | ' | ' | ||
Beginning balance as at | 15,040 | 15,848 | ||
Transfer to Level 3 | 0 | 0 | ||
Net actual return on plan assets relating to assets still held at the end of the year | 676 | 622 | ||
Net purchases, sales and settlements | 1,586 | -1,882 | ||
Change in foreign currency exchange rates | 789 | 452 | ||
Beginning balance as at | 18,091 | 15,040 | ||
Insurance Contracts [Member] | Level 3 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 18,091 | 15,040 | ||
Total Assets [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 3,731,823 | 3,248,820 | ||
Total Assets [Member] | Level 1 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 637,612 | 690,677 | ||
Total Assets [Member] | Level 1 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 130,824 | 141,055 | ||
Total Assets [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 1,615,112 | 1,731,320 | ||
Total Assets [Member] | Level 2 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 587,819 | 519,964 | ||
Total Assets [Member] | Level 3 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 559,950 | 75,966 | ||
Total Assets [Member] | Level 3 [Member] | Europe Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | 200,506 | 89,838 | ||
Derivative Liabilities [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | -350 | 659 | ||
Derivative Liabilities [Member] | Level 2 [Member] | North America Pension Plans [Member] | ' | ' | ||
Fair Value Of Plan Assets [Abstract] | ' | ' | ||
Net assets held in investments | ($350) | $659 | [3] | |
[1] | This category includes municipal and foreign bonds. | |||
[2] | This category includes pooled funds of both equity and fixed income securities. Fair value is based on the calculated net asset value of shares held by the plan as reported by the sponsor of the funds. | |||
[3] | We use various derivatives such as interest rate swaps, futures and options to match the duration of the corporate bond portfolio with the duration of the plan liability. |
Retirement_Benefits_Details3
Retirement Benefits (Details3) (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |
Defined Contribution Pension And Other Postretirement Plans [Line Items] | ' | ' | ' |
Description of Defined Contribution Pension and Other Postretirement Plans | 'We sponsor a contributory health care plan that provides hospitalization, medical and dental benefits to substantially all U.S. associates. We provide certain health care and life insurance benefits for retired associates. The principal plans cover associates in the U.S. and Canada who have met certain eligibility requirements. Our principal post-retirement benefit plans are primarily unfunded. Retiree medical benefits provided under our U.S. postretirement benefit plans were closed to new hires effective January 1, 2011. Life insurance benefits under the plans were frozen with respect to service, eligibility and amounts as of January 1, 2012 for active associates. | ' | ' |
Health Care Benefits Incurred But Unreported Claims Liability | $6,000,000 | $5,300,000 | ' |
Towers Watson Us [Member] | ' | ' | ' |
Defined Contribution Pension And Other Postretirement Plans [Line Items] | ' | ' | ' |
Employer matching contribution (percent) | 100.00% | ' | ' |
Employees' gross pay eligible for match (percent) | 2.00% | ' | ' |
Employer matching contribution for next pay (percent) | 50.00% | ' | ' |
Employees' gross pay eligible for match for next pay (percent) | 4.00% | ' | ' |
Employer match vesting period | '2 years | ' | ' |
Description of Defined Contribution Pension and Other Postretirement Plans | 'Eligible Towers Watson U.S. associates hired on or after January 1, 2011 participate in a new savings plan design which provides for 100% match on the first 2% of pay and 50% match on the next 4% of pay; associates vest in the employer match upon two years of service. Associates hired prior to 2011 continued participation in their respective legacy plans until January 1, 2012 at which time the legacy plans were frozen to new contributions and the associates began participation in the new savings plan design. Under the legacy U.S. Watson Wyatt plan, associate contributions were matched at a rate of 50% of the first 6% up to $60,000 of associates’ eligible compensation. The legacy U.S. Towers Perrin plan provided a matching contribution of 100% of the first 5% of associate contributions. | ' | ' |
Defined Contribution Plan, Cost Recognized | 30,000,000 | 30,200,000 | 28,700,000 |
Towers Watson Uk [Member] | ' | ' | ' |
Defined Contribution Pension And Other Postretirement Plans [Line Items] | ' | ' | ' |
Description of Defined Contribution Pension and Other Postretirement Plans | 'The Towers Watson U.K. pension plan has a money purchase feature to which we make core contributions plus additional contributions matching those of the participating associates up to a maximum rate. Contribution rates depend on the age of the participant and whether or not they arise from salary sacrifice arrangements through which the associate has elected to receive a pension contribution in lieu of additional salary. | ' | ' |
Defined Contribution Plan, Cost Recognized | 20,200,000 | 22,200,000 | 21,400,000 |
United States Pension Plans [Member] | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Contributions during the year | 50,000,000 | 50,000,000 | ' |
Estimated contributions in next fiscal year | 30,000,000 | ' | ' |
Canada Pension Plans [Member] | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Contributions during the year | 21,663,000 | 19,305,000 | ' |
Estimated contributions in next fiscal year | 6,580,000 | ' | ' |
UK Pension Plans [Member] | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Contributions during the year | 28,706,000 | 43,640,000 | ' |
Estimated contributions in next fiscal year | 29,812,000 | ' | ' |
German Pension Plans [Member] [Member] | ' | ' | ' |
Defined Benefit Plan Disclosure [Line Items] | ' | ' | ' |
Contributions during the year | 10,178,000 | 0 | ' |
Estimated contributions in next fiscal year | $22,054,000 | ' | ' |
Retirement_Benefits_Details4
Retirement Benefits (Details4) | 12 Months Ended |
Jun. 30, 2014 | |
Investment Policies And Strategies [Abstract] | ' |
Investment Policies and Strategies Narrative Description | 'Our investment strategy is designed to generate returns that will reduce the interest rate risk inherent in each of the plans’ benefit obligations and enable the plans to meet their future obligations. The precise amount for which these obligations will be settled depends on future events, including the life expectancy of the plan participants and salary inflation. The obligations are estimated using actuarial assumptions, based on the current economic environment. Each pension plan seeks to achieve total returns sufficient to meet expected future obligations when considered in conjunction with expected future company contributions and prudent levels of investment risk and diversification. Each plan’s targeted asset allocation is determined through a plan-specific Asset-Liability Modeling study. These comprehensive studies provide an evaluation of the projected status of asset and benefit obligation measures for each plan under a range of both positive and negative environments. The studies include a number of different asset mixes, spanning a range of diversification and potential equity exposures. In evaluating the strategic asset allocation choices, an emphasis is placed on the long-term characteristics of each individual asset class, such as expected return, volatility of returns and correlations with other asset classes within the portfolios. Consideration is also given to the proper long-term level of risk for each plan, the impact on the volatility and magnitude of plan contributions and cost, and the impact certain actuarial techniques may have on the plan’s recognition of investment experience. |
US funded pension plan [Member] | Equity Securities, Investment Objective [Member] | ' |
Investment Policies And Strategies [Abstract] | ' |
Target Allocation Percentage | 23.00% |
US funded pension plan [Member] | Other, investment objective [Member] | ' |
Investment Policies And Strategies [Abstract] | ' |
Target Allocation Percentage | 44.00% |
Canadian funded pension plan [Member] | Equity Securities, Investment Objective [Member] | ' |
Investment Policies And Strategies [Abstract] | ' |
Target Allocation Percentage | 60.00% |
UK funded pension plan [Member] | Equity Securities, Investment Objective [Member] | ' |
Investment Policies And Strategies [Abstract] | ' |
Target Allocation Percentage | 31.43% |
UK funded pension plan [Member] | Other, investment objective [Member] | ' |
Investment Policies And Strategies [Abstract] | ' |
Target Allocation Percentage | 9.00% |
Debt_Commitments_and_Contingen2
Debt, Commitments and Contingent Liabilities (Details) | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 15, 2010 | Jun. 30, 2014 | Jun. 15, 2010 | Nov. 07, 2011 | Jun. 30, 2014 | Jun. 30, 2013 | Nov. 07, 2011 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 01, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 01, 2012 | Jun. 01, 2012 | Jun. 01, 2012 | Jun. 01, 2012 | Jun. 01, 2012 |
Other Existing Or Potential Business Obligations [Member] | Brazil [Member] | Brazil [Member] | Subordinated Debt Due March 2012 [Member] | Subordinated Debt Due March 2012 [Member] | Subordinated Debt Due March 2012 [Member] | Senior Debt Obligations [Member] | Senior Debt Obligations [Member] | Senior Debt Obligations [Member] | Senior Debt Obligations [Member] | Financial Standby Letter of Credit [Member] | Letter of Credit [Member] | Letter of Credit [Member] | Letter of Credit [Member] | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | |
USD ($) | USD ($) | BRL | USD ($) | USD ($) | Captive Insurance Companies [Member] | Australia [Member] | Other Existing Or Potential Business Obligations [Member] | Office Lease Guarantees [Member] | USD ($) | USD ($) | London Interbank Offered Rate (LIBOR) [Member] | Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Base Rate [Member] | ||||||||
USD ($) | AUD | Australia [Member] | USD ($) | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | |||||||||||||||
USD ($) | ||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt term | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | $2,000,000 | 4,500,000 | ' | ' | ' | ' | ' | ' | $500,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit, Maximum Borrowing Capacity Committed to Overdraft Facility | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity Committed to Lease Guarantees | ' | ' | 2,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average interest rate (percentage) | ' | ' | ' | ' | ' | ' | ' | 1.93% | 1.49% | ' | ' | ' | ' | ' | ' | 1.42% | 1.46% | ' | ' | ' | ' | ' |
Commitment fee (percentage) | ' | ' | ' | ' | ' | ' | ' | 0.18% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility collateral | ' | ' | ' | ' | ' | ' | ' | 'Obligations under the Senior Credit Facility are guaranteed by Towers Watson and all of its domestic subsidiaries (other than our captive insurance companies). | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility covenant terms | ' | 'The Senior Credit Facility contains customary representations and warranties and affirmative and negative covenants. The Senior Credit Facility requires Towers Watson to maintain certain financial covenants that include a minimum Consolidated Interest Coverage Ratio and a maximum Consolidated Leverage Ratio (which terms in each case are defined in the Senior Credit Facility). In addition, the Senior Credit Facility contains restrictions on the ability of Towers Watson to, among other things, incur additional indebtedness; pay dividends; make distributions; create liens on assets; make acquisitions; dispose of property; engage in sale-leaseback transactions; engage in mergers or consolidations, liquidations and dissolutions; engage in certain transactions with affiliates; and make changes in lines of businesses. | 'The Senior Credit Facility contains customary representations and warranties and affirmative and negative covenants. The Senior Credit Facility requires Towers Watson to maintain certain financial covenants that include a minimum Consolidated Interest Coverage Ratio and a maximum Consolidated Leverage Ratio (which terms in each case are defined in the Senior Credit Facility). In addition, the Senior Credit Facility contains restrictions on the ability of Towers Watson to, among other things, incur additional indebtedness; pay dividends; make distributions; create liens on assets; make acquisitions; dispose of property; engage in sale-leaseback transactions; engage in mergers or consolidations, liquidations and dissolutions; engage in certain transactions with affiliates; and make changes in lines of businesses. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit covenant compliance | ' | ' | ' | ' | ' | ' | ' | 'As of June 30, 2014, we were in compliance with our covenants. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of letters of credit outstanding | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 21,400,000 | 5,000,000 | 4,700,000 | 5,600,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit amount outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000,000 | ' | ' | ' | ' |
Basis spread on variable rate | ' | ' | ' | 120.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of debt discount/(premium) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,250,000 | ' | ' | ' | ' | ' | ' |
Debt maturity date | ' | 15-Mar-12 | 15-Mar-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1-Jun-17 | ' | ' | ' | ' | ' | ' |
Line of credit interest rate description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The interest rate on the term loan is based on the Company’s choice of one, three or six month LIBOR plus a spread of 1.25% to 1.75%, or alternatively the bank base rate plus 0.25% to 0.75%. The spread to each index is dependent on the Company’s consolidated leverage ratio. The weighted-average interest rate elected on the Term Loan during fiscal 2014 and 2013 was 1.42% and 1.46%, respectively. The Term Loan amortizes at a rate of $6.25 million per quarter, beginning in September 2013, with a final maturity of June 1, 2017. The Company has the right to prepay a portion or all of the outstanding Term Loan balance on any interest payment date without penalty. | ' | ' | ' | ' | ' | ' |
Debt Instrument, Basis Spread on Variable Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.25% | 0.25% | 1.75% | 0.75% |
Debt repayment amount | ' | ' | ' | ' | 100,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt interest rate terms | ' | 'bearing interest from June 15, 2010 at a fixed per annum rate, compounded quarterly on the “interest reset dates,†equal to the greater of (i) 2.0%, or (ii) 120.0% of the short-term applicable federal rate listed under the quarterly column, in effect at the applicable “interest reset date.†| 'bearing interest from June 15, 2010 at a fixed per annum rate, compounded quarterly on the “interest reset dates,†equal to the greater of (i) 2.0%, or (ii) 120.0% of the short-term applicable federal rate listed under the quarterly column, in effect at the applicable “interest reset date.†| ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stated interest rate percentage | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt, Fiscal Year Maturity [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2015 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000,000 | ' | ' | ' | ' | ' | ' |
2016 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000,000 | ' | ' | ' | ' | ' | ' |
2017 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 175,000,000 | ' | ' | ' | ' | ' | ' |
Total | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $225,000,000 | ' | ' | ' | ' | ' | ' |
Debt_Commitments_and_Contingen3
Debt, Commitments and Contingent Liabilities (Details 1) (USD $) | 0 Months Ended | 12 Months Ended | |
Jan. 01, 2010 | Jun. 30, 2014 | Jan. 01, 2010 | |
SMIC [Member] | ' | ' | ' |
Malpractice Insurance [Line Items] | ' | ' | ' |
Professional liability insurance coverage, per claim description | ' | 'Towers Watson carries substantial professional liability insurance which, effective July 1, 2010, has been provided by SMIC. For the policy period beginning July 1, 2011 certain changes were made to our professional liability insurance program. These changes remain in-force for the policy periods beginning July 1, 2011 and ending July 1, 2015. Our professional liability insurance includes a $10 million aggregate self-insured retention above the $1 million self-insured retention per claim, including the cost of defending such claims. SMIC provides us with $40 million of coverage per claim and in the aggregate, above the retentions, including the cost of defending such claims. | ' |
Reinsurance coverage description | ' | 'SMIC secured $25 million of reinsurance from unaffiliated reinsurance companies in excess of the $15 million SMIC retained layer. Excess insurance attaching above the SMIC coverage is provided by various unaffiliated commercial insurance companies. | ' |
Malpractice insurance coverage results description | ' | 'This structure effectively results in Towers Watson and SMIC bearing the first $25 million of loss per occurrence or in the aggregate above the $1 million per claim self-insured retention. As a wholly-owned captive insurance company, SMIC is consolidated into our financial statements. | ' |
Professional Malpractice Liability Insurance [Member] | ' | ' | ' |
Malpractice Insurance [Line Items] | ' | ' | ' |
Self-insured retention | ' | $10,000,000 | ' |
Self-insured retention per occurrence | 1,000,000 | 1,000,000 | ' |
Maximum coverage per incident | 50,000,000 | 40,000,000 | ' |
Reinsurance retention policy, amount reinsured in excess retention | 25,000,000 | 25,000,000 | ' |
Reinsurance retention policy, amount retained | 25,000,000 | 15,000,000 | ' |
Self insured and reinsurance per occurrence | ' | $25,000,000 | ' |
Percentage of ownership in captive insurer | ' | ' | 72.86% |
PCIC [Member] | ' | ' | ' |
Malpractice Insurance [Line Items] | ' | ' | ' |
Professional liability insurance coverage, per claim description | ' | 'Before the Merger, Watson Wyatt and Towers Perrin each obtained substantial professional liability insurance from PCIC. A limit of $50 million per claim and in the aggregate was provided by PCIC subject to a $1 million per claim self-insured retention. | ' |
Reinsurance coverage description | ' | 'PCIC secured reinsurance of $25 million attaching above the $25 million PCIC retained layer from unaffiliated reinsurance companies. | ' |
Malpractice insurance continuing coverage policy description | ' | 'PCIC ceased issuing insurance policies effective July 1, 2010 and at that time entered into a run-off mode of operation. Our shareholder agreements with PCIC could require additional payments to PCIC if development of claims significantly exceeds prior expectations. | ' |
Debt_Commitments_and_Contingen4
Debt, Commitments and Contingent Liabilities (Details 2) (USD $) | 2 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 7 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||
Jan. 22, 2009 | 7-May-13 | Jan. 20, 2010 | Dec. 09, 2009 | Nov. 05, 2009 | Jun. 30, 2014 | Dec. 17, 2009 | Jun. 30, 2014 | Jan. 15, 2010 | Jun. 30, 2014 | Jan. 26, 2011 | Feb. 25, 2009 | Jul. 31, 2008 | Jan. 22, 2009 | Jun. 30, 2014 | Mar. 27, 2014 | Feb. 28, 2014 | Jan. 20, 2012 | Jul. 24, 2014 | Aug. 01, 2014 | Jan. 15, 2010 | |
Dugan Action [Member] | Dugan Action [Member] | Dugan Action [Member] | Dugan Action [Member] | Dugan Action [Member] | Allen Action [Member] | Allen Action [Member] | Pao Action [Member] | Pao Action [Member] | Acument [Member] | Acument [Member] | Acument [Member] | Acument [Member] | Acument [Member] | Acument [Member] | Acument [Member] | Acument [Member] | Teck Metals, Ltd. [Member] | City Of Houston [Member] | Towers Perrin [Member] | ||
plaintiff | plaintiff_group | plaintiff | claim | Pending Litigation [Member] | Pending Litigation [Member] | Pao Action [Member] | |||||||||||||||
Subsequent Event [Member] | Subsequent Event [Member] | ||||||||||||||||||||
plaintiff | report | ||||||||||||||||||||
Loss Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Name of plaintiff | ' | ' | ' | ' | 'Dugan Action | ' | 'Allen Action | ' | 'Pao Action | ' | 'Acument Global Technologies, Inc. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lawsuit filing date | ' | ' | ' | ' | '2009-11-05 | ' | '2009-12-17 | ' | 'January 15, 2010 | ' | '2011-01-26 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% |
Damages sought | ' | ' | ' | $800,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of plaintiffs | ' | 1,000 | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 470 | ' | ' |
Number of plaintiff groups | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description of malpractice loss contingency | ' | ' | ' | ' | ' | 'Pursuant to the Towers Perrin Bylaws in effect at the time of their separations, the Towers Perrin shares held by all plaintiffs were redeemed by Towers Perrin at book value when these individuals separated from employment. The complaints alleged variously that there was a promise that Towers Perrin would remain privately owned in perpetuity and an implied or actual promise that in the event of a change to public ownership plaintiffs would receive compensation. Plaintiffs alleged that by agreeing to sell their shares back to Towers Perrin at book value upon separation, they and other members of the putative classes relied upon these alleged promises, which they claim were breached as a result of the consummation of the Merger between Watson Wyatt and Towers Perrin. The complaints all asserted claims for breach of contract, breach of express trust, breach of fiduciary duty, promissory estoppel, quasi-contract/unjust enrichment, and constructive trust, and seek equitable relief including an accounting, disgorgement, rescission and/or restitution, and the imposition of a constructive trust. | ' | 'Pursuant to the Towers Perrin Bylaws in effect at the time of their separations, the Towers Perrin shares held by all plaintiffs were redeemed by Towers Perrin at book value when these individuals separated from employment. The complaints alleged variously that there was a promise that Towers Perrin would remain privately owned in perpetuity and an implied or actual promise that in the event of a change to public ownership plaintiffs would receive compensation. Plaintiffs alleged that by agreeing to sell their shares back to Towers Perrin at book value upon separation, they and other members of the putative classes relied upon these alleged promises, which they claim were breached as a result of the consummation of the Merger between Watson Wyatt and Towers Perrin. The complaints all asserted claims for breach of contract, breach of express trust, breach of fiduciary duty, promissory estoppel, quasi-contract/unjust enrichment, and constructive trust, and seek equitable relief including an accounting, disgorgement, rescission and/or restitution, and the imposition of a constructive trust. | ' | 'Pursuant to the Towers Perrin Bylaws in effect at the time of their separations, the Towers Perrin shares held by all plaintiffs were redeemed by Towers Perrin at book value when these individuals separated from employment. The complaints alleged variously that there was a promise that Towers Perrin would remain privately owned in perpetuity and an implied or actual promise that in the event of a change to public ownership plaintiffs would receive compensation. Plaintiffs alleged that by agreeing to sell their shares back to Towers Perrin at book value upon separation, they and other members of the putative classes relied upon these alleged promises, which they claim were breached as a result of the consummation of the Merger between Watson Wyatt and Towers Perrin. The complaints all asserted claims for breach of contract, breach of express trust, breach of fiduciary duty, promissory estoppel, quasi-contract/unjust enrichment, and constructive trust, and seek equitable relief including an accounting, disgorgement, rescission and/or restitution, and the imposition of a constructive trust. | ' | ' | ' | ' | 'In a letter to the Company dated January 26, 2011, Acument Global Technologies, Inc. (“Acumentâ€) and the Acument Global Technologies, Inc. Pension Plan (the “Planâ€) claimed that Towers Watson breached its fiduciary duties under the Employee Retirement Income Security Act of 1974 (“ERISAâ€) in connection with advice provided to Acument relating to investment of certain assets of the Plan in the Westridge Capital Management Enhancements Funds (the “Westridge Fundsâ€). Acument and the Plan demanded that the Company make the Plan whole for losses and damages allegedly sustained as a result of Acument’s decision to invest in the Westridge Funds. Watson Wyatt Investment Consulting, Inc. (“WWICâ€), now known as Towers Watson Investment Services, Inc. (“TWISâ€), provided investment consulting services to Acument between December 1, 2007 and April 30, 2010. In connection with those services, WWIC recommended an investment in the Westridge Funds. In July 2008, Acument made a $47.0 million investment in the Westridge Funds. During the period December 1, 2008 through January 22, 2009, Acument made additional investments of $9.5 million, bringing the aggregate investment of the Plan’s assets in the Westridge Funds to $56.5 million. As the result of information obtained during an investigation of Westridge Capital Management, its affiliates WG Trading Investors, L.P. and WG Trading Company, L.P. (collectively referred to as “Westridgeâ€) and their principals, commenced by the National Futures Association on February 5, 2009, the Commodities Future Trading Commission filed suit against Westridge and its principals alleging violations of the Commodity Exchange Act. This resulted in a court-supervised receivership of the assets of Westridge. The Securities and Exchange Commission (“SECâ€) filed a separate suit on February 25, 2009 against Westridge and its principals alleging violations of the federal securities laws. In its complaint, the SEC alleges that Westridge had become a fraudulent investment scheme by which its principals purportedly misappropriated approximately $553 million from a number of highly sophisticated institutional investors, including public pension and retirement plans and educational institutions, some of which were investing in Westridge as late as February 6, 2009. We believe that, to date, Acument has recovered approximately $39.7 million of its investment in the Westridge Funds from the receivership. The Company declined Acument’s demand for compensation contained in its January 2011 letter.On January 20, 2012, Acument and the Acument Pension Plan (referred to together as “Acumentâ€) filed suit against the Company and TWIS in the United States District Court for the Southern District of New York. The complaint alleged four counts of breach of fiduciary duty under ERISA, claiming principally alleged deficiencies in the Company’s due diligence relating to Westridge and in the disclosures made to Acument concerning Westridge and the nature of the investment. The Company filed an answer to the complaint denying all claims and asserting affirmative defenses. A mediation took place on September 5, 2012. On January 16, 2014, the Company and TWIS filed an amended answer and counterclaim asserting that Acument Global Technologies, Inc. failed to fulfill its fiduciary duties to the Acument Pension Plan with respect to its investment in the Westridge Funds. On or about February 28, 2014, the Company received Acument’s expert’s damages report, which asserted the range of loss to be between $38.0 million and $86.0 million, which we understand to be comprised primarily of investment losses (including opportunity costs); more specifically, Acument sought the present-day value of an alternative investment in a “comparable†fund, less what Acument had been returned from the Westridge Receiver. On or about March 27, 2014, the Company submitted a rebuttal expert damages report, which asserted a range of up to $16.6 million. This range assumed a finding of liability and no contribution for the Company’s counterclaim. On July 25, 2014, the Company, TWIS, Acument, and the Plan agreed to a settlement to resolve all claims in this case. The terms of the settlement are confidential. The settlement amount is not materially in excess of previously accrued amounts. On July 25, 2014, the Company, TWIS, Acument, and the Plan filed with the court a stipulation voluntarily dismissing all their claims in this case, in their entirety, with prejudice. | ' | ' | ' | ' | ' | ' |
Settlement amount | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Plaintiff investment in recommended fund | 9,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 47,000,000 | 56,500,000 | ' | ' | ' | ' | ' | ' | ' |
Misappropriation estimate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 553,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recovery to date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 39,700,000 | ' | ' | ' | ' | ' | ' |
Number of pending claims | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' |
Range of possible loss, minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 38,000,000 | ' | ' | ' | ' |
Range of possible loss, maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $16,600,000 | $86,000,000 | ' | ' | ' | ' |
Loss Contingency, Reports Allegedly Issued By Defendant, Number | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' |
Variable_Interest_Entities_Det
Variable Interest Entities (Details) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2014 | Jun. 30, 2014 | |
fund | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ' |
Assets under management | ' | $2,500,000,000 |
Variable Interest Entities, number of funds deconsolidated | 2 | ' |
Increase (Decrease) In Redeemable Noncontrolling Interest [Roll Forward] | ' | ' |
Balance as of June 30, 2013 | ' | 0 |
Redeemable non-controlling interest from consolidated variable interest entity | ' | 332,722,000 |
Mark-to-market gains on investments held by consolidated VIEs | ' | 6,297,000 |
Deconsolidation of VIEs | ' | -339,019,000 |
Balance as of June 30, 2014 | ' | $0 |
Other_Comprehensive_IncomeLoss2
Other Comprehensive Income/(Loss) Disclosure (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, net of tax | ($299,464) | ' | ' | |||
Other comprehensive income / (loss) before non-controlling interests | 109,043 | 49,984 | -338,034 | |||
Ending balance, net of tax | -189,702 | -299,464 | ' | |||
Accumulated Translation Adjustment [Member] | ' | ' | ' | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, net of tax | -131,096 | [1] | -75,332 | [1] | -2,726 | [1] |
Other comprehensive income/(loss) before reclassifications, net of tax | 133,367 | [1] | ' | ' | ||
Amounts reclassified from accumulated other comprehensive income/(loss), net of tax | 0 | [1] | ' | ' | ||
Other comprehensive income / (loss) before non-controlling interests | 133,367 | [1] | -55,764 | [1] | -72,606 | [1] |
Ending balance, net of tax | 2,271 | [1] | -131,096 | [1] | -75,332 | [1] |
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | ' | ' | ' | |||
Accumulated Other Comprehensive Income (Loss), before Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, before tax | 237 | [1] | 406 | [1] | 1,936 | [1] |
Other comprehensive income/(loss) before reclassifications, before tax | -1,540 | [1] | ' | ' | ||
Amounts reclassified from accumulated other comprehensive income/(loss), before tax | 1,447 | [1] | ' | ' | ||
Other comprehensive income/(loss), before tax | -93 | [1] | -169 | [1] | -1,530 | [1] |
Ending balance, before tax | 144 | [1] | 237 | [1] | 406 | [1] |
Accumulated Other Comprehensive Income (Loss), Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, tax | -105 | [1] | -152 | [1] | -764 | [1] |
Other comprehensive income/(loss) before reclassification, tax | 434 | [1] | ' | ' | ||
Amounts reclassified from accumulated other comprehensive income/(loss), tax | -408 | [1] | ' | ' | ||
Other comprehensive income/(loss), tax | 26 | [1] | 47 | [1] | 612 | [1] |
Ending balance, tax | -79 | [1] | -105 | [1] | -152 | [1] |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, net of tax | 132 | [1] | 254 | [1] | 1,172 | [1] |
Other comprehensive income/(loss) before reclassifications, net of tax | -1,106 | [1] | ' | ' | ||
Amounts reclassified from accumulated other comprehensive income/(loss), net of tax | 1,039 | [1] | ' | ' | ||
Other comprehensive income / (loss) before non-controlling interests | -67 | [1] | -122 | [1] | -918 | [1] |
Ending balance, net of tax | 65 | [1] | 132 | [1] | 254 | [1] |
Accumulated Net Unrealized Investment Gain (Loss) [Member] | ' | ' | ' | |||
Accumulated Other Comprehensive Income (Loss), before Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, before tax | 547 | [2] | 651 | [2] | 1,167 | [2] |
Other comprehensive income/(loss) before reclassifications, before tax | 558 | [2] | ' | ' | ||
Amounts reclassified from accumulated other comprehensive income/(loss), before tax | -761 | [2] | ' | ' | ||
Other comprehensive income/(loss), before tax | -203 | [2] | -104 | [2] | -516 | [2] |
Ending balance, before tax | 344 | [2] | 547 | [2] | 651 | [2] |
Accumulated Other Comprehensive Income (Loss), Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, tax | -134 | [2] | -182 | [2] | -101 | [2] |
Other comprehensive income/(loss) before reclassification, tax | -153 | [2] | ' | ' | ||
Amounts reclassified from accumulated other comprehensive income/(loss), tax | 173 | [2] | ' | ' | ||
Other comprehensive income/(loss), tax | 20 | [2] | 48 | [2] | -81 | [2] |
Ending balance, tax | -114 | [2] | -134 | [2] | -182 | [2] |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, net of tax | 413 | [2] | 469 | [2] | 1,066 | [2] |
Other comprehensive income/(loss) before reclassifications, net of tax | 405 | [2] | ' | ' | ||
Amounts reclassified from accumulated other comprehensive income/(loss), net of tax | -588 | [2] | ' | ' | ||
Other comprehensive income / (loss) before non-controlling interests | -183 | [2] | -56 | [2] | -597 | [2] |
Ending balance, net of tax | 230 | [2] | 413 | [2] | 469 | [2] |
Accumulated Defined Benefit Plans Adjustment [Member] | ' | ' | ' | |||
Accumulated Other Comprehensive Income (Loss), before Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, before tax | -233,817 | [3] | -416,037 | [3] | -17,517 | [3] |
Other comprehensive income/(loss) before reclassifications, before tax | -45,677 | [3] | ' | ' | ||
Amounts reclassified from accumulated other comprehensive income/(loss), before tax | 16,592 | [3] | ' | ' | ||
Other comprehensive income/(loss), before tax | -29,085 | [3] | 182,220 | [3] | -398,520 | [3] |
Ending balance, before tax | -262,902 | [3] | -233,817 | [3] | -416,037 | [3] |
Accumulated Other Comprehensive Income (Loss), Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, tax | 64,904 | [3] | 139,901 | [3] | 4,700 | [3] |
Other comprehensive income/(loss) before reclassification, tax | 8,999 | [3] | ' | ' | ||
Amounts reclassified from accumulated other comprehensive income/(loss), tax | -3,269 | [3] | ' | ' | ||
Other comprehensive income/(loss), tax | 5,730 | [3] | -74,997 | [3] | 135,201 | [3] |
Ending balance, tax | 70,634 | [3] | 64,904 | [3] | 139,901 | [3] |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ' | ' | ' | |||
Beginning balance, net of tax | -168,913 | [3] | -276,136 | [3] | -12,817 | [3] |
Other comprehensive income/(loss) before reclassifications, net of tax | -36,678 | [3] | ' | ' | ||
Amounts reclassified from accumulated other comprehensive income/(loss), net of tax | 13,323 | [3] | ' | ' | ||
Other comprehensive income / (loss) before non-controlling interests | -23,355 | [3] | 107,223 | [3] | -263,319 | [3] |
Ending balance, net of tax | ($192,268) | [3] | ($168,913) | [3] | ($276,136) | [3] |
[1] | Reclassification adjustments from accumulated other comprehensive income are included in general and administrative expenses (see Note 7 – Derivative Financial Instruments for additional details regarding the reclassification adjustments for the hedge settlements) | |||||
[2] | Reclassification adjustments from accumulated other comprehensive income are included in income from discontinued operations | |||||
[3] | Reclassification adjustments from accumulated other comprehensive income are included in the computation of net periodic pension cost (see Note 10 – Retirement Benefits for additional details) which is included in salaries and employee benefits in the accompanying consolidated statements of operations |
Restricted_Stock_Details
Restricted Stock (Details) (EMB [Member]) | 1 Months Ended |
Jan. 31, 2011 | |
Common Class B-3 [Member] | ' |
Business Acquisition [Line Items] | ' |
Shares issued as consideration for purchase of EMB | 113,858 |
Common Class B-4 [Member] | ' |
Business Acquisition [Line Items] | ' |
Shares issued as consideration for purchase of EMB | 113,858 |
Restricted_Stock_Details1
Restricted Stock (Details1) (USD $) | 0 Months Ended | 12 Months Ended | |||||||
Jan. 02, 2010 | Jan. 02, 2011 | Jan. 02, 2012 | Jan. 02, 2013 | Jun. 30, 2014 | Jan. 02, 2010 | Jan. 02, 2010 | Jan. 02, 2010 | Jan. 02, 2010 | |
series | Common Class B-1 [Member] | Common Class B-2 [Member] | Common Class B-3 [Member] | Common Class B-4 [Member] | Towers Perrin Merger [Member] | Towers Perrin Merger [Member] | Towers Perrin Merger [Member] | Towers Perrin Merger [Member] | |
Common Class B-1 [Member] | Common Class B-2 [Member] | Common Class B-3 [Member] | Common Class B-4 [Member] | ||||||
Conversion of Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock, Number Of Series | 4 | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, par value (in usd per share) | ' | ' | ' | ' | ' | $0.01 | $0.01 | $0.01 | $0.01 |
Conversion of Class B shares to Class A shares, number of shares | ' | 5,642,302 | 5,547,733 | 5,661,591 | 5,374,070 | ' | ' | ' | ' |
Conversion date of Class B shares to Class A shares | ' | 1-Jan-11 | 1-Jan-12 | 1-Jan-13 | 1-Jan-14 | ' | ' | ' | ' |
Restricted_Stock_Details2
Restricted Stock (Details2) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | |||||||
In Millions, except Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jan. 02, 2013 | Jan. 31, 2013 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2010 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 |
Towers Perrin Merger [Member] | Towers Perrin Merger [Member] | Towers Perrin Merger [Member] | Towers Perrin Merger [Member] | Towers Perrin Merger [Member] | Vest Over One Year [Member] | Vest Over Two Years [Member] | Vest Over Three Years [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of Restricted Class A shares transferred in the Merger | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' |
Restricted Stock Units granted during the period | 337,000 | ' | ' | ' | ' | ' | ' | 4,248,984 | ' | ' | ' |
Expected forfeiture percentage | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' |
Shares forfeited and redistributed | ' | ' | ' | ' | 482,463 | ' | ' | ' | ' | ' | ' |
Shares vested during the period | ' | ' | ' | 1,109,212 | ' | ' | ' | ' | ' | ' | ' |
Compensation expense | $23.60 | $28.90 | $54.50 | ' | ' | $3.60 | $30 | ' | ' | ' | ' |
Restricted stock vesting period one | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | '2 years | '3 years |
ShareBased_Compensation_Detail
Share-Based Compensation (Details) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||
In Millions, except Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | 31-May-12 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2010 | Jan. 31, 2010 | Jan. 31, 2010 | Mar. 31, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Nov. 30, 2013 | Jun. 30, 2014 | Nov. 30, 2013 | Jun. 30, 2014 | Nov. 30, 2013 | Jun. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Sep. 30, 2011 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Sep. 30, 2011 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | 31-May-12 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Employee Stock [Member] | Restricted Stock Units (RSUs) [Member] | Employee Stock Option [Member] | Extend Health Options Assumed [Member] | Extend Health Additional Options [Member] | Employee Stock Purchase Plan [Member] | Employee Stock Purchase Plan [Member] | Employee Stock Purchase Plan [Member] | Employee Stock Purchase Plan [Member] | Towers Watson 2009 Long Term Incentive Plan [Member] | Watson Wyatt Long Term Incentive Plan [Member] | 2014 LTIP [Member] | 2014 LTIP [Member] | 2014 LTIP [Member] | 2014 LTIP [Member] | 2014 LTIP [Member] | 2013 LTIP [Member] | 2013 LTIP [Member] | 2013 LTIP [Member] | 2013 LTIP [Member] | 2012 LTIP [Member] | 2012 LTIP [Member] | 2012 LTIP [Member] | 2012 LTIP [Member] | 2012 LTIP [Member] | 2012 LTIP [Member] | 2012 LTIP [Member] | 2011 LTIP [Member] | 2011 LTIP [Member] | 2011 LTIP [Member] | 2011 LTIP [Member] | 2011 LTIP [Member] | 2014 ES LTIP [Member] | 2014 ES LTIP [Member] | 2014 ES LTIP [Member] | 2014 ES LTIP [Member] | Liazon Corporation 2011 Equity Incentive Plan [Member] | Liazon Corporation 2011 Equity Incentive Plan [Member] | Liazon Corporation 2011 Equity Incentive Plan [Member] | Liazon Corporation 2011 Equity Incentive Plan [Member] | Liazon Corporation 2011 Equity Incentive Plan [Member] | Liazon Corporation 2011 Equity Incentive Plan [Member] | 2013 SEP [Member] | 2013 SEP [Member] | 2012 SEP [Member] | 2012 SEP [Member] | 2012 SEP [Member] | 2012 SEP [Member] | 2011 SEP [Member] | 2011 SEP [Member] | 2011 SEP [Member] | 2011 SEP [Member] | 2011 SEP [Member] | Outside Directors [Member] | Outside Directors [Member] | Outside Directors [Member] | Extend Health, Inc. 2007 Equity Incentive Plan [Member] | Extend Health, Inc. 2007 Equity Incentive Plan [Member] | Extend Health, Inc. 2007 Equity Incentive Plan [Member] | Extend Health, Inc. 2007 Equity Incentive Plan [Member] | Extend Health Vested Options [Member] | Towers Watson 2009 Long Term Incentive Plan [Member] | Extend Health Unvested Options [Member] | Extend Health Unvested Options [Member] | Extend Health Accelerated Options [Member] | Extend Health Accelerated Options [Member] | Other Employees [Member] | Other Employees [Member] | Other Employees [Member] | Other Employees [Member] | Other Employees [Member] | Other Employees [Member] | ||||
Common Class A [Member] | Y | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Minimum [Member] | Maximum [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Extend Health, Inc. 2007 Equity Incentive Plan [Member] | Employee Stock Option [Member] | Extend Health, Inc. 2007 Equity Incentive Plan [Member] | Extend Health, Inc. 2007 Equity Incentive Plan [Member] | Extend Health, Inc. 2007 Equity Incentive Plan [Member] | Extend Health, Inc. 2007 Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||||||||||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Common Class A [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Common Class A [Member] | Common Class A [Member] | Common Class A [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares registered | ' | ' | ' | ' | ' | ' | ' | 55,514 | ' | ' | ' | 4,696,424 | 12,500,000 | 125,648 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,531 | ' | ' | ' | 37,162 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 377,614 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options granted previously and assumed by a business acquirer | ' | ' | ' | ' | ' | ' | 377,614 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 37,162 | 37,162 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 377,614 | ' | ' | ' | 199,620 | ' | ' | 177,994 | 43,317 | ' | ' | ' | ' | ' | ' | ' |
Shares issued upon conversion of Restricted Stock Units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 70,533 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Share Purchase Plan [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Share Purchase Plan Description | 'Towers Watson assumed the amended and restated Watson Wyatt 2001 Employee Stock Purchase Plan (the “Stock Purchase Planâ€) which enables associates to purchase shares of Towers Watson Class A common stock at a 5% discount. The Stock Purchase Plan is a non-compensatory plan under generally accepted accounting principles of stock-based compensation. As a result, no compensation expense is recognized in conjunction with this plan. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Discount on common stock for associates (percent) | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares issued during the period | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 56,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exchange ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description of Restricted Stock Units | 'In September 2010, the Compensation Committee of our Board of Directors approved the form of performance-vested restricted stock unit award agreement, pursuant to the 2009 Plan. RSUs are designed to provide us an opportunity to offer long-term incentives and to provide key executives with a long-term stake in our success. RSUs are notional, non-voting units of measurement based on our common stock. Under the RSU agreement, participants become vested in a number of RSUs based on the achievement of specified levels of financial performance during the performance period set forth in the agreement, provided that the participant remains in continuous service with us through the end of the performance period. The targets reflect an emphasis on continued profitability growth through successful integration, despite the difficult economic environment. Any RSUs that become vested are payable in shares of our Class A Common Stock. Dividend equivalents will accrue on RSUs and vest to the same extent as the underlying shares. In September 2011, the Compensation Committee amended the form of performance-vested restricted stock unit award agreement to include a provision whereby the Committee could provide for continuation of vesting of restricted stock units upon an employee’s termination under certain circumstances such as a qualified retirement. This definition of qualified retirement (age 55 and with 15 years experience at the Company and a minimum of one year of service in the performance period) was further defined in January 2012 and the amended award agreements for all of our outstanding LTIP awards were finalized and distributed to participants. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Retirement age (in years) | ' | ' | ' | ' | 55 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Years of experience (in years) | ' | ' | ' | ' | 15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum years of service during performance period (in years) | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted Stock Units granted during the period | 337,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,704 | 62,651 | ' | ' | ' | 121,075 | ' | ' | ' | ' | ' | ' | 86,188 | ' | ' | ' | ' | ' | 125,192 | ' | ' | 30,192 | ' | ' | ' | ' | ' | 70,533 | ' | ' | ' | 131,286 | ' | ' | 147,503 | ' | ' | 577,190 | ' | ' | ' | ' | 10,251 | 16,027 | 12,783 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Closing stock price on date of grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $105.90 | $110.70 | $54.59 | ' | ' | ' | ' | ' | ' | ' | ' | $63.73 | $63.94 | ' | ' | $45.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted, grant date fair value | $78.72 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $91.43 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $91.43 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of target number of units vesting based on performance metrics | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 204.00% | ' | ' | 0.00% | 204.00% | 0.00% | 204.00% | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 204.00% | ' | ' | 0.00% | 240.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting period | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | '3 years | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' |
Period used for calculation of average eps and revenue growth | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Service period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation expense | $23.60 | $28.90 | $54.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4.80 | ' | ' | $0.80 | $5.70 | ' | ' | ' | ' | $0.30 | $1.20 | $5.70 | ' | ' | ' | $0.90 | $5.50 | ' | ' | ' | $1.50 | ' | ' | ' | ' | ' | $1.10 | ' | $0.70 | ' | $6.60 | ' | ' | $2 | $4.60 | ' | $1.70 | $4.40 | $11.10 | ' | $0.90 | $0.90 | $1 | ' | ' | ' | ' | $11.20 | ' | $1.30 | $6.20 | ' | $0.90 | $1.90 | $1.30 | $0.70 | ' | ' | ' |
Vested stock based compensation awards acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.7 | ' | 2.2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unvested awards acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.1 | ' | ' | 1.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.9 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted | 37,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,947 | 14,450 | 16,239 | ' | ' | ' |
Shares issued during the period for share based compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 288,595 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,150 | 9,700 | 1,575 |
Forfeiture rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | 5.00% | ' | 10.00% | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted Stock Units vested in the period | 224,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 47,968 | ' | ' | ' | ' | 70,969 | 90,612 | 95,045 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted Stock Units, balance not yet vested | 627,000 | 534,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 288,595 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized stock based compensation expense | 13.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining weighted average contractual life of restricted stock units | '2 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 170,161 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Assumed forfeiture rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Options accelerated during period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 23,620 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation cost of accelerated options | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
ShareBased_Compensation_Detail1
Share-Based Compensation (Details 1) (USD $) | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 |
Restricted stock unit rollforward of number of shares | ' |
Nonvested, beginning balance, shares | 534 |
Granted, shares | 337 |
Vested, shares | -224 |
Forfeited, shares | -20 |
Nonvested and expected to vest, ending balance, shares | 627 |
Restricted stock unit rollforward of weighted average fair value | ' |
Nonvested, beginning balance, grant date fair value | $53.41 |
Granted, grant date fair value | $78.72 |
Vested, grant date fair value | $72.74 |
Forfeited, grant date fair value | $68.23 |
Nonvested and expected to vest, ending balance, grant date fair value | $59.80 |
ShareBased_Compensation_Detail2
Share-Based Compensation (Details 2) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | |||||||
Jun. 30, 2012 | Nov. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |
Extend Health [Member] | Liazon Options [Member] | Liazon Options [Member] | First Vesting Period [Member] | Second Vesting Period [Member] | Third Vesting Period [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | |
First Vesting Period [Member] | Second Vesting Period [Member] | Third Vesting Period [Member] | ||||||||
Stock option assumptions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting period | ' | ' | ' | '1 year | '2 years | '3 years | '3 years | '1 year | '2 years | '3 years |
Percentage of options vested | ' | ' | ' | 33.33% | 33.33% | 33.33% | ' | ' | ' | ' |
Risk-free interest rate | 0.33% | ' | 0.57% | ' | ' | ' | ' | ' | ' | ' |
Expected lives in years | '2 years 2 months | ' | '2 years 8 months | ' | ' | ' | ' | ' | ' | ' |
Expected volatility | 38.50% | ' | 24.60% | ' | ' | ' | ' | ' | ' | ' |
Weighted-average grant date fair value of options granted | $52.70 | ' | $104.67 | ' | ' | ' | ' | ' | ' | ' |
Number of shares granted | 377,614 | 37,162 | 37,162 | ' | ' | ' | ' | ' | ' | ' |
ShareBased_Compensation_Detail3
Share-Based Compensation (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 |
Stock options activity rollforward, shares | ' | ' | ' |
Outstanding as at, shares | 381 | ' | ' |
Granted | 37 | ' | ' |
Exercised | -110 | ' | ' |
Forfeitures | 7 | ' | ' |
Expired | 0 | ' | ' |
Outstanding as at, shares | 301 | 381 | ' |
Stock options activity rollforward, weighted average exercise price | ' | ' | ' |
Balance as at, weighted average exercise price | $24.69 | ' | $27.01 |
Granted | $0 | ' | ' |
Exercised | $6.63 | ' | ' |
Forfeited | $12.80 | ' | ' |
Stock options activity, additional disclosures | ' | ' | ' |
Intrinsic Value of outstanding options | $17,149 | $21,792 | ' |
Intrinsic Value of exercised options | $10,313 | ' | ' |
Average remaining contractual term, outstanding options | '3 years 4 months 24 days | '5 years 8 months 12 days | ' |
ShareBased_Compensation_Detail4
Share-Based Compensation (Details 4) (USD $) | 12 Months Ended |
Jun. 30, 2014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Number of shares, outstanding | 314,198 |
Weighted average exercise price, outstanding | $27.25 |
Number of shares, exercisable | 243,838 |
Weighted average exercise price, outstanding | $33.35 |
$0.75 - $1.55 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower range of exercise prices | $0.75 |
Upper range of exercise prices | $1.55 |
Number of shares, outstanding | 52,575 |
Remaining contractual life, outstanding | '8 years 10 months 24 days |
Weighted average exercise price, outstanding | $0.84 |
Number of shares, exercisable | 9,521 |
Remaining contractual life, exercisable | '6 years 7 months 6 days |
Weighted average exercise price, outstanding | $1.25 |
$3.31 - $3.97 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower range of exercise prices | $3.31 |
Upper range of exercise prices | $3.97 |
Number of shares, outstanding | 47,745 |
Remaining contractual life, outstanding | '6 years 2 months 12 days |
Weighted average exercise price, outstanding | $3.56 |
Number of shares, exercisable | 41,671 |
Remaining contractual life, exercisable | '6 years 2 months 12 days |
Weighted average exercise price, outstanding | $3.59 |
$19.21 - $25.18 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Lower range of exercise prices | $19.21 |
Upper range of exercise prices | $25.18 |
Number of shares, outstanding | 43,717 |
Remaining contractual life, outstanding | '7 years 3 months 18 days |
Weighted average exercise price, outstanding | $19.78 |
Number of shares, exercisable | 22,485 |
Remaining contractual life, exercisable | '7 years 3 months 18 days |
Weighted average exercise price, outstanding | $20.11 |
$42.47 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Number of shares, outstanding | 84,944 |
Remaining contractual life, outstanding | '2 years 2 months 12 days |
Weighted average exercise price, outstanding | $42.47 |
Number of shares, exercisable | 84,944 |
Remaining contractual life, exercisable | '2 years 2 months 12 days |
Weighted average exercise price, outstanding | $42.47 |
$45.88 [Member] | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' |
Number of shares, outstanding | 85,217 |
Remaining contractual life, outstanding | '2 years 8 months 12 days |
Weighted average exercise price, outstanding | $45.88 |
Number of shares, exercisable | 85,217 |
Remaining contractual life, exercisable | '2 years 8 months 12 days |
Weighted average exercise price, outstanding | $45.88 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Components of income before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Domestic | ' | ' | ' | ' | ' | ' | ' | ' | $262,462 | $239,990 | $176,679 |
Foreign | ' | ' | ' | ' | ' | ' | ' | ' | 236,044 | 189,011 | 193,342 |
Income before income taxes | $124,199 | $141,144 | $132,611 | $100,552 | $116,972 | $118,399 | $114,321 | $79,309 | $498,506 | $429,001 | $370,021 |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Current tax (benefit)/expense: | ' | ' | ' |
U.S. | $31,880 | $25,684 | ($26,608) |
State and local | 10,231 | 7,025 | 308 |
Foreign | 30,536 | 40,557 | 50,920 |
Total current tax expense | 72,647 | 73,266 | 24,620 |
Deferred tax expense/(benefit): | ' | ' | ' |
U.S. | 49,109 | 49,674 | 93,985 |
State and local | 4,232 | 8,761 | 7,870 |
Foreign | 12,261 | 5,290 | 5,968 |
Total deferred tax expense/(benefit) | 65,602 | 63,725 | 107,823 |
Total provision for income taxes | 138,249 | 136,991 | 132,443 |
Decreases related to lapse in statute of limitations | -19,135 | -2,387 | -376 |
Internal Revenue Service (IRS) [Member] | ' | ' | ' |
Deferred tax expense/(benefit): | ' | ' | ' |
Decreases related to lapse in statute of limitations | -13,200 | -6,000 | ' |
State and Local Jurisdiction [Member] | ' | ' | ' |
Deferred tax expense/(benefit): | ' | ' | ' |
Decreases related to lapse in statute of limitations | ($1,700) | ' | ' |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | 35.00% | 35.00% |
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract] | ' | ' | ' |
Tax provision at U.S. federal statutory tax rate of 35 percent | $174,477 | $150,149 | $129,507 |
Foreign income tax rate differential, net | -21,902 | -22,540 | -18,746 |
State income taxes, net of federal tax effect | 11,344 | 13,288 | 8,322 |
Non-deductible expenses and foreign dividend | 237 | 6,563 | 10,701 |
Tax credits | -1,807 | -2,104 | -4,451 |
Valuation allowance | -5,108 | -5,821 | -19,123 |
Legal entity restructuring | 7,077 | 5,159 | 13,551 |
Changes to U.S. uncertain tax positions | -14,910 | -5,977 | 0 |
Other | -11,159 | -1,726 | 12,682 |
Total provision for income taxes | $138,249 | $136,991 | $132,443 |
Effective income tax rate (percent) | 27.70% | 31.90% | ' |
Legal entity restructuring tax rate impact (percent) | 4.20% | ' | ' |
Income_Taxes_Details_3
Income Taxes (Details 3) (USD $) | 12 Months Ended | |
Jun. 30, 2014 | Jun. 30, 2013 | |
Deferred Tax Liabilities Gross Classification [Abstract] | ' | ' |
Depreciation and amortization | ($123,684,000) | ($139,575,000) |
Trademarks and tradename | -117,308,000 | -116,624,000 |
Goodwill | -42,477,000 | -30,496,000 |
Unbilled receivables | -64,275,000 | -69,543,000 |
Other | -8,583,000 | -7,400,000 |
Gross deferred tax liabilities | -356,327,000 | -363,638,000 |
Deferred Tax Assets, Gross [Abstract] | ' | ' |
Accrued retirement benefits | 139,633,000 | 178,296,000 |
Deferred rent | 9,947,000 | 11,834,000 |
Net operating loss carryforwards | 37,562,000 | 33,538,000 |
Share-based compensation | 6,533,000 | 22,756,000 |
Accrued liabilities | 62,516,000 | 68,419,000 |
Accrued compensation | 41,660,000 | 37,483,000 |
Deferred revenue | 25,692,000 | 23,050,000 |
Foreign tax credit | 37,716,000 | 40,903,000 |
Other | 16,228,000 | 28,808,000 |
Gross deferred tax assets | 377,487,000 | 445,087,000 |
Deferred tax assets valuation allowance | -30,019,000 | -33,420,000 |
Net deferred tax (liability)/asset | -8,859,000 | 48,029,000 |
Deferred Tax Assets Liabilities Classification [Abstract] | ' | ' |
Current deferred tax assets, net | 51,700,000 | ' |
Current deferred tax liabilities, net | 3,100,000 | ' |
Noncurrent deferred tax assets, net | 79,103,000 | 86,313,000 |
Noncurrent deferred tax liabilities, net | 136,600,000 | ' |
Change in amount of valuation allowance | -3,400,000 | ' |
Change in valuation allowance for NOLs lost due to restructuring | -8,400,000 | ' |
Valuation allowance increase for PCIC | $5,000,000 | ' |
Income_Taxes_Details_4
Income Taxes (Details 4) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Jun. 30, 2014 |
Accumulated Undistributed Earnings Of Foreign Subsidiaries [Abstract] | ' |
Cumulative earnings of foreign subsidiary repatriated during the period | 2.5 |
Undistributed earnings permanently reinvested | 1,034.80 |
Federal And Foreign Jurisdiction [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Operating Loss Carryforwards | 116.5 |
Federal And Foreign Jurisdiction [Member] | Indefinite Carryforward [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Operating Loss Carryforwards | 70.1 |
Federal And Foreign Jurisdiction [Member] | Finite Carryforward [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Operating Loss Carryforwards | 46.4 |
Federal And Foreign Jurisdiction [Member] | Finite Carryforward [Member] | Earliest Year [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Operating Loss Carryforwards, Expiration Dates | 30-Jun-15 |
Federal And Foreign Jurisdiction [Member] | Finite Carryforward [Member] | Latest Year [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Operating Loss Carryforwards, Expiration Dates | 30-Jun-34 |
State and Local Jurisdiction [Member] | Earliest Year [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Operating Loss Carryforwards, Expiration Dates | 30-Jun-15 |
State and Local Jurisdiction [Member] | Latest Year [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Operating Loss Carryforwards, Expiration Dates | 30-Jun-35 |
State and Local Jurisdiction [Member] | Finite Carryforward [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Operating Loss Carryforwards | 84.2 |
Foreign Tax [Member] | Earliest Year [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Operating Loss Carryforwards, Expiration Dates | 30-Jun-18 |
Foreign Tax [Member] | Latest Year [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Operating Loss Carryforwards, Expiration Dates | 30-Jun-23 |
Foreign Tax [Member] | Finite Carryforward [Member] | ' |
Operating Loss Carryforwards [Line Items] | ' |
Tax Credit Carryforward, Amount | 37.7 |
Income_Taxes_Details_5
Income Taxes (Details 5) (USD $) | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Deferred Tax Benefits that Would Impact Effective Tax Rate | $14,600,000 | $12,600,000 | ' |
Income Tax Uncertainties [Abstract] | ' | ' | ' |
Unrecognized Tax Benefits | 32,362,000 | 40,650,000 | 39,309,000 |
Offsetting unrecognized deferred tax benefits | 9,300,000 | ' | ' |
Unrecognized tax benefits that would impact the effective tax rate | 23,100,000 | ' | ' |
Increase in unrecognized tax benefits | 8,300,000 | ' | ' |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ' | ' | ' |
Unrecognized tax benefits as at | 40,650,000 | 39,309,000 | 39,784,000 |
Increases related to tax positions in prior years | 996,000 | 1,169,000 | 2,216,000 |
Decreases related to tax positions taken in prior years | -927,000 | -4,732,000 | -5,705,000 |
Decreases related to settlements | 0 | -189,000 | -86,000 |
Decreases related to lapse in statute of limitations | -19,135,000 | -2,387,000 | -376,000 |
Increases related to current year tax positions | 11,223,000 | 7,426,000 | 4,112,000 |
Unrecognized Tax Benefits, Decrease Resulting from Foreign Currency Translation | -445,000 | ' | -636,000 |
Cumulative translation amount | ' | 54,000 | ' |
Unrecognized tax benefits as at | 32,362,000 | 40,650,000 | 39,309,000 |
Accrued interest associated with unrecognized tax benefits | 2,500,000 | 6,700,000 | ' |
Accrued penalties associated with unrecognized tax benefits | 100,000 | 200,000 | ' |
Total accrued interest and penalties associated with unrecognized tax benefits | 2,600,000 | 6,900,000 | ' |
Interest expense associated with unrecognized tax benefits | 2,700,000 | 900,000 | 1,300,000 |
Penalty expense associated with unrecognized tax benefits | 100,000 | 100,000 | 100,000 |
Reasonably possible reduction, Lower Bound | 5,100,000 | ' | ' |
Reasonably possible reduction, Upper Bound | 10,500,000 | ' | ' |
Release of uncertain tax positions due to settlements of IRS exams. | $14,900,000 | ' | ' |
Income_Taxes_Details_6
Income Taxes (Details 6) | 12 Months Ended |
Jun. 30, 2014 | |
Internal Revenue Service (IRS) [Member] | Earliest Year [Member] | ' |
Income Tax Examination [Line Items] | ' |
Income Tax Examination, Year under Examination | '2012 |
Open Tax Year | '2009 |
State and Local Jurisdiction [Member] | Earliest Year [Member] | ' |
Income Tax Examination [Line Items] | ' |
Income Tax Examination, Year under Examination | '2008 |
Open Tax Year | '2002 |
State and Local Jurisdiction [Member] | Most Recent Year [Member] | ' |
Income Tax Examination [Line Items] | ' |
Income Tax Examination, Year under Examination | '2011 |
Canada Federal [Member] | Earliest Year [Member] | ' |
Income Tax Examination [Line Items] | ' |
Open Tax Year | '2005 |
Germany [Member] | Earliest Year [Member] | ' |
Income Tax Examination [Line Items] | ' |
Open Tax Year | '2008 |
The Netherlands [Member] | Earliest Year [Member] | ' |
Income Tax Examination [Line Items] | ' |
Open Tax Year | '2009 |
United Kingdom [Member] | Earliest Year [Member] | ' |
Income Tax Examination [Line Items] | ' |
Open Tax Year | '2010 |
Segment_Information_Details
Segment Information (Details) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | |||
segment | ||||||
Segment Reporting Information [Line Items] | ' | ' | ' | |||
Number of reportable operating segments | 4 | ' | ' | |||
Revenue (net of reimbursable expenses) | $3,370,789 | $3,307,997 | $3,152,760 | |||
Total segment net operating income | 919,583 | 937,397 | 926,526 | |||
Total segment expense | 36,887 | 40,167 | 37,714 | |||
Receivables | 826,043 | [1] | 820,368 | [1] | 875,773 | [1] |
Benefits [Member] | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | |||
Revenue (net of reimbursable expenses) | 1,979,674 | 1,994,458 | 1,922,689 | |||
Total segment net operating income | 619,117 | 674,657 | 646,418 | |||
Total segment expense | 22,555 | 23,990 | 23,219 | |||
Receivables | 520,236 | 507,078 | 548,629 | |||
Risk And Financial Services [Member] | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | |||
Revenue (net of reimbursable expenses) | 638,437 | 645,345 | 655,917 | |||
Total segment net operating income | 148,448 | 132,285 | 167,214 | |||
Total segment expense | 4,988 | 6,459 | 6,995 | |||
Receivables | 152,930 | 164,926 | 185,950 | |||
Talent And Rewards [Member] | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | |||
Revenue (net of reimbursable expenses) | 582,703 | 573,336 | 570,537 | |||
Total segment net operating income | 119,287 | 114,227 | 113,608 | |||
Total segment expense | 5,811 | 7,842 | 7,401 | |||
Receivables | 148,800 | 147,656 | 140,575 | |||
Exchange Solutions [Member] | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | |||
Revenue (net of reimbursable expenses) | 169,975 | 94,858 | 3,617 | |||
Total segment net operating income | 32,731 | 16,228 | -714 | |||
Total segment expense | 3,533 | 1,876 | 99 | |||
Receivables | 4,077 | 708 | 619 | |||
Total [Member] | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | |||
Revenue (net of reimbursable expenses) | 3,370,789 | 3,307,997 | 3,152,760 | |||
Total segment net operating income | 919,583 | 937,397 | 926,526 | |||
Total segment expense | 36,887 | 40,167 | 37,714 | |||
Receivables | $826,043 | $820,368 | $875,773 | |||
[1] | Total segment receivables, which reflect the receivable balances used by management to make business decisions, are included for management reporting purposes. |
Segment_Information_Details_1
Segment Information (Details 1) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||||
Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | ||||||
Revenue: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Total segment revenue | ' | ' | ' | ' | ' | ' | ' | ' | $3,370,789,000 | $3,307,997,000 | $3,152,760,000 | |||||
Reimbursable expenses and other | ' | ' | ' | ' | ' | ' | ' | ' | 111,123,000 | 124,518,000 | 105,138,000 | |||||
Revenue | 878,985,000 | 904,833,000 | 888,155,000 | 809,939,000 | 835,282,000 | 892,977,000 | 911,021,000 | 793,235,000 | 3,481,912,000 | 3,432,515,000 | 3,257,898,000 | |||||
Net Operating Income: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Total segment net operating income | ' | ' | ' | ' | ' | ' | ' | ' | 919,583,000 | 937,397,000 | 926,526,000 | |||||
Differences in allocation methods | ' | ' | ' | ' | ' | ' | ' | ' | 19,298,000 | [1] | -12,832,000 | [1] | -20,261,000 | [1] | ||
Amortization of intangibles | ' | ' | ' | ' | ' | ' | ' | ' | -75,212,000 | -76,963,000 | -63,718,000 | |||||
Transaction and integration expenses | ' | ' | ' | ' | ' | ' | ' | ' | -1,049,000 | -30,753,000 | -86,130,000 | |||||
Stock-based compensation | ' | ' | ' | ' | ' | ' | ' | ' | -11,285,000 | [2] | -18,978,000 | [2] | -40,251,000 | [2] | ||
Discretionary compensation | ' | ' | ' | ' | ' | ' | ' | ' | -301,428,000 | -324,370,000 | -302,986,000 | |||||
Payroll tax on discretionary compensation | ' | ' | ' | ' | ' | ' | ' | ' | -17,484,000 | -19,377,000 | -17,479,000 | |||||
Change in accounting method for pension | ' | ' | ' | ' | ' | ' | ' | ' | 0 | [3] | 0 | [3] | -2,963,000 | [3] | ||
Other, net | ' | ' | ' | ' | ' | ' | ' | ' | -37,915,000 | -21,719,000 | -29,033,000 | |||||
Income from operations | 125,238,000 | 138,423,000 | 128,426,000 | 102,421,000 | 117,455,000 | 121,257,000 | 114,419,000 | 79,274,000 | 494,508,000 | 432,405,000 | 363,705,000 | |||||
Depreciation and Amortization Expense: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Total segment expense | ' | ' | ' | ' | ' | ' | ' | ' | 36,887,000 | 40,167,000 | 37,714,000 | |||||
Intangible asset amortization, not allocated to segments | ' | ' | ' | ' | ' | ' | ' | ' | 75,212,000 | 76,963,000 | 63,718,000 | |||||
Information technology and other | ' | ' | ' | ' | ' | ' | ' | ' | 62,719,000 | 55,910,000 | 48,574,000 | |||||
Total depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 174,818,000 | 173,040,000 | 150,006,000 | |||||
Receivables: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Total segment receivables — billed and unbilled | 826,043,000 | [4] | ' | ' | ' | 820,368,000 | [4] | ' | ' | ' | 826,043,000 | [4] | 820,368,000 | [4] | 875,773,000 | [4] |
Valuation differences and other | -4,810,000 | ' | ' | ' | 5,470,000 | ' | ' | ' | -4,810,000 | 5,470,000 | 8,578,000 | |||||
Total billed and unbilled receivables | 821,233,000 | ' | ' | ' | 825,838,000 | ' | ' | ' | 821,233,000 | 825,838,000 | 884,351,000 | |||||
Assets not reported by segment | 4,806,553,000 | ' | ' | ' | 4,506,239,000 | ' | ' | ' | 4,806,553,000 | 4,506,239,000 | 4,472,627,000 | |||||
Total Assets | 5,627,786,000 | ' | ' | ' | 5,332,077,000 | ' | ' | ' | 5,627,786,000 | 5,332,077,000 | 5,356,978,000 | |||||
Change in accounting method for pension, net impact to the quarter | ' | ' | ' | ' | ' | ' | ' | ' | 0 | [3] | 0 | [3] | 2,963,000 | [3] | ||
Pension Change In Accounting Principle [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Net Operating Income: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Change in accounting method for pension | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -3,000,000 | |||||
Receivables: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||
Change in accounting method for pension, net impact to the quarter | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | |||||
Change in accounting method for pension, gross impact | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,200,000 | |||||
Change in accounting method for pension, offset for the period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3,200,000 | |||||
[1] | Depreciation, general and administrative, pension, and medical costs are allocated to our segments based on budgeted expenses determined at the beginning of the fiscal year as management believes that these costs are largely uncontrollable to the segment. To the extent that the actual expense base upon which allocations are made differs from the forecast/budget amount, a reconciling item will be created between internally allocated expenses and the actual expense that we report for GAAP purposes. | |||||||||||||||
[2] | Stock-based compensation excludes RSUs granted in conjunction with our performance bonus, which are included in discretionary compensation. | |||||||||||||||
[3] | The Company had a net impact of $3.0 million during fiscal year 2012 as a result of the cumulative effect of the change in accounting method of $6.2 million offset by a reduction in net periodic cost of $3.2 million. | |||||||||||||||
[4] | Total segment receivables, which reflect the receivable balances used by management to make business decisions, are included for management reporting purposes. |
Segment_Information_Details_2
Segment Information (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total segment revenue | $878,985 | $904,833 | $888,155 | $809,939 | $835,282 | $892,977 | $911,021 | $793,235 | $3,481,912 | $3,432,515 | $3,257,898 |
Long-Lived Assets | 3,740,185 | ' | ' | ' | 3,533,541 | ' | ' | ' | 3,740,185 | 3,533,541 | 3,440,090 |
North America [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total segment revenue | ' | ' | ' | ' | ' | ' | ' | ' | 2,046,488 | 1,972,981 | 1,760,749 |
Long-Lived Assets | 2,484,019 | ' | ' | ' | 2,293,045 | ' | ' | ' | 2,484,019 | 2,293,045 | 2,263,592 |
Europe [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total segment revenue | ' | ' | ' | ' | ' | ' | ' | ' | 1,162,888 | 1,161,973 | 1,205,519 |
Long-Lived Assets | 1,211,700 | ' | ' | ' | 1,193,188 | ' | ' | ' | 1,211,700 | 1,193,188 | 1,110,367 |
Rest of World [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total segment revenue | ' | ' | ' | ' | ' | ' | ' | ' | 272,536 | 297,561 | 291,630 |
Long-Lived Assets | $44,466 | ' | ' | ' | $47,308 | ' | ' | ' | $44,466 | $47,308 | $66,131 |
Sales Revenue, Net [Member] | Revenue, Total [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration Risk, Number Of Countries | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' |
Concentration risk, number of customers | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' |
Concentration risk, no more than 1% | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' |
Earnings_Per_Share_Details
Earnings Per Share (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Basic earnings per share (attributable to common stockholders): | ' | ' | ' |
Income from continuing operations | $360,257 | $292,010 | $237,578 |
Less: Income/(loss) attributable to non-controlling interests | 7,014 | -3,160 | 263 |
Income from continuing operations attributable to common stockholders | 353,243 | 295,170 | 237,315 |
Less: Income allocated to participating securities | 0 | 3,289 | 8,206 |
Income from continuing operations attributable to common stockholders | 353,243 | 291,881 | 229,109 |
Shares | 70,587 | 70,312 | 69,944 |
Net income from continuing operations (in dollars per share) | $5 | $4.15 | $3.28 |
Diluted earnings per share (attributable to common stockholders): | ' | ' | ' |
Share-based compensation awards | 368 | 405 | 320 |
Income available to common stockholders | $353,243 | $291,881 | $229,109 |
Shares | 70,955 | 70,717 | 70,264 |
Net income from continuing operations (in dollars per share) | $4.98 | $4.13 | $3.27 |
Unaudited_Quarterly_Financial_2
Unaudited Quarterly Financial Data (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Quarterly Financial Information Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | $878,985 | $904,833 | $888,155 | $809,939 | $835,282 | $892,977 | $911,021 | $793,235 | $3,481,912 | $3,432,515 | $3,257,898 |
Income from operations | 125,238 | 138,423 | 128,426 | 102,421 | 117,455 | 121,257 | 114,419 | 79,274 | 494,508 | 432,405 | 363,705 |
Income from continuing operations before income taxes | 124,199 | 141,144 | 132,611 | 100,552 | 116,972 | 118,399 | 114,321 | 79,309 | 498,506 | 429,001 | 370,021 |
Net income attributable to common stockholders | $82,392 | $102,506 | $86,188 | $88,214 | $82,879 | $94,916 | $82,290 | $58,727 | $359,300 | $318,812 | $260,213 |
Earnings per share (attributable to common stockholders): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per share, basic (in usd per share) | $1.17 | $1.40 | $1.22 | $1.21 | $1.13 | $1.18 | $1.12 | $0.73 | $5.09 | $4.48 | $3.60 |
Earnings per share, diluted (in usd per share) | $1.17 | $1.39 | $1.21 | $1.21 | $1.12 | $1.17 | $1.11 | $0.72 | $5.06 | $4.46 | $3.59 |
Schedule_II_Valuation_and_Qual1
Schedule II - Valuation and Qualifying Accounts and Reserves Valuation and Qualifying Accounts (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 |
Allowance for uncollectible accounts [Member] | ' | ' | ' |
Movement in Valuation Allowances and Reserves [Roll Forward] | ' | ' | ' |
Balance at Beginning of Year | $12,768 | $20,871 | $12,636 |
Additions Charged Against (Credited to) Revenue | 4,792 | 8,351 | 21,722 |
Additions Charged to Other Accounts | 0 | 0 | 0 |
Deductions | -9,485 | -16,454 | -13,487 |
Balance at End of Year | 8,075 | 12,768 | 20,871 |
Allowance for unbillable accounts [Member] | ' | ' | ' |
Movement in Valuation Allowances and Reserves [Roll Forward] | ' | ' | ' |
Balance at Beginning of Year | 10,283 | 19,891 | 16,723 |
Additions Charged Against (Credited to) Revenue | -1,170 | -9,608 | 3,168 |
Additions Charged to Other Accounts | 0 | 0 | 0 |
Deductions | 0 | 0 | 0 |
Balance at End of Year | 9,113 | 10,283 | 19,891 |
Valuation allowance for deferred tax assets [Member] | ' | ' | ' |
Movement in Valuation Allowances and Reserves [Roll Forward] | ' | ' | ' |
Balance at Beginning of Year | 33,420 | 40,046 | 62,454 |
Additions Charged Against (Credited to) Revenue | 0 | 0 | 0 |
Additions Charged to Other Accounts | 10,362 | 8,552 | 4,655 |
Deductions | -13,763 | -15,178 | -27,063 |
Balance at End of Year | $30,019 | $33,420 | $40,046 |