Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2015 | Jul. 31, 2015 | Dec. 31, 2014 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | Towers Watson & Co. | ||
Entity Central Index Key | 1,470,215 | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 69,285,645 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 7,310,423,100 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Statement [Abstract] | |||
Revenue | $ 3,644,953 | $ 3,481,912 | $ 3,432,515 |
Costs of providing services: | |||
Salaries and employee benefits | 2,159,057 | 2,106,431 | 2,085,188 |
Professional and subcontracted services | 268,277 | 249,775 | 267,715 |
Occupancy | 137,841 | 137,883 | 139,942 |
General and administrative expenses | 311,906 | 317,448 | 303,472 |
Depreciation and amortization | 172,287 | 174,818 | 173,040 |
Transaction and integration expenses | 6,984 | 1,049 | 30,753 |
Cost of services | 3,056,352 | 2,987,404 | 3,000,110 |
Income from operations | 588,601 | 494,508 | 432,405 |
Income / (loss) from affiliates | 33 | 0 | (56) |
Interest income | 3,943 | 2,803 | 2,400 |
Interest expense | (9,075) | (9,031) | (12,676) |
Other non-operating income | 2,191 | 10,226 | 6,928 |
Income before income taxes | 585,693 | 498,506 | 429,001 |
Provision for income taxes | 200,062 | 138,249 | 136,991 |
INCOME FROM CONTINUING OPERATIONS | 385,631 | 360,257 | 292,010 |
Income from discontinued operations, net of income tax of $0, $39,202, $15,561, respectively | 0 | 6,057 | 23,642 |
NET INCOME BEFORE NON-CONTROLLING INTERESTS | 385,631 | 366,314 | 315,652 |
Income / (loss) attributable to non-controlling interests | 653 | 7,014 | (3,160) |
NET INCOME (attributable to common stockholders) | $ 384,978 | $ 359,300 | $ 318,812 |
Basic earnings per share (attributable to common stockholders): | |||
Net income from continuing operations (in dollars per share) | $ 5.52 | $ 5 | $ 4.15 |
Net income from discontinued operations (in dollars per share) | 0 | 0.09 | 0.33 |
Net income - basic (in dollars per share) | 5.52 | 5.09 | 4.48 |
Diluted earnings per share (attributable to common stockholders): | |||
Net income from continuing operations (in dollars per share) | 5.50 | 4.98 | 4.13 |
Net income from discontinued operations (in dollars per share) | 0 | 0.08 | 0.33 |
Net income - diluted (in dollars per share) | $ 5.50 | $ 5.06 | $ 4.46 |
Weighted average shares of common stock, basic | 69,766 | 70,587 | 71,150 |
Weighted average shares of common stock, diluted | 70,007 | 70,955 | 71,555 |
Consolidated Statements of Ope3
Consolidated Statements of Operations (Parentheticals) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Statement [Abstract] | |||
Income from discontinued operations, income tax | $ 0 | $ 39,202 | $ 15,561 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net income before non-controlling interests | $ 385,631 | $ 366,314 | $ 315,652 |
Other comprehensive income / (loss), net of tax: | |||
Foreign currency translation | (227,803) | 132,648 | (57,036) |
Defined pension and post-retirement benefit costs | (159,029) | (23,355) | 107,223 |
Hedge effectiveness | 894 | (67) | (122) |
Available-for-sale securities | 149 | (183) | (81) |
Other comprehensive (loss) / income before non-controlling interests | (385,789) | 109,043 | 49,984 |
Comprehensive (loss) / income before non-controlling interests | (158) | 475,357 | 365,636 |
Comprehensive income / (loss) attributable to non-controlling interest | 1,460 | 6,295 | (4,457) |
Comprehensive (loss) / income attributable to controlling interests | $ (1,618) | $ 469,062 | $ 370,093 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Assets | ||
Cash and cash equivalents | $ 715,151 | $ 727,849 |
Fiduciary assets | 38,075 | 12,010 |
Short-term investments | 127,156 | 122,761 |
Receivables from clients: | ||
Billed, net of allowances of $7,665 and $8,075 | 479,536 | 507,213 |
Unbilled, at estimated net realizable value | 320,827 | 314,020 |
Total billed and unbilled receivables | 800,363 | 821,233 |
Other current assets | 155,487 | 124,645 |
Total current assets | 1,836,232 | 1,808,498 |
Fixed assets, net | 390,681 | 374,444 |
Deferred income taxes | 62,772 | 79,103 |
Goodwill | 2,278,351 | 2,313,058 |
Intangible assets, net | 654,087 | 657,293 |
Other assets | 172,051 | 395,390 |
Total Assets | 5,394,174 | 5,627,786 |
Liabilities | ||
Accounts payable, accrued liabilities and deferred income | 424,403 | 404,760 |
Employee-related liabilities | 581,115 | 518,532 |
Fiduciary liabilities | 38,075 | 12,010 |
Term loan - current | 25,000 | 25,000 |
Other current liabilities | 62,281 | 74,297 |
Total current liabilities | 1,130,874 | 1,034,599 |
Revolving credit facility | 40,000 | 0 |
Term loan | 175,000 | 200,000 |
Accrued retirement benefits and other employee-related liabilities | 648,655 | 768,024 |
Professional liability claims reserve | 235,856 | 225,959 |
Other noncurrent liabilities | 216,277 | 288,255 |
Total Liabilities | $ 2,446,662 | $ 2,516,837 |
Commitments and contingencies | ||
Stockholders’ Equity | ||
Additional paid-in capital | $ 1,870,745 | $ 1,849,119 |
Treasury stock, at cost — 5,270,907 and 4,213,770 shares | (429,286) | (286,182) |
Retained earnings | 2,066,104 | 1,722,927 |
Accumulated other comprehensive loss | (576,298) | (189,702) |
Total Stockholders’ Equity | 2,932,011 | 3,096,908 |
Non-controlling interest | 15,501 | 14,041 |
Total Equity | 2,947,512 | 3,110,949 |
Total Liabilities and Total Equity | 5,394,174 | 5,627,786 |
Common Class A [Member] | ||
Stockholders’ Equity | ||
Class A Common Stock — $0.01 par value: 300,000,000 shares authorized; 74,552,661 issued and 69,281,754 and 70,338,891 outstanding | $ 746 | $ 746 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Allowance for doubtful accounts receivable, current | $ 7,665 | $ 8,075 |
Treasury stock, shares | 5,270,907 | 4,213,770 |
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 | 74,552,661 |
Common stock, shares outstanding | 69,281,754 | 70,338,891 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Cash flows from operating activities: | |||
Net income before non-controlling interests | $ 385,631 | $ 366,314 | $ 315,652 |
Adjustments to reconcile net income to net cash from operating activities: | |||
Provision for doubtful receivables from clients | 20,584 | 4,429 | 8,351 |
Depreciation | 106,546 | 99,606 | 96,811 |
Amortization of intangible assets | 65,741 | 75,932 | 78,910 |
Gain on sale of discontinued operations, pretax | 0 | (23,950) | 0 |
Provision for deferred income taxes | 70,452 | 58,220 | 62,510 |
Stock-based compensation | 36,129 | 22,517 | 28,906 |
Other, net | 3,876 | (3,704) | (3,249) |
Changes in operating assets and liabilities (net of business acquisitions) | |||
Receivables from clients | (42,534) | 17,528 | 40,079 |
Fiduciary assets | (25,323) | 113,317 | 23,177 |
Other current assets | (3,483) | 14,722 | (16,710) |
Other noncurrent assets | 10,617 | (9,175) | 10,507 |
Accounts payable, accrued liabilities and deferred income | 14,655 | 16,000 | 31,144 |
Employee-related liabilities | 111,611 | (46,766) | 33,642 |
Fiduciary liabilities | 25,323 | (113,317) | (23,177) |
Accrued retirement benefits and other employee-related liabilities | (114,387) | (139,922) | (141,895) |
Professional liability claims reserves | 16,393 | (27,967) | (13,575) |
Other current liabilities | 14,560 | 4,838 | (1,800) |
Other noncurrent liabilities | (36,764) | (26,095) | (2,649) |
Income tax related accounts | (86,108) | 53,564 | 4,680 |
Cash flows from operating activities | 573,519 | 456,091 | 531,314 |
Cash flows used in investing activities: | |||
Cash paid for business acquisitions | (210,774) | (211,894) | (5,678) |
Cash transferred with discontinued operations | 0 | (25,066) | 0 |
Proceeds from discontinued operations | 0 | 259,677 | 7,371 |
Cash acquired from business acquisitions | 3,759 | 17,763 | 636 |
Fixed assets and software for internal use | (71,435) | (64,825) | (77,891) |
Capitalized software costs | (63,791) | (55,996) | (50,081) |
Purchases of investments of consolidated variable interest entity | 0 | (109,510) | 0 |
Purchases of held-to-maturity investments | (288,957) | (142,971) | 0 |
Redemptions of held-to-maturity investments | 261,122 | 37,161 | 0 |
Purchases of available-for-sale securities | (14,978) | (30,143) | (61,251) |
Sales and redemptions of available-for-sale securities | 23,079 | 57,742 | 49,128 |
Cash flows used in investing activities | (361,975) | (268,062) | (137,766) |
Cash flows used in financing activities: | |||
Borrowings under credit facility | 493,000 | 220,600 | 422,600 |
Repayments under credit facility | (423,000) | (220,600) | (630,600) |
Repayments of notes payable | (25,000) | (25,000) | 0 |
Earn-out payments | (3,526) | (3,652) | (3,556) |
Cash received from consolidated variable interest entity | 0 | 109,510 | 0 |
Contingent retention liability | 0 | 21,746 | 0 |
Cash paid on retention liability | (10,338) | (1,939) | 0 |
Dividends paid | (41,801) | (21,058) | (48,153) |
Repurchases of common stock | (168,242) | (92,823) | (46,618) |
Payroll tax payments on vested shares | (16,161) | (11,822) | (25,010) |
Excess tax benefits | 4,540 | 9,794 | 4,657 |
Cash flows used in financing activities | (190,528) | (15,244) | (326,680) |
Effect of exchange rates on cash | (33,714) | 22,259 | (12,242) |
(Decrease) / increase in cash and cash equivalents | (12,698) | 195,044 | 54,626 |
Cash and cash equivalents at beginning of period | 727,849 | 532,805 | 478,179 |
Cash and cash equivalents at end of period | 715,151 | 727,849 | 532,805 |
Supplemental disclosures: | |||
Cash paid for interest | 3,577 | 3,677 | 7,461 |
Cash paid for income taxes, net of refunds | 194,383 | 62,898 | 81,958 |
Common stock issued upon the vesting of our restricted stock units | 21,108 | 29,194 | 9,513 |
Transfers into consolidated investment funds | 0 | 223,212 | 0 |
Deconsolidation of investment funds | $ 0 | $ 339,019 | $ 0 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Restricted Stock [Member] | Restricted Stock Units (RSUs) [Member] | Additional Paid-in Capital [Member] | Treasury Stock, at cost [Member] | Treasury Stock, at cost [Member]Restricted Stock [Member] | Treasury Stock, at cost [Member]Restricted Stock Units (RSUs) [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Noncontrolling Interest [Member] | Common Class A [Member]Common Stock [Member] | Common Class A [Member]Common Stock [Member]Restricted Stock [Member] | Common Class B [Member]Common Stock [Member] |
Beginning balance at Jun. 30, 2012 | $ 2,457,317 | $ 1,833,799 | $ (168,901) | $ 1,117,622 | $ (350,745) | $ 24,797 | $ 635 | $ 110 | |||||
Beginning balance, shares at Jun. 30, 2012 | 63,522 | 11,036 | |||||||||||
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 awards | $ (25,010) | $ (25,010) | |||||||||||
Shares received for employee taxes upon conversion of awards, shares | (2) | ||||||||||||
Exercises of stock options | 1,133 | (8,240) | 9,373 | ||||||||||
Vesting of restricted stock units | 839 | (8,674) | 9,513 | ||||||||||
Vesting of restricted stock units, shares | (3) | ||||||||||||
Class A Common Stock: | |||||||||||||
Cash dividends declared | (42,027) | (42,027) | |||||||||||
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 | (5,662) | |||||||||||
Ending balance at Jun. 30, 2013 | 2,744,834 | 1,850,448 | (221,643) | 1,394,407 | (299,464) | 20,340 | $ 692 | $ 54 | |||||
Ending balance, shares at Jun. 30, 2013 | 69,178 | 5,374 | |||||||||||
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 awards | $ (7,612) | $ (7,612) | |||||||||||
Exercises of stock options | 684 | (6,018) | 6,702 | ||||||||||
Vesting of restricted stock units | (6,183) | (35,377) | 29,194 | ||||||||||
Acquisitions | 421 | 6,718 | (6,297) | ||||||||||
Redeemable non-controlling interest from consolidated variable interest entity | 332,722 | 332,722 | |||||||||||
Deconsolidation of redeemable non-controlling interest from variable interest entity | (339,019) | (339,019) | |||||||||||
Class A Common Stock: | |||||||||||||
Cash dividends declared | (30,780) | (30,780) | |||||||||||
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 | (5,374) | |||||||||||
Ending balance at Jun. 30, 2014 | 3,110,949 | 1,849,119 | (286,182) | 1,722,927 | (189,702) | 14,041 | $ 746 | $ 0 | |||||
Ending balance, shares at Jun. 30, 2014 | 74,552 | 0 | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income/(loss) | 385,631 | 384,978 | 653 | ||||||||||
Other comprehensive income/(loss) | (385,789) | (386,596) | 807 | ||||||||||
Repurchases of common stock | (168,242) | (168,242) | |||||||||||
Shares received for employee taxes upon conversion of awards | $ (11,493) | $ (11,493) | |||||||||||
Exercises of stock options | 6,048 | (9,475) | 15,523 | ||||||||||
Vesting of restricted stock units | 12,355 | (8,753) | 21,108 | ||||||||||
Class A Common Stock: | |||||||||||||
Cash dividends declared | (41,801) | (41,801) | |||||||||||
Excess tax benefits | 4,540 | 4,540 | |||||||||||
Stock-based compensation | 35,314 | 35,314 | |||||||||||
Ending balance at Jun. 30, 2015 | $ 2,947,512 | $ 1,870,745 | $ (429,286) | $ 2,066,104 | $ (576,298) | $ 15,501 | $ 746 | $ 0 | |||||
Ending balance, shares at Jun. 30, 2015 | 74,552 | 0 |
Consolidated Statement of Chan9
Consolidated Statement of Changes in Stockholders' Equity (Parentheticals) - $ / shares | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Statement of Stockholders' Equity [Abstract] | |||
Cash dividends declared (in dollars per share) | $ 0.60 | $ 0.42 | $ 0.46 |
Nature of Business and Mergers
Nature of Business and Mergers | 12 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business and Mergers | Nature of the Business and Mergers 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. Mergers Towers Watson was formed on January 1, 2010 , from the merger (the “Towers Perrin | Watson Wyatt 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. On June 30, 2015, Willis Group Holdings (“Willis”) and Towers Watson announced the signing of a definitive merger agreement under which the companies will combine in an all-stock merger of equals transaction. Based on the closing price of Willis and Towers Watson common stock on June 29, 2015, the implied equity value of the transaction is approximately $18 billion . At the effective time of the merger (“Towers Watson | Willis Merger”), each share of Class A common stock, par value $0.01 per share, of Towers Watson (the “TW Common Stock”) issued and outstanding immediately prior to the Towers Watson | Willis Merger (other than shares held by Towers Watson, Willis, or Merger Sub and dissenting shares) will be converted into the right to receive 2.6490 validly issued, fully paid and nonassessable ordinary shares of Willis. In addition, Towers Watson intends to declare and pay a pre-Towers Watson | Willis Merger special dividend in an amount equal to $4.87 per share of TW Common Stock, payable to holders of record of TW Common Stock prior to the closing date. We are in the process of evaluating our options to fund the special dividend through a bank loan. The transaction is expected to close by December 31, 2015, subject to customary closing conditions, including regulatory approvals, and approval by both Willis shareholders and Towers Watson stockholders. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies 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 equity holders, as a group, do not have the power to direct the activities that most significantly impact its financial performance, the obligation to absorb expected losses of the entity, or the right to receive the expected residual returns of the entity. 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 $7.7 million and $8.1 million as of June 30, 2015 and 2014 , respectively. Allowance for unbilled receivables was $8.5 million and $9.1 million as of June 30, 2015 and 2014 , 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 3 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 $0.4 million , $7.0 million and $0.8 million in fiscal years 2015, 2014 and 2013 , 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. The fair value of our term loan and revolving credit facility are considered level 2 financial instruments as they are corroborated by observable market data. Refer to Note 12 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. In accordance with Subtopic 820-10, Fair Value Measurement and Disclosures , certain investments that are measured at fair value using the net asset value per share practical expedient are not required to be categorized in the fair value hierarchy based on the levels above. 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 forecast 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, 2015 , 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 forecast 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 forecast transaction affects expenses. If the hedged forecast 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, 2015 we had a $181.5 million IBNR liability, net of estimated IBNR recoverable receivables of our captive insurance companies. This net liability increased from $173.8 million as of June 30, 2014 . 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 2015, 2014 and 2013 , we recognized compensation expense of $36.1 million , $23.6 million and $28.9 million , and associated income tax benefit of $11.5 million , $6.2 million and $10.0 million , respectively, in connection with our stock-based compensation plans. Earnings per Share (“EPS”) — To the extent that we have participating securities outstanding, we present EPS using the two-class method which discloses the portion of net income attributable to controlling interests and basic and diluted shares that are available for common stockholders separate from participating security holders. Our Restricted Class A shares issued in the Towers Perrin | Watson Wyatt 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, 2015 . During fiscal year 2015 , the Company performed a qualitative assessment for seven of our ten reporting units and our indefinite-lived intangible assets (consisting of trade names). During this assessment, we first assessed qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit or the trade names was less than its carrying amount. Qualitative factors we considered included, but are not limited to, macroeconomic conditions, industry and market conditions, company specific events, changes in circumstances, after tax cash flows and market capitalization. If the qualitative factors indicated that it is more likely than not that the fair value of a reporting unit or the trade names are less than their respective carrying amounts, we performed the two-step process to assess our goodwill for impairment. During fiscal year 2015 , we assessed the qualitative factors and determined that the two-step impairment test was not required for the seven reporting units or indefinite-lived intangible assets reviewed. During fiscal year 2015 , the Company also performed Step 1 of the two-step impairment test for three reporting units. The Company performed the Step 1 test for two of these reporting units in order to update the estimated fair value following the segment reorganization. The segment reorganization was effective on July 1, 2014. See Note 18 for additional information regarding the segment reorganization. Each of the reporting units' estimated fair values were substantially in excess of the carrying values. To perform the test, we used 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 forecast 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, 2015 , we did not record any impairment losses of goodwill or intangibles. Recent Accounting Pronouncements Not yet adopted On May 28, 2014, the Financial Accounting Standards Board ("FASB") and the International Accounting Standards Board ("IASB") issued their final standard on revenue from contracts with customers. The standard, issued as Accounting Standards Update ("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. However, the FASB has deferred the adoption date by one year but has allowed for early adoption. An ASU has not yet been released with this position. 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. On June 12, 2015, the FASB issued ASU 2015-10, Technical Corrections and Improvements, which amends a number of topics in the FASB Accounting Standards Codification. The updat |
Acquisitions and Divestitures
Acquisitions and Divestitures | 12 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures Our acquisitions and divestitures in fiscal years 2015, 2014 and 2013 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 Acclaris Acquisition On May 11, 2015, Towers Watson acquired Acclaris Holdings, Inc. ("Acclaris") for $140.0 million in cash. Headquartered in Tampa, FL, and with locations in Kansas and India, Acclaris offers flexible products that include integrated technology and services to support consumer-directed benefits on a single platform in a scalable way. Its core business focuses on health care and reimbursement accounts which include health reimbursement arrangements (HRAs), health savings accounts (HSAs), flexible spending accounts, commuter accounts and custom reimbursement accounts. Acclaris will be integrated into our Exchange Solutions Segment and join the Other line of business as the Consumer-Directed Accounts practice. Together, Towers Watson and Acclaris will enable clients of any size to offer benefits in new and cost-effective ways. During the fourth quarter of fiscal year 2015, we recorded the tangible assets received, liabilities assumed, and the preliminary fair value of intangibles. The intangibles included developed technology, valued at $14.5 million , and a customer related intangible, valued at $12.3 million . Our estimate of fair value for the developed technology intangible and the customer related intangible was based on the relief from royalty method and the multi-period excess earnings method, respectively. 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 liability of $2.8 million . It was determined that total consideration was $141 million , and we recorded $112.3 million of goodwill related to the acquisition of Acclaris. Saville Consulting Acquisition On April 23, 2015, Towers Watson acquired Saville Consulting Group Limited. ("Saville") for £42.0 million ( $64.5 million ) in cash. Saville is a U.K. and Jersey-based global psychometric assessment business. Its principal activities include helping employers to improve the match between people, work and organizations through the development and sale of objective psychometric assessment tools and related user training and consultancy services. Saville will be aligned with our Data, Surveys and Technology line of business within our Talent and Rewards segment. During the fourth quarter of fiscal 2015, we recorded the tangible assets received, liabilities assumed, and the preliminary fair value of intangibles. The intangibles included a product intangible, valued at £25.8 million , and other intangibles that were collectively immaterial. Our estimate of fair value for the product intangible was based on the relief from royalty method. Significant assumptions used in the valuation were estimated revenues and expenses, contributory asset charges, required rates of return, and discount rates. It was determined that total consideration was £42.7 million , and we recorded £5.1 million of goodwill related to the acquisition of Saville. 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 16 for further information on the assumed equity awards. The Liazon business initially became a new line of business, which complements our other offerings under the Exchange Solutions segment, and is currently part of the Active Exchanges practice after the segment reorganization which became effective July 1, 2014. 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 both the Exchange Solutions segment and in our consolidated financial statements. We have recorded the tangible assets received, liabilities assumed, and the fair value of intangibles for Liazon. 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. It was determined that total consideration was $212.3 million . We recorded $173.2 million of goodwill and a net deferred tax asset of $9.1 million related to the acquisition of Liazon, inclusive of a $1.0 million purchase price adjustment. 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 was branded for a transitional period of 10 months from the closing date as JLT Towers Re, but currently operates as JLT Re. As part of the transaction, we entered into an Alliance Agreement with JLT that will ensure clients have continued access to our risk consulting and software services. This agreement will also provide JLT 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 were 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. Actual results have been within the original expectations and continue to be 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, SMIC, is a party through November 2018. These amounts were previously eliminated as intercompany transactions, and were $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 two year period. The cash flows associated with these arrangements represented 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 did not preclude discontinued operations presentation, and the Company therefore classified the results of our Brokerage business’s operations as discontinued operations for all periods presented in our consolidated statements of operations. There was no revenue or income from discontinued operations in the current fiscal year. The following selected financial information relates to the Brokerage business’s operations for the fiscal years ended June 30, 2014 and 2013, respectively: Fiscal Year Ended June 30, 2014 2013 Revenue from discontinued operations $ 63,762 $ 164,270 Income from discontinued operations before taxes 21,308 $ 39,203 Tax expense on discontinued operations 7,522 $ 15,561 Net income from discontinued operations 13,786 23,642 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 Only the fiduciary assets and liabilities associated with the European businesses were sold. North American fiduciary assets and liabilities were not disposed of during the sale 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, 2015 and 2014 was carried at fair value on the accompanying consolidated balance sheets (see Note 7 – 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 the transaction closing 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 was $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 was not tax-deductible. |
Investments
Investments | 12 Months Ended |
Jun. 30, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments Held-to-maturity - Our held-to-maturity investments are comprised of term deposits, certificates of deposit, and certain bonds with original maturities greater than 90 days. As of June 30, 2015 and 2014 , all held-to-maturity securities were included in short-term investments in the accompanying consolidated balance sheet. Proceeds from maturities of held-to-maturity securities during the fiscal years ended June 30, 2015 and June 30, 2014 were $261.1 million and $37.2 million , respectively resulting in immaterial gains. Available-for-sale - Our available-for-sale securities are comprised of equity securities and mutual funds / exchange-traded funds. Proceeds from sales and maturities of investments of available-for-sale securities during the fiscal year ended June 30, 2015 were $23.1 million , resulting in a loss of $0.3 million . 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 were $47.6 million , resulting in a gain $0.1 million . Additional information on the Company's investments is provided in the following table as of June 30, 2015 and 2014 : As of June 30, 2015 As of June 30, 2014 Amortized Unrealized Unrealized Estimated Amortized Unrealized Unrealized Estimated Short Term Investments: Held-to-maturity: Term deposits & Certificates of deposit $ 70,346 $ — $ — $ 70,346 $ 107,556 $ — $ — $ 107,556 Fixed income securities 51,685 — — 51,685 — — — — Available-for-sale: Equity securities 102 11 (10 ) 103 126 7 (3 ) 130 Mutual funds and exchange-traded funds 5,033 5 (16 ) 5,022 15,033 42 — 15,075 Total Short-term Investments: 127,166 16 (26 ) 127,156 122,715 49 (3 ) 122,761 Other Investments: Available-for-sale: Mutual funds and exchange-traded funds 43,711 6 (147 ) 43,570 42,147 451 — 42,598 Total other Investments in Other Assets $ 43,711 $ 6 $ (147 ) $ 43,570 $ 42,147 $ 451 $ — $ 42,598 For all investments other than fixed income securities, amortized cost represents the cost basis of the investment as of the purchase date. For fixed income securities, amortized cost represents the face value of the bond plus the unamortized portion of the bond premium as of the date presented. There were no material investments that have been in a continuous loss position for more than twelve 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, 2015 was $24.4 million . The aggregate fair value of investments with unrealized losses for the fiscal year ended June 30, 2014 was immaterial. |
Fixed Assets
Fixed Assets | 12 Months Ended |
Jun. 30, 2015 | |
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. Internally developed software is amortized over the estimated useful life of the asset ranging from three to ten 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, 2015 2014 Furniture, fixtures and equipment $ 203,906 $ 205,598 Computer software, excluding internally developed software 226,457 192,206 Internally developed software 212,529 165,695 Leasehold improvements 197,435 207,126 840,327 770,625 Less: accumulated depreciation and amortization (449,646 ) (396,181 ) Fixed assets, net $ 390,681 $ 374,444 Total computer software, net, including internally developed software, was $237.2 million and $210.7 million as of June 30, 2015 and 2014 , respectively. Total amortization expense for computer software was $53.9 million , $44.7 million and $40.5 million for fiscal years 2015 , 2014 and 2013 , respectively. Total depreciation expense was $52.7 million , $54.9 million and $56.3 million for fiscal years 2015 , 2014 and 2013 , respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Jun. 30, 2015 | |
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, 2015 and 2014 : Benefits Exchange Risk and Talent and All Other Total Balance as of June 30, 2013 $ 1,233,272 $ 341,449 $ 534,150 $ 108,850 $ 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 $ 515,644 $ 391,549 $ 113,862 $ 1,214 $ 2,313,058 Goodwill acquired — 112,337 — 8,077 — 120,414 Goodwill related to disposals — — (593 ) — — (593 ) Goodwill reallocated in segment restructuring (92,327 ) 54,052 12,311 25,964 — Translation adjustment (109,958 ) — (32,993 ) (11,577 ) — (154,528 ) Balance as of June 30, 2015 $ 1,088,504 $ 682,033 $ 370,274 $ 136,326 $ 1,214 $ 2,278,351 Goodwill acquired during the fiscal year ended June 30, 2015 in the Talent and Rewards and Exchange Solutions segments totaled $8.1 million and $112.3 million , respectively. The goodwill relates to the acquisitions of Saville and Acclaris. See Note 3 for additional information regarding these transactions. Included in the goodwill reallocated in segment restructuring is a $54.1 million reclassification of goodwill related to the segment reorganization between Benefits and Exchange Solutions, which was effective on July 1, 2014 and $38.3 million of residual allocation to the remaining segments. See Note 18 for additional information regarding the segment reorganization. Included in the Exchange Solutions goodwill acquired is $173.2 million of goodwill, inclusive of a $1.0 million purchase price adjustment, 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 fiscal year ended June 30, 2014. See Note 3 for additional information regarding this acquisition. 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 3 for additional information regarding the sale of the business. 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, 2015 and 2014 : Trademark & Customer Core/ Product Favorable Total 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 Intangible assets acquired — 21,884 15,286 40,537 4,556 82,263 Intangible assets related to disposal — — — — — — Amortization — (42,649 ) (22,628 ) (353 ) (1,027 ) (66,657 ) Translation adjustment — (9,771 ) (470 ) — (55 ) (10,296 ) Balance as of June 30, 2015 $ — $ 168,319 $ 68,015 $ 40,184 $ 6,091 $ 282,609 For the fiscal years ended June 30, 2015, 2014 and 2013 , we recorded $65.7 million , $75.9 million and $78.9 million , respectively, of amortization related to our intangible assets, exclusive of the amortization of our favorable lease agreements. 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 Towers Perrin | Watson Wyatt Merger with an expected useful life of ten years. We calculated no impairment, and we shortened the life of the intangible asset and accelerated the amortization in the same pattern in which our clients were transitioned to the surviving application. To develop our estimated useful remaining life of the application, we used 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 years 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 $371.5 million and $380.0 million as of June 30, 2015 and June 30, 2014 , 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, 2015 and June 30, 2014 , this liability was $7.3 million and $10.2 million , respectively. The change for the fiscal year ended June 30, 2015 was comprised of a reduction to rent expense of $2.9 million and an immaterial foreign currency translation adjustment. 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 2015 and 2014 . 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, 2015 and 2014 : Fiscal Year 2015 Fiscal Year 2014 Gross Accumulated Weighted Gross Accumulated Weighted Finite-lived intangible assets and liabilities: Trademark and trade name $ 150 $ 150 — $ 520 $ 520 — Customer related intangibles 388,113 219,794 5.8 391,201 192,346 5.6 Core/developed technology 174,480 106,465 4.0 175,948 100,121 4.1 Product 40,537 353 18.8 — — 0.0 Favorable agreements 10,866 4,775 7.8 6,488 3,871 3.6 Total finite-lived intangible assets $ 614,146 $ 331,537 $ 574,157 $ 296,858 Unfavorable lease agreements 21,793 14,512 3.2 24,818 14,588 3.9 Total finite-lived intangible liabilities $ 21,793 $ 14,512 $ 24,818 $ 14,588 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 7.2 years and 5.1 years, respectively at June 30, 2015 and June 30, 2014 . The following table reflects: 1) future estimated amortization expense for amortizable intangible assets consisting of customer related intangibles and core/developed technology, and product. 2) The rent offset resulting from the amortization of the net lease intangible assets and liabilities: Fiscal year ending June 30, Amortization Rent Offset 2016 $ 63,585 $ (1,603 ) 2017 55,126 (1,871 ) 2018 46,998 (1,981 ) 2019 39,943 (315 ) 2020 23,655 101 Thereafter 51,657 32 Total $ 280,964 $ (5,637 ) |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jun. 30, 2015 | |
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 2 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, 2015 and 2014 : Fair Value Measurements on a Recurring Basis at Level 1 Level 2 Level 3 Total Assets: Available-for-sale securities: Equity securities $ 102 $ — $ — $ 102 Mutual funds / exchange-traded funds $ 48,592 $ — $ — $ 48,592 Derivatives: Foreign exchange forwards (a) $ — $ 2,177 $ — $ 2,177 Liabilities: Derivatives: Foreign exchange forwards (a) $ — $ 272 $ — $ 272 Contingent Liabilities Retention bonus liability (b) $ — $ — $ 9,934 $ 9,934 Fair Value Measurements on a Recurring Basis at Level 1 Level 2 Level 3 Total Assets: Available-for-sale securities: 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 (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 8 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, 2015 and 2014 , respectively, related to the changes in the fair value of these foreign exchange forward contracts which were still held as of June 30, 2015 and 2014 . No material gain or loss was recorded in the consolidated statements of operations for available-for-sale securities still held as of June 30, 2015 and 2014 . 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 11 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, 2015 . Transfers in and out of Level 1 and 2 There were no securities transferred between Level 1 and Level 2 for the fiscal years ended June 30, 2015, 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 1.6% 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 10.0% , which would have resulted in values of $10.0 million and $9.2 million , respectively. • Forfeiture rates - Changing the assumed forfeiture rate to either 5.0% or 10.0% would have resulted in values of $10.1 million and $9.6 million , respectively. The following table summarizes the change in fair value of the Level 3 liabilities for fiscal years ended June 30, 2014 and 2015: Fair Value Measurements using significant unobservable inputs (Level 3) Balance as of - June 30, 2013 $ — Obligation assumed (21,746 ) Payments 1,939 Unrealized gains / (losses) (191 ) Balance as of - June 30, 2014 $ (19,998 ) Payments 10,338 Unrealized gains / (losses) (274 ) Balance as of - June 30, 2015 $ (9,934 ) |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Jun. 30, 2015 | |
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 2 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 forecast collections. We have designated these derivatives as cash flow hedges of our forecast 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, 2015 , the longest outstanding maturity was 15 months. As of June 30, 2015 , a net $1.6 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, 2015 and 2014 , we recognized no material gains or losses due to hedge ineffectiveness. As of June 30, 2015, 2014 and 2013 we had cash flow and economic hedges with a notional value of $43.2 million , $49.5 million and $107.2 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, 2015 and 2014 was an asset of $1.9 million and $0.1 million , respectively. See Note 7 , Fair Value Measurements , for further information regarding the determination of fair value. The fair value of our derivative instruments held as of June 30, 2015 and 2014 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, 2015 2014 2015 2014 Derivatives designated as hedging instruments: Foreign exchange forwards Other current assets $ 1,792 $ 618 Accounts payable, accrued liabilities and deferred income $ (157 ) $ (513 ) Derivatives not designated as hedging instruments: Foreign exchange forwards Other current assets 385 21 Accounts payable, accrued liabilities and deferred income (115 ) (37 ) Total derivative assets (liabilities) $ 2,177 $ 639 $ (272 ) $ (550 ) 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, 2015, 2014 and 2013 are as follows: Derivatives designated as hedging instruments: Gain (loss) recognized in OCI (effective portion) Location of gain (loss) reclassified from OCI into income (effective portion) Gain (loss) reclassified from OCI into income (effective portion) Location of gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) Gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) 2015 2014 2013 2015 2014 2013 2015 2014 2013 Foreign exchange forwards $ 3,650 $ (1,540 ) $ (294 ) General and administrative expenses $ 2,178 $ (1,447 ) $ (125 ) General and administrative expenses $ 36 $ 2 $ (1 ) Total $ 3,650 $ (1,540 ) $ (294 ) $ 2,178 $ (1,447 ) $ (125 ) $ 36 $ 2 $ (1 ) Included in the notional values above are $20.4 million , $24.2 million and $33.6 million as of June 30, 2015, 2014 and 2013 , 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, 2015, 2014 and 2013 is as follows: (Loss) gain recognized in income Location of (loss) gain recognized in income Fiscal year ended June 30, Derivatives not designated as hedging instruments: 2015 2014 2013 Foreign exchange forwards General and administrative expenses $ (4,441 ) $ 561 $ 3,325 Total $ (4,441 ) $ 561 $ 3,325 |
Supplementary Information for S
Supplementary Information for Select Balance Sheet Accounts | 12 Months Ended |
Jun. 30, 2015 | |
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, 2015 2014 Accounts payable $ 19,945 $ 20,228 Accrued liabilities 99,275 116,709 Deferred income 305,183 267,823 Accounts payable, accrued liabilities and deferred income $ 424,403 $ 404,760 Current employee-related liabilities consist of: June 30, 2015 2014 Accrued payroll and bonuses $ 519,185 $ 447,145 Current pension liability 46,058 53,146 Other employee-related liabilities 15,872 18,241 Total employee-related liabilities $ 581,115 $ 518,532 |
Leases
Leases | 12 Months Ended |
Jun. 30, 2015 | |
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 $144.5 million , $144.1 million , and $146.4 million for the fiscal years ended June 30, 2015, 2014 and 2013 , respectively. We have entered into sublease agreements for some of our excess leased space. Sublease income was $0.4 million , $0.9 million , and $3.1 million , respectively, for the fiscal years ended June 30, 2015, 2014 and 2013 Future minimum lease payments for the operating lease commitments, which have not been reduced by cumulative anticipated cash inflows for sublease income of $1.4 million , are as follows: Fiscal year ending June 30, Amortization 2016 $ 97,551 2017 86,132 2018 72,566 2019 56,823 2020 48,685 Thereafter 120,490 Total $ 482,247 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, 2015 | |
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, 2015 , 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 $85.5 million in projected benefit obligations, $64.8 million in assets and a net liability of $20.7 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. Retiree life, medical and dental benefits provided under our Canadian postretirement benefit plans were closed to new hires effective January 1, 2011. Associates that meet the eligibility requirements as of January 1, 2016 are eligible to participate in the postretirement benefits plan of Towers Perrin or Watson Wyatt, as applicable. 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 – Benefit accruals earned under the legacy Watson Wyatt defined benefit plan (predominantly pension benefits) ceased on February 28, 2015, although benefits earned prior to January 1, 2008 retain a link to salary until the employee leaves Towers Watson. Benefit accruals earned under the legacy Towers Perrin defined benefit plan (predominantly lump sum benefits) were frozen on March 31, 2008. All associates now accrue defined contribution benefits. 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, 2015, 2014 and 2013 were as follows: Fiscal Year Ended June 30, 2015 2014 2013 North America Europe North America Europe North America Europe Discount rate 4.86 % 3.99 % 5.32 % 4.41 % 4.86 % 4.80 % Expected long-term rate of return on assets 7.67 % 5.79 % 7.67 % 5.77 % 8.11 % 6.07 % Rate of increase in compensation levels 3.98 % 3.00 % 4.36 % 3.93 % 4.35 % 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, 2015 and 2014 : June 30, 2015 June 30, 2014 North Europe North Europe Discount rate 4.87 % 3.45 % 4.86 % 3.99 % Rate of increase in compensation levels 4.01 % 3.00 % 3.98 % 3.00 % 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, 2015, 2014 and 2013 : Fiscal Year ended June 30, 2015 2014 2013 North America Europe North America Europe North America Europe Service cost $ 71,189 $ 9,856 $ 70,346 $ 12,321 $ 70,795 $ 10,262 Interest cost 137,519 39,471 140,736 41,148 135,726 37,937 Expected return on plan assets (211,730 ) (51,894 ) (188,391 ) (46,352 ) (185,435 ) (42,244 ) Amortization of net loss/(gain) 17,667 11,686 22,088 9,019 45,372 5,905 Amortization of prior service (credit)/cost (8,380 ) 41 (8,379 ) 42 (8,377 ) 41 Settlement/curtailment loss — 3,859 — — — — Other adjustments — 196 — 254 — 85 Net periodic benefit cost $ 6,265 $ 13,215 $ 36,400 $ 16,432 $ 58,081 $ 11,986 Changes to other comprehensive income for the Company’s defined benefit pension plans as follows: Fiscal Year ended June 30, 2015 2014 2013 North America Europe North America Europe North America Europe Current year actuarial (gain)/loss $ 254,396 $ 62,075 $ (26,558 ) $ 60,022 $ (188,011 ) $ 51,384 Amortization of actuarial (loss)/gain (17,667 ) (11,686 ) (22,088 ) (9,019 ) (45,372 ) (5,905 ) Amortization of prior service credit/(cost) 8,380 (41 ) 8,379 (42 ) 8,377 (41 ) Recognition of actuarial loss due to settlement/curtailment — (3,859 ) — — — — Other (5,466 ) (22,149 ) (909 ) 12,992 (1,699 ) (1,418 ) Total recognized in other comprehensive (income)/loss $ 239,643 $ 24,340 $ (41,176 ) $ 63,953 $ (226,705 ) $ 44,020 The change in Other in the 2015 fiscal year is primarily due to the currency impact, specifically the decrease in the British Pound. For North America, the actuarial loss recorded in fiscal year 2015 is due to a lower than expected return on assets and a change in assumptions based on the new mortality tables. In October 2014, the Society of Actuaries released final reports on a study of mortality and mortality improvement in U.S. pension plans, which suggest that recent mortality experience across U.S. pension plans is stronger than that which has been assumed in the determination of our pension and postretirement obligations and cost. We estimate that these changes will increase annual U.S. benefit plan costs for the Company starting in fiscal year 2016. For North America, the return on assets more than offset actuarial losses due to a decrease in the discount rates for fiscal year 2014 and the actuarial gain recorded in fiscal year 2013 was due to an increase in the discount rates used for our plans. For Europe, the actuarial loss recorded in fiscal years 2015, 2014 and 2013 was primarily related 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 2016 for the Company’s defined benefit pension plans are shown below: Fiscal 2016 North Europe Actuarial loss $ 40,051 $ 10,860 Prior service (credit)/cost (7,976 ) 41 Total $ 32,075 $ 10,901 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, 2015 and 2014 , and the funded status as of June 30, 2015 and 2014 . 2015 2014 North North Europe North North America- Unqualified Europe Change in Benefit Obligation Benefit obligation at beginning of year $ 2,547,781 $ 395,778 $ 1,087,298 $ 2,324,353 $ 416,461 $ 887,047 Service cost 59,948 11,241 9,856 58,777 11,569 12,321 Interest cost 121,176 16,343 39,471 121,548 19,187 41,148 Actuarial losses/(gains) 135,221 (13,218 ) 141,358 149,163 21,416 61,836 Benefit payments (101,960 ) (42,212 ) (30,522 ) (102,495 ) (71,576 ) (20,566 ) Participant contributions — — 1,405 — — 2,338 Curtailments — — 3,859 — — — Other 1,217 — 196 516 — 1,462 Foreign currency adjustment (46,776 ) (13,481 ) (112,017 ) (4,081 ) (1,279 ) 101,712 Benefit obligation at end of year $ 2,716,607 $ 354,451 $ 1,140,904 $ 2,547,781 $ 395,778 $ 1,087,298 Change in Plan Assets Fair value of plan assets at beginning of year $ 2,813,591 $ — $ 919,160 $ 2,461,764 $ — $ 750,856 Actual return on plan assets 79,338 — 135,036 385,528 — 48,166 Company contributions 31,526 42,212 53,481 71,663 71,576 41,941 Participant contributions — — 1,405 — — 2,338 Benefit payments (101,960 ) (42,212 ) (30,522 ) (102,495 ) (71,576 ) (20,566 ) Other 1,216 — — 516 — 1,208 Foreign currency adjustment (45,553 ) — (80,123 ) (3,385 ) — 95,217 Fair value of plan assets at end of year $ 2,778,158 $ — $ 998,437 $ 2,813,591 $ — $ 919,160 Funded status at end of year $ 61,551 $ (354,451 ) $ (142,467 ) $ 265,810 $ (395,778 ) $ (168,138 ) Accumulated Benefit Obligation $ 2,694,611 $ 357,006 $ 1,132,200 $ 2,517,911 $ 390,246 $ 1,077,939 2015 2014 North America - Qualified North America- Unqualified Europe North America- Qualified North America- Unqualified Europe Amounts recognized in Consolidated Balance Sheets consist of: Noncurrent assets $ 73,494 $ — $ 1,156 $ 273,940 $ — $ 9,593 Current liabilities — (44,316 ) — — (51,113 ) — Noncurrent liabilities (11,943 ) (310,135 ) (143,622 ) (8,131 ) (344,665 ) (177,730 ) Net amount recognized $ 61,551 $ (354,451 ) $ (142,466 ) $ 265,809 $ (395,778 ) $ (168,137 ) Amounts recognized in Accumulated Other Comprehensive Income consist of: Net actuarial loss $ 354,029 $ 46,067 $ 202,814 $ 100,608 $ 68,224 $ 178,395 Net prior service (credit)/cost (35,273 ) (9,071 ) 398 (41,757 ) (10,965 ) 477 Accumulated Other Comprehensive Loss $ 318,756 $ 36,996 $ 203,212 $ 58,851 $ 57,259 $ 178,872 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, 2015 and 2014 : 2015 2014 North America Europe North America Europe Projected benefit obligation at end of year $ 101,760 $ 824,677 $ 105,278 $ 210,898 Fair value of plan assets at end of year $ 89,817 $ 681,055 $ 97,147 $ 33,168 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, 2015 and 2014 : 2015 2014 North Europe North Europe Projected benefit obligation at end of year $ 101,760 $ 824,677 $ — $ 210,898 Accumulated benefit obligation at end of year $ 94,006 $ 815,974 $ — $ 201,540 Fair value of plan assets at end of year $ 89,817 $ 681,055 $ — $ 33,168 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, 2015 is 23% , 60% and 32% , respectively. In the U.S. and U.K. funded plans, besides the target equity allocation, an additional 44% and 23% , 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. There were no significant transfers between Levels 1 , 2 or 3 in the fiscal years ended June 30, 2015 and 2014 . In accordance with Subtopic 820-10, Fair Value Measurement and Disclosures , certain investments that are measured at fair value using the net asset value per share practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in these tables are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statements of net assets. The fair value of our plan assets by asset category at June 30, 2015 and 2014 are as follows (see Note 2 for a description of the fair value levels and Note 7 for a summary of management’s procedures around prices received from third-parties): Fair Value Measurements at June 30, 2015 Level 1 Level 2 Level 3 Total North Europe North Europe North Europe Asset category: Cash $ 15,581 $ 37,789 $ — $ — $ — $ — $ 53,370 Short-term securities 633 — — — — — 96,568 Equity securities: U.S. large cap companies 48,898 11,695 — — — — 60,593 U.S. mid cap companies 4,441 — — — — — 4,441 U.S. small cap companies 1,823 — — — — — 1,823 International equities 46,084 24,123 — — — — 70,207 Fixed income: Government issued securities 211,186 — — — — — 211,186 Corporate bonds (S&P rating of A or higher) — — 316,398 — — — 316,398 Corporate bonds (S&P rating of lower than A) — — 218,132 — 445 — 218,577 Other fixed income — — 54,374 (a) 205,202 (a) — — 259,576 Pooled / commingled funds — — — — — — 2,175,786 (b) Mutual funds — — — — — — 159,194 Private equity — — — — 7,108 — 135,782 Derivatives — — 1,476 (c) 18,827 (c) — — 20,303 Insurance contracts — — — — — 14,805 14,805 Total assets $ 328,646 $ 73,607 $ 590,380 $ 224,029 $ 7,553 $ 14,805 $ 3,798,609 Liability category: Derivatives $ — $ — $ 491 (c) $ — $ — $ — $ 491 Net assets $ 328,646 $ 73,607 $ 589,889 $ 224,029 $ 7,553 $ 14,805 $ 3,798,118 Fair Value Measurements at June 30, 2014 Level 1 Level 2 Level 3 Total North Europe North Europe North Europe Asset category: Cash $ 1,845 $ 69,433 $ — $ — $ — $ — $ 71,278 Short-term securities 499 — — — — — 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 — — — — — — 1,922,479 (b) Mutual funds — — — — — — 189,014 Private equity — — — — 2,256 — 155,456 Derivatives — — 1,654 (c) 4,758 (c) — — 6,412 Insurance contracts — — — — — 18,091 18,091 Total assets $ 541,483 $ 85,907 $ 595,161 $ 159,918 $ 2,706 $ 18,091 $ 3,731,823 Liability category: Derivatives $ — $ — $ 350 (c) $ — $ — $ — $ 350 Net assets $ 541,483 $ 85,907 $ 594,811 $ 159,918 $ 2,706 $ 18,091 $ 3,731,473 (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 and, in accordance with subtopic 820-10, Fair Value Measurements and Disclosures , are not included in the fair value hierarchy. (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. 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, 2015 2014 Net assets held in investments $ 3,798,118 $ 3,731,473 Net payable for investments purchased (24,251 ) (5,541 ) Dividend and interest receivable 9,057 8,856 Other, net (6,329 ) (2,037 ) Fair value of plan assets $ 3,776,595 $ 3,732,751 The following table sets forth a summary of changes in the fair value of the plan’s Level 3 assets for the fiscal years ended June 30, 2015 and 2014 : Private Equity Insurance Contracts Corporate Bonds Total Beginning balance at June 30, 2013 $ 109,768 $ 15,040 $ 411 $ 125,219 Assets no longer leveled in accordance with ASU 2015-07 (109,768 ) — — $ (109,768 ) Net actual return on plan assets relating to assets still held at the end of the year — 676 39 715 Net purchases, sales and settlements 2,256 1,586 — 3,842 Change in foreign currency exchange rates — 789 — 789 Ending balance at June 30, 2014 $ 2,256 $ 18,091 $ 450 $ 20,797 Assets no longer leveled in accordance with ASU 2015-07 (1,280 ) — — (1,280 ) Net actual return on plan assets relating to assets still held at the end of the year (681 ) 557 (5 ) (129 ) Net purchases, sales and settlements 6,813 (480 ) — 6,333 Change in foreign currency exchange rates — (3,363 ) — (3,363 ) Ending balance at June 30, 2015 $ 7,108 $ 14,805 $ 445 $ 22,358 The following table sets forth our projected pension contributions to our qualified plans for fiscal year 2016 , as well as the pension contributions to our qualified plans in fiscal years 2015 and 2014 : 2016 2015 2014 U.S $ 30,000 $ 30,000 $ 50,000 Canada $ 4,599 $ 1,526 $ 21,663 UK $ 21,211 $ 25,314 $ 28,706 Germany $ 20,065 $ 19,785 $ 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 2016 $ 172,374 $ 28,850 $ 201,224 2017 179,968 29,675 209,643 2018 182,700 27,326 210,026 2019 186,087 29,397 215,484 2020 194,534 31,718 226,252 Years 2021 - 2025 1,080,658 216,982 1,297,640 $ 1,996,321 $ 363,948 $ 2,360,269 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, 2015, 2014 and 2013 amounted to $30.4 million , $30.0 million and $30.2 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, 2015, 2014 and 2013 amounted to $20.5 million , $20.2 million , and $22.2 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 $5.5 million and $6.0 million at June 30, 2015 and 2014 , respectively. This liability is included in accounts payable, accrued liabilities, and deferred income 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: Fiscal Year Ended June 30, 2015 2014 2013 Discount rate 4.68 % 5.30 % 4.80 % Expected long-term rate of return on assets 2.00 % 2.00 % 2.00 % Rate of increase in compensation levels — % — % 4.50 % Health care cost trend Initial rate 7.00 % 7.08 % 7.16 % Ultimate rate 5.00 % 5.00 % 5.00 % Year reaching ultimate rate 2019 2019 2019 June 30, 2015 2014 Discount rate, accumulated postretirement benefit obligation 4.57 % 4.68 % Rate of compensation increase — % — % Health care cost trend Initial rate 6.91 % 7.00 % Ultimate rate 5.00 % 5.00 % 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 9.3 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 2015 $ 82 $ (23 ) Effect on accumulated postretirement benefit obligation as of June 30, 2015 $ 1,870 $ (746 ) Net periodic postretirement benefit cost consists of the following: Fiscal Year Ended June 30, 2015 2014 2013 Service cost $ 1,278 $ 1,460 $ 1,770 Interest cost 8,137 8,856 8,807 Expected return on assets (96 ) (112 ) (130 ) Amortization of net unrecognized (gains)/losses (1,761 ) (1,752 ) 369 Amortization of prior service credit (6,905 ) (7,004 ) (8,228 ) Net periodic postretirement benefit cost $ 653 $ 1,448 $ 2,588 Changes in other comprehensive income for the Company’s postretirement benefit plans as follows: 2015 2014 Current year actuarial gain/(loss) $ (48,421 ) $ 7,131 Amortization of actuarial gain 1,761 1,752 Amortization of prior service credit 6,905 7,004 Other (51 ) (29 ) Total recognized in other comprehensive income $ (39,806 ) $ 15,858 The estimated amounts that will be amortized from other comprehensive income into net periodic benefit cost during fiscal 2016 for the Company’s other postretirement benefit plans are shown below: 2016 Actuarial gain $ (5,992 ) Prior service credit (6,905 ) Total $ (12,897 ) The following table provides a reconciliation of the changes in the accumulated postretirement benefit obligation and fair value of assets for the fiscal years ended June 30, 2015 and 2014 and a statement of funded status as of June 30, 2015 and 2014 : June 30, 2015 2014 Change in Benefit Obligation Benefit obligation at beginning of year $ 181,306 $ 172,729 Service cost 1,278 1,460 Interest cost 8,137 8,856 Actuarial losses/(gains) (48,464 ) 6,972 Benefit payments (14,504 ) (14,443 ) Medicare Part D 639 68 Participant contributions 6,545 6,035 Foreign currency adjustment (3,860 ) (371 ) Benefit obligation at end of year $ 131,077 $ 181,306 Change in Plan Assets Fair value of plan assets at beginning of year $ 5,168 $ 5,958 Actual return on plan assets 52 (47 ) Company contributions 7,220 7,665 Participant contributions 6,545 6,035 Benefit payments (14,504 ) (14,443 ) Fair value of plan assets at end of year $ 4,481 $ 5,168 Funded status at end of year $ (126,596 ) $ (176,138 ) Amounts recognized in Consolidated Balance Sheets consist of: Noncurrent assets $ — $ — Current liabilities (3,971 ) (4,678 ) Noncurrent liabilities (122,625 ) (171,459 ) Net amount recognized $ (126,596 ) $ (176,137 ) Amounts recognized in Accumulated Other Comprehensive Income consist of: Net actuarial gain $ (64,480 ) $ (17,769 ) Net prior service credit (26,929 ) (33,835 ) Accumulated Other Comprehensive Income $ (91,409 ) $ (51,604 ) 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 benefit payments Retiree drug subsidy 2016 $ 16,254 $ 55 2017 16,676 — 2018 17,557 — 2019 18,532 — 2020 19,531 — Years 2021-2025 113,737 — $ 202,287 $ 55 |
Debt, Commitments and Contingen
Debt, Commitments and Contingent Liabilities | 12 Months Ended |
Jun. 30, 2015 | |
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 2015 and 2014 , the weighted-average interest rate on the Senior Credit Facility was 1.43% and 1.93% , 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, 2015 , we were in compliance with our covenants. As of June 30, 2015 , Towers Watson had $40.0 million in borrowings outstanding under the Senior Credit Facility. Letters of Credit under the Senior Credit Facility As of June 30, 2015 , 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 $0.9 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 5.5 million (U.S. $1.8 million ). BRL 2.0 million (U.S. $0.6 million ) of the credit facility is committed to an overdraft facility and as of June 30, 2015 , there were no borrowings outstanding under this facility. BRL 3.8 million (U.S. $1.2 million ) of the credit facility is committed to lease guarantees. As of June 30, 2015, standby guarantees totaling BRL 1.7 million (U.S. $0.5 million ) were outstanding under this facility. Towers Watson has also provided a $5 million Australian dollar-denominated letter of credit (U.S. $3.8 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 $8.4 million committed to lease guarantees from major banks in support of office leases and performance under existing or prospective contracts. Towers Watson had an additional $30.0 million outstanding on an uncommitted line of credit as of June 30, 2015 . The weighted-average interest rate on this line of credit during the fiscal year ended June 30, 2015 was 1.09% . The line of credit was paid in full on July 1, 2015. 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 2015 and 2014 was 1.42% . 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 two fiscal years: 2016 $ 25,000 2017 175,000 Total $ 200,000 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 in fiscal year 2012. 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 relate to certain pending claims or demands against Towers Watson and its subsidiaries. We do not expect the impact of claims or demands 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. Our professional liability insurance for each annualized policy period commencing July 1, 2011, up to and including the policy period commencing July 1, 2015, 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 Towers Perrin | Watson Wyatt 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 provide for the self-insured retention where specific estimated losses and loss expenses for known claims are considered probable and reasonably estimable. Although we maintain professional liability insurance coverage, this insurance does not cover claims made after expiration of our current policies of insurance. Generally accepted accounting principles require that we record a liability for incurred but not reported (“IBNR”) professional liability claims if they are probable and reasonably estimable. We use actuarial assumptions to estimate and record our IBNR liability. As of June 30, 2015 , we had a $181.5 million IBNR liability balance, net of estimated IBNR recoverable receivables of our captive insurance companies. This net liability was $ 173.8 million as of June 30, 2014 . 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 condensed consolidated balance sheet. 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. Current and Former Employees of Teck Metals, Ltd. 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) were 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 429 current and former Teck employees who elected to transfer from the defined benefit pension plan to the defined contribution plan. The plaintiffs, on behalf of the class, alleged 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 alleged 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 also sought 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. In a settlement agreement dated October 31, 2014, the Company, plaintiffs, and Teck agreed to resolve all claims in this litigation, without any admission of wrongdoing. The Supreme Court of British Columbia approved the settlement agreement at an approval hearing on July 24, 2015. Payment of the settlement funds has been made, and the Company's role in the litigation has been concluded. 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, among other things, 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 other unspecified legal and equitable relief. Plaintiff has not yet quantified fully its asserted damages. On October 10, 2014, the Company filed a motion to dismiss plaintiff's entire complaint on the basis that the complaint fails to state a claim upon which relief can be granted. On November 21, 2014, the City filed its response in opposition to the Company's motion to dismiss. To date, no hearing on that motion has been scheduled. 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 lawsuit vigorously. British Coal Staff Superannuation Scheme On September 4, 2014, Towers Watson Limited ("TWL"), a wholly-owned subsidiary of the Company, received a Letter of Claim (the "Demand Letter") on behalf of Coal Staff Superannuation Scheme Trustees Limited (the "Trustee"), trustee of the British Coal Staff Superannuation Scheme (the "Scheme"). The Demand Letter was sent under the Professional Negligence Pre-Action Protocol, a pre-action dispute resolution procedure which applies in England and Wales. In the Demand Letter, it is asserted that the Trustee has a claim against TWL in respect of allegedly negligent investment consulting advice provided to it by Watson Wyatt Limited, in the United Kingdom, in particular with regard to a currency hedge that was implemented in connection with the Scheme’s investment of £250,000,000 in a Bluebay local currency emerging market debt fund in August 2008. It is alleged that the currency hedge has caused a substantial loss to the Scheme, compensatory damages for which loss are quantified at £47,500,000 , for the period August 2008 to October 2012. TWL sent a Letter of Response on December 23, 2014. Based on all of the information to date, and given the stage of the matter, TWL is currently unable to provide an estimate of the reasonably possible loss or range of loss. TWL disputes the allegations, and intends to defend the matter vigorously. Meriter Health Services On January 12, 2015, Towers Watson Delaware Inc. ("TWDE"), a wholly-owned subsidiary of the Company, was served with a Summons and Complaint (the "Complaint") on behalf of Meriter Health Services, Inc. ("Meriter"), plan sponsor of the Meriter Health Services Employee Retirement Plan (the “Plan”). The Complaint was filed in Wisconsin State Court in Dane County; on February 12, 2015, the Complaint was removed to the United States District Court for the Western District of Wisconsin. On March 10, 2015, Meriter filed a Motion to Remand, seeking to transfer the Complaint back to Wisconsin State Court in Dane County and on July 24, 2015, an amended complaint was filed in the United States District Court for the Western District of Wisconsin. In the Amended Complaint (the "Amended Complaint"), among other allegations, it is asserted that Meriter has a claim against TWDE, and other entities, in respect of alleged negligence and intentional disregard of Meriter's rights in benefits consulting advice provided to it by Towers, Perrin, Forster & Crosby, Inc. (“TPFC”) and Davis, Conder, Enderle & Sloan, Inc. (“DCES”), including TPFC’s involvement in the Plan design and drafting of the Plan document in 1987, DCES’ Plan review in 2001, and Plan redesign, Plan amendment and drafting of ERISA section 204(h) notices. Additionally, Meriter asserts that TPFC and DCES breached an alleged duty to advise Meriter regarding the competency of Meriter’s then ERISA counsel. In 2010, a putative class action lawsuit related to the Plan was filed by Plan participants against Meriter alleging a number of claims involving ERISA. The lawsuit was settled in 2015 for $82 million . While the Amended Complaint does not include a specific, quantified demand, it does refer to the $82 million paid out by Meriter in settlement of the class action, and other damages (including punitive damages) which are not further particularized in the Amended Complaint. On August 10, 2015, TWDE and other defendants filed with the court their respective answers to the Amended Complaint. Based on all of the information to date, and given the stage of the matter, TWDE is currently unable to provide an estimate of the reasonably possible loss or range of loss. TWDE disputes the allegations, and intends to defend the matter vigorously. Litigation relating to the Towers Watson | Willis Merger The New Jersey Building Laborers’ Complaint On July 9, 2015, a lawsuit challenging the Towers Watson | Willis Merger was filed in the Court of Chancery, State of Delaware, by alleged Company stockholders, the New Jersey Building Laborers' Statewide Annuity Fund and the New Jersey Building Laborers' Statewide Pension Fund (the "New Jersey Building Laborers’ Complaint") on behalf of a putative class comprised of all public stockholders of the Company other than any named Defendants or affiliates who are Company stockholders. The New Jersey Building Laborers’ Complaint names as defendants the Company, the members of its board of directors, Willis and Merger Sub. The New Jersey Building Laborers' Complaint generally alleges that the Company's directors breached their fiduciary duties to Company stockholders by agreeing to merge the Company with Willis through an inadequate and unfair process which led to inadequate and unfair consideration and by agreeing to unfair deal protection devices. The New Jersey Building Laborers' Complaint further alleges that Willis and Merger Sub aided and abetted the alleged breaches of fiduciary duties by the Company's directors. The Towers Watson Defendants have not yet responded to the New Jersey Building Laborers' Complaint and intend to defend themselves vigorously against the claims asserted therein. The asserted loss is not quantified. The City of Atlanta Complaint On July 10, 2015, a lawsuit challenging the Towers Watson | Willis Merger was filed in the Court of Chancery, State of Delaware, by an alleged Company stockholder, the City of Atlanta Firefighters Pension Fund (the "City of Atlanta Firefighters Complaint") on behalf of a putative class comprised of all public stockholders of the Company other than any named Defendants or affiliates who are Company stockholders. The City of Atlanta Firefighters Complaint names as defendants the Company, the members of its board of directors, Willis and Merger Sub. The substantive assertions and allegations against defendants to the City of Atlanta Firefighters Complaint are the same, or substantially the same, as in the New Jersey Building Laborers' Complaint; and the relief sought by plaintiffs in the City of Atlanta Firefighters Complaint is the same, or substantially the same, as is sought in the New Jersey Building Laborers' Complaint. The Towers Watson Defendants have not yet responded to the City of Atlanta Firefighters Complaint and intend to defend themselves vigorously against the claims asserted therein. The asserted loss is not quantified. The Cordell Complaint On July 31, 2015, a lawsuit challenging the Towers Watson | Willis Merger was filed in the Court of Chancery, State of Delaware, by an alleged Company stockholder, Cyndy Cordell (the "Cordell Complaint") on behalf of a putative class comprised of all public stockholders of the Company other than any named Defendants or affiliates who are Company stockholders. The Cordell Complaint names as defendants the Company, the members of its board of directors, Willis and Merger Sub. The substantive assertions and allegations against defendants to the Cordell Complaint are the same, or substantially the same, as in the New Jersey Building Laborers’ Complaint, and in the City of Atlanta Firefighters’ Complaint; and the relief sought by plaintiffs in the Cordell Complaint is the same, or substantially the same, as is sought in the New Jersey Building Laborers’ Complaint and the City of Atlanta Firefighters’ Complaint. The Towers Watson Defendants have not yet responded to the Cordell Complaint and intend to defend themselves vigorously against the claims asserted therein. The asserted loss is not quantified. |
Variable Interest Entities
Variable Interest Entities | 12 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Variable Interest Entities | Variable Interest Entities The Company adopted ASU 2015-02 under the modified retrospective approach in our fourth quarter of fiscal year 2015 and concluded that it no longer held a variable interest in most of the variable interest entities to which it provides certain service offerings. As a result, those entities are no longer reflected in our disclosure for fiscal year 2015. We offer integrated solutions that include different combinations of investment management or consulting, pension administration, and actuarial services, through entities holding approximately $11.2 million of assets that are considered variable interest entities ("VIEs") and for which our management fee is considered a variable interest. We determine whether we consolidate based on whether we have both the power to direct the activities that most significantly impact the VIE's performance and have the obligation to absorb losses of, or the right to receive benefits from the VIE that could potentially be significant to the VIE. We are not the primary beneficiary and therefore do not consolidate any of the funds as of June 30, 2015 and June 30, 2014. Our maximum exposure to loss of these unconsolidated VIEs is limited to collection of any unpaid management fees or invested capital (which are not material). 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. During our third fiscal quarter of 2014 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. As these funds were evaluated prior to the adoption of ASU 2015-02, the Company was required to combine its own interests with the interests of these investors for purposes of performing the primary beneficiary test despite not having an indirect economic interest held through those related parties. In aggregate with these related party interests, the Company was deemed to be the primary beneficiary. 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 $ — |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income/(Loss) | 12 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income/(Loss) | Accumulated Other Comprehensive Income / (Loss) Accumulated 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, 2015, 2014 and 2013 . 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 and 2015 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. Hedge effectiveness (1) Available-for-sale securities (2) Defined pension and post-retirement benefit costs (3) Foreign currency Before Tax After Before Tax After Before Tax After 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): 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 ) Other comprehensive income/(loss) before reclassifications: (228,312 ) 3,650 (1,432 ) 2,218 (168 ) 54 (114 ) — — — Amounts reclassified from accumulated other comprehensive income/(loss) — (2,178 ) 854 (1,324 ) (35 ) — (35 ) (249,865 ) 90,836 (159,029 ) Net current-period other comprehensive income/(loss) (228,312 ) 1,472 (578 ) 894 (203 ) 54 (149 ) (249,865 ) 90,836 (159,029 ) As of June 30, 2015 $ (226,041 ) $ 1,616 $ (657 ) $ 959 $ 141 $ (60 ) $ 81 $ (512,767 ) $ 161,470 $ (351,297 ) (1) Reclassification adjustments from accumulated other comprehensive income are included in general and administrative expenses (see Note 8 – 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 11 – 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, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Restricted Stock | Restricted Stock In conjunction with the Towers Perrin | Watson Wyatt 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 Towers Perrin | Watson Wyatt 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 Towers Perrin | Watson Wyatt 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 year ended June 30, 2013 , we recorded $3.6 million 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 Towers Perrin | Watson Wyatt 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. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation Registration of Equity Plans Acquired Plans. 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. There were no shares issued during fiscal years 2015, 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 Towers Perrin | Watson Wyatt 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 The Compensation Committee of our Board of Directors approves performance-vested restricted stock unit awards pursuant to the Towers Watson & Co. 2009 Long Term Incentive Plan. RSUs are designed to provide us an opportunity to offer our long-term incentive program ("LTIP") 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. Any RSUs that become vested are payable in shares of our Class A Common Stock. Dividend equivalents will accrue on certain RSUs and vest to the same extent as the underlying shares. The form of performance-vested restricted stock unit award agreement includes 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 is age 55 and with 15 years of experience at the company and a minimum of one year of service in the performance period. These awards are typically approved by the Compensation Committee of the Board of Directors in the first quarter of the fiscal year. The LTIP awards are generally 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. Between 0% and 204% , or between 0% and 240% for the 2014 Exchange Solutions ("ES") LTIP, of the target number of RSUs will vest based on the extent to which specified performance metrics are achieved over the applicable performance period, subject to the employee or executive officers’ continued employment with us through the end of the performance period, except in the case of a qualified retirement. For participants that meet the requirement for qualified retirement, we record the expense of their awards over the one-year service period as performed. 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, with the exception of the 2014 ES LTIP awards, which metrics are based on EBITDA margin and revenue growth. We record stock-based compensation expense over the performance period beginning with the date of grant and will adjust the expense for their awards based upon the level of performance achieved. The Compensation Committee of the Board of Directors also approves RSUs to certain employees under our Select Equity Plan (“SEP”) during the first quarter of the fiscal year. The RSUs vest annually over a three -year period and include an assumed forfeiture rate. The following table presents key information with regard to each of the awards that had been granted for the year ended June 30, 2015 : Plan Performance Period RSUs Awarded Grant Date Stock Price Assumed Forfeiture Rate 2015 LTIP July 1, 2014 to June 30, 2017 82,350 $100.02 and $131.35 None 2014 LTIP July 1, 2013 to June 30, 2016 65,355 $105.90 and $110.70 None 2013 LTIP July 1, 2012 to June 30, 2015 121,075 54.59 None 2014 ES LTIP July 1, 2013 to June 30, 2015 30,192 91.43 None 2014 SEP July 1, 2014 to June 30, 2017 112,464 106.89 0.05 2013 SEP July 1, 2013 to June 30, 2016 131,286 91.43 0.05 2012 SEP July 1, 2012 to June 30, 2015 147,503 53.93 0.05 Total expense related to our LTIP and SEP awards, and other miscellaneous RSU awards for the fiscal year ended June 30, 2015, 2014 and 2013 was $33.0 million , $19.0 million and $18.1 million , respectively. Acquired RSU Plan 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 years ended June 30, 2015 and 2014, we recorded $0.9 million and $1.1 million , respectively, of non-cash stock based compensation. No expense was recorded in fiscal year 2013. Outside Directors The Towers Watson & Co. Compensation Plan for Non-Employee Directors provides for cash and stock compensation for outside directors for the service on the board of directors. During the fiscal year ended June 30, 2015, 2014 and 2013 , 8,059 , 10,251 and 16,027 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 $0.8 million , $0.9 million and $0.9 million , respectively, of non-cash stock based compensation for the fiscal years ended June 30, 2015, 2014 and 2013 related to awards for outside directors. The table below presents restricted stock units activity and weighted average fair values for executives, employees and outside directors for fiscal year 2015 : Number of Shares Weighted Average Fair Value (In thousands, except per-share amounts) Nonvested as of June 30, 2014 627 $ 59.80 Granted 218 104.43 Vested (405 ) 68.85 Forfeited (16 ) 87.71 Nonvested and expected to vest as of June 30, 2015 424 $ 89.15 As of June 30, 2015 , $11.8 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 0.9 weighted-average years. Stock Options There were no grants of stock options during the fiscal year ended June 30, 2015, 2014 and 2013 under the 2009 Plan. As of June 30, 2015 , there were 29,181 stock options outstanding under the 2009 Plan which were fully expensed and vested prior to fiscal year 2011. Acquired Option Plans 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. 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. Total expense related to our acquired option plans for the fiscal years ended June 30, 2015 and 2014 was $1.4 million , and $2.0 million , respectively. In accordance with the Extend Health 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 expense for these awards in fiscal 2013. The weighted-average fair value of the stock option grants under the Liazon plan was calculated using the Black-Scholes formula, and is 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 Fiscal Year Ended June 30, 2014 Stock option grants: Risk-free interest rate 0.57 % Expected lives in years 2.7 Expected volatility 24.6 % Weighted-average grant date fair value of options granted $ 104.67 Number of shares granted 37,162 The table below presents stock option activity and weighted average exercise prices for fiscal year 2015 : Number of Weighted Aggregate Average (thousands) (thousands) (years) Outstanding at June 30, 2014 301 $ 27.01 $ 17,149 3.4 Granted — $ — Exercised (203 ) $ 33.22 $ 28,715 Forfeited (1 ) $ 10.47 Expired — $ — Outstanding at June 30, 2015 97 $ 20.76 $ 10,172 5.9 Exercisable at June 30, 2015 80 $ 23.04 $ 8,230 5.5 Information regarding stock options outstanding as of June 30, 2015 is as follows: Exercise Price Number of Weighted Weighted Number of Weighted Weighted $0.75 - $1.55 4,925 4.5 $ 1.45 4,925 4.5 $ 1.45 $3.31 - $3.97 17,388 5.2 $ 3.49 17,388 5.2 $ 3.49 $6.49 20,574 8.4 $ 6.49 7,756 8.4 $ 6.49 $19.21 - $25.18 24,774 6.3 $ 19.74 20,848 6.2 $ 19.55 $42.47 5,464 4.2 $ 42.47 5,464 4.2 $ 42.47 $45.88 23,717 4.7 $ 45.88 23,717 4.7 $ 45.88 96,842 $ 20.76 80,098 $ 23.04 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, 2015 , for those options for which the market price was in excess of the exercise price. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2015 | |
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: 2015 2014 2013 Domestic $ 340,380 $ 262,462 $ 239,990 Foreign 245,313 236,044 189,011 $ 585,693 $ 498,506 $ 429,001 The components of the income tax provision for continuing operations include: Fiscal Year Ended June 30, 2015 2014 2013 Current tax (benefit)/expense: U.S. $ 55,133 $ 31,880 $ 25,684 State and local 11,652 10,231 7,025 Foreign 62,825 30,536 40,557 129,610 72,647 73,266 Deferred tax expense/(benefit): U.S. 52,413 49,109 49,674 State and local 5,093 4,232 8,761 Foreign 12,946 12,261 5,290 70,452 65,602 63,725 Total provision for income taxes $ 200,062 $ 138,249 $ 136,991 Included in the U.S. and state and local current tax expense for fiscal year 2015 is a $4.6 million and a $0.7 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 effective settlement of certain tax years. Included in the U.S. 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 effective settlement of certain tax years. 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 effective settlement of certain tax years. 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: Fiscal Year Ended June 30, 2015 2014 2013 Tax provision at U.S. federal statutory tax rate of 35 percent $ 204,998 $ 174,477 $ 150,149 Increase (reduction) resulting from: Foreign income tax rate differential, net (23,352 ) (21,902 ) (22,540 ) State income taxes, net of federal tax effect 10,740 11,344 13,288 Non-deductible expenses and foreign dividend 6,302 237 6,563 Tax credits (6,010 ) (1,807 ) (2,104 ) Valuation allowance (557 ) (5,108 ) (5,821 ) Legal entity restructuring (832 ) 7,077 5,159 Release of U.S. uncertain tax positions (5,252 ) (14,910 ) (5,977 ) Other 14,025 (11,159 ) (1,726 ) Income tax provision $ 200,062 $ 138,249 $ 136,991 The provision for income taxes for fiscal year 2015 is 34.2% compared with 27.7% in fiscal year 2014 . Our effective tax rate increased by 6.5% for fiscal year 2015 as compared to fiscal year 2014 primarily due to prior year income tax benefits on the release of uncertain tax positions related to lapses in statute of limitations and effective settlement of tax positions in the U.S of 2.1% and an increase in current year uncertain tax positions of 2.4% . 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 effective settlement of tax positions 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, 2015 and 2014 , are comprised of the following: June 30, 2015 2014 Depreciation and amortization $ (136,324 ) $ (123,684 ) Trademarks and tradename (115,678 ) (117,308 ) Goodwill (45,191 ) (42,477 ) Unbilled receivables (52,147 ) (64,275 ) Other (3,398 ) (8,583 ) Gross deferred tax liabilities $ (352,738 ) $ (356,327 ) Accrued retirement benefits $ 178,402 $ 139,633 Deferred rent 9,256 9,947 Net operating loss carryforwards 29,934 37,562 Share-based compensation 5,710 6,533 Accrued liabilities 59,830 62,516 Accrued compensation 49,079 41,660 Deferred revenue 9,632 25,692 Foreign tax credit 26,188 37,716 Other 9,854 16,228 Gross deferred tax assets $ 377,885 $ 377,487 Deferred tax assets valuation allowance $ (25,725 ) $ (30,019 ) Net deferred tax (liability)/asset $ (578 ) $ (8,859 ) The net deferred income tax assets at June 30, 2015 are classified between current deferred tax assets of $39.4 million and current deferred tax liabilities of $4.3 million and noncurrent deferred tax assets of $62.8 million and noncurrent deferred tax liabilities of $98.5 million . We maintain a valuation allowance of $25.7 million and $30.0 million at June 30, 2015 and 2014 , respectively, against certain of our deferred tax assets, as it is more likely than not that they will not be fully realized. The net decrease in the valuation allowance of $4.3 million in fiscal year 2015 primarily relates to changes in foreign currency translation. At June 30, 2015 , we had tax loss carryforwards in federal and various foreign jurisdictions amounting to $93.2 million of which $55.1 million can be indefinitely carried forward under local statutes. The remaining $38.1 million of loss carryforwards will expire, if unused, in varying amounts from fiscal year 2016 through 2035 . At June 30, 2015 , we had state tax loss carryforwards of $65.4 million , which will expire in varying amounts from fiscal year 2016 to 2036 . In addition, at June 30, 2015 we had foreign tax credit carryforwards of $26.2 million , which will expire in varying amounts from fiscal year 2018 to 2023 . 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. The cumulative foreign earnings related to ongoing operations as of June 30, 2015 were approximately $1.0 billion . 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, long-term investment requirements or U.S. tax reform 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, 2015 , the amount of unrecognized tax benefits associated with uncertain tax positions, determined in accordance with ASC 740-10, excluding interest and penalties, was $36.0 million . This liability can be reduced by $5.5 million of offsetting deferred tax benefits associated with timing differences, foreign tax credits and the federal tax benefit of state income taxes. If recognized, $29.5 million of this difference would impact our effective tax rate. A reconciliation of the beginning and ending balances of the liability for unrecognized tax benefits is as follows: 2015 2014 2013 Balance at July 1 $ 32,362 $ 40,650 $ 39,309 Increases related to tax positions in prior years 8,461 996 1,169 Decreases related to tax positions in prior years (5,314 ) (927 ) (4,732 ) Decreases related to settlements (2,468 ) — (189 ) Decreases related to lapse in statute of limitations (3,611 ) (19,135 ) (2,387 ) Increases related to current year tax positions 7,803 11,223 7,426 Cumulative translation adjustment (1,264 ) (445 ) 54 Balances at June 30 $ 35,969 $ 32,362 $ 40,650 The liability for the periods ended June 30, 2014 and 2013 , respectively, may be reduced by $9.3 million and $14.6 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, 2015 , we had cumulative accrued interest of $1.9 million and penalties of $0.6 million , totaling $2.5 million . At June 30, 2014 , we had accrued interest of $2.5 million and penalties of $0.1 million , totaling $2.6 million . Tax expense for the fiscal year ended June 30, 2015 includes an interest benefit of $0.6 million . Tax expense for the fiscal year ended June 30, 2014 includes interest benefit of $2.7 million and a tax benefit for penalties of $0.1 million . 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 $1.3 million to $5.2 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 2015 the Company recognized approximately $5.3 million of income tax benefits, including interest and penalties, due to U.S. Federal lapses in statute of limitations and effective settlement related to tax fiscal years 2011, 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, 2015 , the Company has not been advised of any significant adjustments. We also have ongoing income tax examinations in certain states for tax years ranging from 2008 to 2013 . 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 2014 and forward United States — various states 2002 and forward Canada — federal 2007 and forward Germany 2010 and forward The Netherlands 2010 and forward United Kingdom 2010 and forward |
Segment Information
Segment Information | 12 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Towers Watson has four reportable operating segments or business areas: • Benefits • Exchange Solutions • Risk and Financial Services • Talent and Rewards 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 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 includes amounts that were directly incurred on behalf of our clients and reimbursed by them (reimbursable expenses). On January 23, 2014, Towers Watson announced plans to expand the Exchange Solutions segment by combining operations and associates from the Health & Welfare practice of the Technology and Administration Solutions North America line of business, and certain associates from the Health and Group Benefits line of business, both previously in the Benefits segment, with the Retiree & Access Exchanges line of business and the Liazon acquisition to better align their respective strategic goals. The restructuring took effect on July 1, 2014. We have reclassified certain portions of the revenue (net of reimbursable expenses) and net operating income previously reflected in the Benefits segment in the quarterly filing for years ended June 30, 2014 and 2013 to conform to the current segment alignment within Exchange Solutions. The reorganization had no impact on the Risk and Financial Services and Talent and Rewards segments. 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 revenue (net of reimbursable expenses) for the continuing operations of the reported segments for the fiscal years ended June 30, 2015, 2014 and 2013 : For the Fiscal Year Ended June 30, 2015 2014 2013 Benefits $ 1,922,380 $ 1,873,289 $ 1,902,511 Exchange Solutions 375,020 276,360 186,805 Risk and Financial Services 603,621 638,437 645,345 Talent and Rewards 622,820 582,703 573,336 Total revenue (net of reimbursable expenses) $ 3,523,841 $ 3,370,789 $ 3,307,997 The table below presents net operating income for the continuing operations of the reported segments for the fiscal years ended June 30, 2015, 2014 and 2013 : For the Year Fiscal Ended June 30, 2015 2014 2013 Benefits $ 692,161 $ 599,907 $ 644,144 Exchange Solutions 61,813 51,941 46,741 Risk and Financial Services 160,442 148,448 132,285 Talent and Rewards 159,233 119,287 114,227 Total net operating income (loss) $ 1,073,649 $ 919,583 $ 937,397 The table below presents depreciation and amortization for the continuing operations of the reported segments for the fiscal years ended June 30, 2015, 2014 and 2013 : For the Fiscal Year Ended June 30, 2015 2014 2013 Benefits $ 21,215 $ 19,956 $ 23,435 Exchange Solutions 9,029 6,139 2,431 Risk and Financial Services 4,115 4,988 6,799 Talent and Rewards 11,334 5,811 7,842 Total depreciation and amortization $ 45,693 $ 36,894 $ 40,507 The table below presents receivables for the continuing operations of the reported segments as of June 30, 2015, 2014 and 2013 : As of June 30, 2015 2014 2013 Benefits $ 436,245 $ 478,617 $ 466,616 Exchange Solutions 64,728 45,696 41,170 Risk and Financial Services 128,074 152,930 164,926 Talent and Rewards 158,667 148,800 147,656 Total receivables $ 787,714 $ 826,043 $ 820,368 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, 2015 2014 2013 Revenue: Total segment revenue $ 3,523,841 $ 3,370,789 $ 3,307,997 Reimbursable expenses and other 121,112 111,123 124,518 Revenue $ 3,644,953 $ 3,481,912 $ 3,432,515 Net Operating Income: Total segment net operating income 1,073,649 919,583 937,397 Differences in allocation methods (1) 25,513 19,298 (12,832 ) Amortization of intangibles (65,741 ) (75,212 ) (76,963 ) Transaction and integration expenses (6,984 ) (1,049 ) (30,753 ) Stock-based compensation (2) (22,040 ) (11,285 ) (18,978 ) Discretionary compensation (373,672 ) (301,428 ) (324,370 ) Payroll tax on discretionary compensation (20,451 ) (17,484 ) (19,377 ) Other, net (21,673 ) (37,915 ) (21,719 ) Income from operations $ 588,601 $ 494,508 $ 432,405 Depreciation and Amortization Expense: Total segment expense $ 45,693 $ 36,894 $ 40,507 Intangible asset amortization, not allocated to segments 65,741 75,212 76,963 Information technology and other 60,853 62,712 55,570 Total depreciation and amortization expense $ 172,287 $ 174,818 $ 173,040 Receivables: Total segment receivables — billed and unbilled (3) $ 787,714 $ 826,043 $ 820,368 Valuation differences and other 12,649 (4,810 ) 5,470 Total billed and unbilled receivables 800,363 821,233 825,838 Assets not reported by segment 4,593,811 4,806,553 4,506,239 Total assets $ 5,394,174 $ 5,627,786 $ 5,332,077 (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) 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 2015 2014 2013 2015 2014 2013 North America $ 2,232,600 $ 2,046,488 $ 1,972,981 $ 2,335,107 $ 2,484,019 $ 2,293,045 Europe 1,132,085 1,162,888 1,161,973 1,115,257 1,211,700 1,193,188 Rest of World 280,268 272,536 297,561 44,806 44,466 47,308 $ 3,644,953 $ 3,481,912 $ 3,432,515 $ 3,495,170 $ 3,740,185 $ 3,533,541 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 client constituted more than one percent of consolidated revenue. The following represents total revenue and long-lived assets information for the United States, the United Kingdom, and all foreign countries for the fiscal years ended June 30, 2015, 2014 and 2013 : in thousands Revenue Long-Lived Assets 2015 2014 2013 2015 2014 2013 United States $ 2,044,366 $ 1,829,309 $ 1,760,827 $ 1,995,346 $ 2,086,754 $ 1,885,791 United Kingdom 710,499 717,856 721,543 903,411 947,227 940,146 Rest of World 890,088 934,747 950,145 596,413 706,204 707,604 Total Foreign Countries 1,600,587 1,652,603 1,671,688 1,499,824 1,653,431 1,647,750 $ 3,644,953 $ 3,481,912 $ 3,432,515 $ 3,495,170 $ 3,740,185 $ 3,533,541 |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share We present earnings per share (“EPS”) using the two-class method when we have participating securities outstanding. 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 15 for further information. The components of basic and diluted earnings per share for the fiscal year ended June 30, 2013 are as follows: Income Shares Per Share Amount Basic EPS Income from continuing operations 292,010 Less: Income attributable to non-controlling interests (3,160 ) Income from continuing operations attributable to common stockholders $ 295,170 Less: Income allocated to participating securities 3,289 Income from continuing operations attributable to common stockholders $ 291,881 70,312 $ 4.15 Diluted EPS Share-based compensation awards 405 Income available to common stockholders $ 291,881 70,717 $ 4.13 |
Unaudited Quarterly Financial D
Unaudited Quarterly Financial Data | 12 Months Ended |
Jun. 30, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Financial Data | Unaudited Quarterly Financial Data Summarized quarterly financial data for results from continuing operations for the fiscal years ended June 30, 2015 and 2014 are as follows (in thousands, except per share amounts): 2015 Quarter Ended September 30 December 31 March 31 June 30 Revenue $ 878,107 $ 957,922 $ 920,714 $ 888,210 Income from operations $ 125,998 $ 167,010 $ 164,477 $ 131,116 Income from continuing operations before income taxes $ 125,564 $ 165,752 $ 163,385 $ 130,992 Net income attributable to common stockholders $ 81,558 $ 110,176 $ 104,142 $ 89,102 Earnings per share (attributable to common stockholders): Net income, basic $ 1.16 $ 1.58 $ 1.50 $ 1.29 Net income, diluted $ 1.16 $ 1.57 $ 1.49 $ 1.28 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 $ 1.40 $ 1.17 Net income, diluted $ 1.21 $ 1.21 $ 1.39 $ 1.17 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. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On July 9, 2015, we entered into an agreement with KPMG to sell our Human Resources Service Delivery practice within our Talent and Rewards segment. We expect the transaction to close in the first quarter of fiscal year 2016. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts and Reserves | 12 Months Ended |
Jun. 30, 2015 | |
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 at Beginning of Year Additions Charged Against (Credited to) Revenue Additions Charged to Other Accounts Deductions Balance at End of Year Fiscal Year Ended June 30, 2015 Allowance for uncollectible accounts $ 8,075 $ 20,584 $ — $ (20,994 ) $ 7,665 Allowance for unbillable accounts 9,113 (604 ) — — 8,509 Valuation allowance for deferred tax assets 30,019 — 2,487 (6,781 ) 25,725 Fiscal 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 Fiscal 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 |
Summary of Significant Accoun32
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | 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 equity holders, as a group, do not have the power to direct the activities that most significantly impact its financial performance, the obligation to absorb expected losses of the entity, or the right to receive the expected residual returns of the entity. 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 3 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 $0.4 million , $7.0 million and $0.8 million in fiscal years 2015, 2014 and 2013 , 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. The fair value of our term loan and revolving credit facility are considered level 2 financial instruments as they are corroborated by observable market data. Refer to Note 12 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. In accordance with Subtopic 820-10, Fair Value Measurement and Disclosures , certain investments that are measured at fair value using the net asset value per share practical expedient are not required to be categorized in the fair value hierarchy based on the levels above. |
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 forecast 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, 2015 , 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 forecast 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 forecast transaction affects expenses. If the hedged forecast 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, 2015 we had a $181.5 million IBNR liability, net of estimated IBNR recoverable receivables of our captive insurance companies. This net liability increased from $173.8 million as of June 30, 2014 . 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”) — To the extent that we have participating securities outstanding, we present EPS using the two-class method which discloses the portion of net income attributable to controlling interests and basic and diluted shares that are available for common stockholders separate from participating security holders. Our Restricted Class A shares issued in the Towers Perrin | Watson Wyatt 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, 2015 . During fiscal year 2015 , the Company performed a qualitative assessment for seven of our ten reporting units and our indefinite-lived intangible assets (consisting of trade names). During this assessment, we first assessed qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit or the trade names was less than its carrying amount. Qualitative factors we considered included, but are not limited to, macroeconomic conditions, industry and market conditions, company specific events, changes in circumstances, after tax cash flows and market capitalization. If the qualitative factors indicated that it is more likely than not that the fair value of a reporting unit or the trade names are less than their respective carrying amounts, we performed the two-step process to assess our goodwill for impairment. During fiscal year 2015 , we assessed the qualitative factors and determined that the two-step impairment test was not required for the seven reporting units or indefinite-lived intangible assets reviewed. During fiscal year 2015 , the Company also performed Step 1 of the two-step impairment test for three reporting units. The Company performed the Step 1 test for two of these reporting units in order to update the estimated fair value following the segment reorganization. The segment reorganization was effective on July 1, 2014. See Note 18 for additional information regarding the segment reorganization. Each of the reporting units' estimated fair values were substantially in excess of the carrying values. To perform the test, we used 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 forecast 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, 2015 , we did not record any impairment losses of goodwill or intangibles. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Not yet adopted On May 28, 2014, the Financial Accounting Standards Board ("FASB") and the International Accounting Standards Board ("IASB") issued their final standard on revenue from contracts with customers. The standard, issued as Accounting Standards Update ("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. However, the FASB has deferred the adoption date by one year but has allowed for early adoption. An ASU has not yet been released with this position. 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. On June 12, 2015, the FASB issued ASU 2015-10, Technical Corrections and Improvements, which amends a number of topics in the FASB Accounting Standards Codification. The update is a part of an ongoing project on the FASB's agenda to facilitate Codification updates for non-substantive technical corrections, clarifications, and improvements that are not expected to have a significant effect on accounting practice or create a significant administrative cost to most entities. The ASU will apply to all reporting entities within the scope of the affected accounting guidance. Certain amendments in the update require transition guidance and are effective for all entities for fiscal years, and interim periods within those years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of adopting this provision. Adopted On February 18, 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which amends the consolidation requirements in Accounting Standards Codification ("ASC") 810 and significantly changes the consolidation analysis required under U.S. GAAP. Generally, the changes were made to introduce the concepts of principal versus agency relationships and to integrate them into the existing rules. The amendments rescind the indefinite deferral of ASU 2009-17 for investment funds and will impact the determination of whether an entity is a variable interest entity; the evaluation of a service provider's fees when identifying variable interests; and the extent to which related party interests are considered in the consolidation conclusion. For public business entities, the ASU is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. Early adoption is allowed for all entities (including during an interim period), but the guidance must be applied as of the beginning of the annual period containing the adoption date. The Company adopted the ASU under the modified retrospective approach in our fourth quarter of fiscal year 2015 and concluded that it no longer held a variable interest in most of the variable interest entities to which it provides certain service offerings. As a result, those entities will be excluded from the disclosure in Note 13. There is no further impact to the Company’s financial statements or disclosures. On May 1, 2015, the Financial Accounting Standards Board ("FASB") issued ASU 2015-07, Fair Value Measurement (Topic 820) - Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent). The update is intended to simplify reporting requirements and modify those investments required to be classified within the fair value hierarchy. Certain investments measured at fair value using the Net Asset Value ("NAV") practical expedient are no longer required to be categorized within a level within the fair value hierarchy table. Entities will be required to include in the disclosure the fair value of the investments using NAV practical expedient so that financial statement users can reconcile amounts reporting in the fair value hierarchy table to amounts reported on the balance sheet. The ASU is effective for interim and annual reporting periods beginning after December 15, 2015 and early adoption is permitted. The ASU is to be applied retrospectively in all periods presented in an entity's financial statements. The Company is early adopting the standard as of June 30, 2015. The adoption has been reflected in Note 11 to the financial statements. |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
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 and 2013, respectively: Fiscal Year Ended June 30, 2014 2013 Revenue from discontinued operations $ 63,762 $ 164,270 Income from discontinued operations before taxes 21,308 $ 39,203 Tax expense on discontinued operations 7,522 $ 15,561 Net income from discontinued operations 13,786 23,642 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 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
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, 2015 and 2014 : As of June 30, 2015 As of June 30, 2014 Amortized Unrealized Unrealized Estimated Amortized Unrealized Unrealized Estimated Short Term Investments: Held-to-maturity: Term deposits & Certificates of deposit $ 70,346 $ — $ — $ 70,346 $ 107,556 $ — $ — $ 107,556 Fixed income securities 51,685 — — 51,685 — — — — Available-for-sale: Equity securities 102 11 (10 ) 103 126 7 (3 ) 130 Mutual funds and exchange-traded funds 5,033 5 (16 ) 5,022 15,033 42 — 15,075 Total Short-term Investments: 127,166 16 (26 ) 127,156 122,715 49 (3 ) 122,761 Other Investments: Available-for-sale: Mutual funds and exchange-traded funds 43,711 6 (147 ) 43,570 42,147 451 — 42,598 Total other Investments in Other Assets $ 43,711 $ 6 $ (147 ) $ 43,570 $ 42,147 $ 451 $ — $ 42,598 |
Schedule of held-to-maturity securities | Additional information on the Company's investments is provided in the following table as of June 30, 2015 and 2014 : As of June 30, 2015 As of June 30, 2014 Amortized Unrealized Unrealized Estimated Amortized Unrealized Unrealized Estimated Short Term Investments: Held-to-maturity: Term deposits & Certificates of deposit $ 70,346 $ — $ — $ 70,346 $ 107,556 $ — $ — $ 107,556 Fixed income securities 51,685 — — 51,685 — — — — Available-for-sale: Equity securities 102 11 (10 ) 103 126 7 (3 ) 130 Mutual funds and exchange-traded funds 5,033 5 (16 ) 5,022 15,033 42 — 15,075 Total Short-term Investments: 127,166 16 (26 ) 127,156 122,715 49 (3 ) 122,761 Other Investments: Available-for-sale: Mutual funds and exchange-traded funds 43,711 6 (147 ) 43,570 42,147 451 — 42,598 Total other Investments in Other Assets $ 43,711 $ 6 $ (147 ) $ 43,570 $ 42,147 $ 451 $ — $ 42,598 |
Fixed Assets (Tables)
Fixed Assets (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Components Fixed Assets | The components of fixed assets are as follows: June 30, 2015 2014 Furniture, fixtures and equipment $ 203,906 $ 205,598 Computer software, excluding internally developed software 226,457 192,206 Internally developed software 212,529 165,695 Leasehold improvements 197,435 207,126 840,327 770,625 Less: accumulated depreciation and amortization (449,646 ) (396,181 ) Fixed assets, net $ 390,681 $ 374,444 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
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, 2015 and 2014 : Benefits Exchange Risk and Talent and All Other Total Balance as of June 30, 2013 $ 1,233,272 $ 341,449 $ 534,150 $ 108,850 $ 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 $ 515,644 $ 391,549 $ 113,862 $ 1,214 $ 2,313,058 Goodwill acquired — 112,337 — 8,077 — 120,414 Goodwill related to disposals — — (593 ) — — (593 ) Goodwill reallocated in segment restructuring (92,327 ) 54,052 12,311 25,964 — Translation adjustment (109,958 ) — (32,993 ) (11,577 ) — (154,528 ) Balance as of June 30, 2015 $ 1,088,504 $ 682,033 $ 370,274 $ 136,326 $ 1,214 $ 2,278,351 |
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, 2015 and 2014 : Trademark & Customer Core/ Product Favorable Total 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 Intangible assets acquired — 21,884 15,286 40,537 4,556 82,263 Intangible assets related to disposal — — — — — — Amortization — (42,649 ) (22,628 ) (353 ) (1,027 ) (66,657 ) Translation adjustment — (9,771 ) (470 ) — (55 ) (10,296 ) Balance as of June 30, 2015 $ — $ 168,319 $ 68,015 $ 40,184 $ 6,091 $ 282,609 |
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, 2015 and 2014 : Fiscal Year 2015 Fiscal Year 2014 Gross Accumulated Weighted Gross Accumulated Weighted Finite-lived intangible assets and liabilities: Trademark and trade name $ 150 $ 150 — $ 520 $ 520 — Customer related intangibles 388,113 219,794 5.8 391,201 192,346 5.6 Core/developed technology 174,480 106,465 4.0 175,948 100,121 4.1 Product 40,537 353 18.8 — — 0.0 Favorable agreements 10,866 4,775 7.8 6,488 3,871 3.6 Total finite-lived intangible assets $ 614,146 $ 331,537 $ 574,157 $ 296,858 Unfavorable lease agreements 21,793 14,512 3.2 24,818 14,588 3.9 Total finite-lived intangible liabilities $ 21,793 $ 14,512 $ 24,818 $ 14,588 |
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, and product. 2) The rent offset resulting from the amortization of the net lease intangible assets and liabilities: Fiscal year ending June 30, Amortization Rent Offset 2016 $ 63,585 $ (1,603 ) 2017 55,126 (1,871 ) 2018 46,998 (1,981 ) 2019 39,943 (315 ) 2020 23,655 101 Thereafter 51,657 32 Total $ 280,964 $ (5,637 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
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, 2015 and 2014 : Fair Value Measurements on a Recurring Basis at Level 1 Level 2 Level 3 Total Assets: Available-for-sale securities: Equity securities $ 102 $ — $ — $ 102 Mutual funds / exchange-traded funds $ 48,592 $ — $ — $ 48,592 Derivatives: Foreign exchange forwards (a) $ — $ 2,177 $ — $ 2,177 Liabilities: Derivatives: Foreign exchange forwards (a) $ — $ 272 $ — $ 272 Contingent Liabilities Retention bonus liability (b) $ — $ — $ 9,934 $ 9,934 Fair Value Measurements on a Recurring Basis at Level 1 Level 2 Level 3 Total Assets: Available-for-sale securities: 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 (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 8 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 years ended June 30, 2014 and 2015: Fair Value Measurements using significant unobservable inputs (Level 3) Balance as of - June 30, 2013 $ — Obligation assumed (21,746 ) Payments 1,939 Unrealized gains / (losses) (191 ) Balance as of - June 30, 2014 $ (19,998 ) Payments 10,338 Unrealized gains / (losses) (274 ) Balance as of - June 30, 2015 $ (9,934 ) |
Derivative Financial Instrume38
Derivative Financial Instruments (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
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, 2015 and 2014 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, 2015 2014 2015 2014 Derivatives designated as hedging instruments: Foreign exchange forwards Other current assets $ 1,792 $ 618 Accounts payable, accrued liabilities and deferred income $ (157 ) $ (513 ) Derivatives not designated as hedging instruments: Foreign exchange forwards Other current assets 385 21 Accounts payable, accrued liabilities and deferred income (115 ) (37 ) Total derivative assets (liabilities) $ 2,177 $ 639 $ (272 ) $ (550 ) |
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, 2015, 2014 and 2013 are as follows: Derivatives designated as hedging instruments: Gain (loss) recognized in OCI (effective portion) Location of gain (loss) reclassified from OCI into income (effective portion) Gain (loss) reclassified from OCI into income (effective portion) Location of gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) Gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) 2015 2014 2013 2015 2014 2013 2015 2014 2013 Foreign exchange forwards $ 3,650 $ (1,540 ) $ (294 ) General and administrative expenses $ 2,178 $ (1,447 ) $ (125 ) General and administrative expenses $ 36 $ 2 $ (1 ) Total $ 3,650 $ (1,540 ) $ (294 ) $ 2,178 $ (1,447 ) $ (125 ) $ 36 $ 2 $ (1 ) |
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, 2015, 2014 and 2013 is as follows: (Loss) gain recognized in income Location of (loss) gain recognized in income Fiscal year ended June 30, Derivatives not designated as hedging instruments: 2015 2014 2013 Foreign exchange forwards General and administrative expenses $ (4,441 ) $ 561 $ 3,325 Total $ (4,441 ) $ 561 $ 3,325 |
Supplementary Information for39
Supplementary Information for Select Balance Sheet Accounts (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
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, 2015 2014 Accounts payable $ 19,945 $ 20,228 Accrued liabilities 99,275 116,709 Deferred income 305,183 267,823 Accounts payable, accrued liabilities and deferred income $ 424,403 $ 404,760 |
Current employee-related liabilities | Current employee-related liabilities consist of: June 30, 2015 2014 Accrued payroll and bonuses $ 519,185 $ 447,145 Current pension liability 46,058 53,146 Other employee-related liabilities 15,872 18,241 Total employee-related liabilities $ 581,115 $ 518,532 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
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 $1.4 million , are as follows: Fiscal year ending June 30, Amortization 2016 $ 97,551 2017 86,132 2018 72,566 2019 56,823 2020 48,685 Thereafter 120,490 Total $ 482,247 |
Retirement Benefits (Tables)
Retirement Benefits (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Pension Plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Schedule of Assumptions | The assumptions used to determine net periodic benefit cost for the fiscal years ended June 30, 2015, 2014 and 2013 were as follows: Fiscal Year Ended June 30, 2015 2014 2013 North America Europe North America Europe North America Europe Discount rate 4.86 % 3.99 % 5.32 % 4.41 % 4.86 % 4.80 % Expected long-term rate of return on assets 7.67 % 5.79 % 7.67 % 5.77 % 8.11 % 6.07 % Rate of increase in compensation levels 3.98 % 3.00 % 4.36 % 3.93 % 4.35 % 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, 2015 and 2014 : June 30, 2015 June 30, 2014 North Europe North Europe Discount rate 4.87 % 3.45 % 4.86 % 3.99 % Rate of increase in compensation levels 4.01 % 3.00 % 3.98 % 3.00 % |
Schedule of Net Periodic Benefit Costs | 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, 2015, 2014 and 2013 : Fiscal Year ended June 30, 2015 2014 2013 North America Europe North America Europe North America Europe Service cost $ 71,189 $ 9,856 $ 70,346 $ 12,321 $ 70,795 $ 10,262 Interest cost 137,519 39,471 140,736 41,148 135,726 37,937 Expected return on plan assets (211,730 ) (51,894 ) (188,391 ) (46,352 ) (185,435 ) (42,244 ) Amortization of net loss/(gain) 17,667 11,686 22,088 9,019 45,372 5,905 Amortization of prior service (credit)/cost (8,380 ) 41 (8,379 ) 42 (8,377 ) 41 Settlement/curtailment loss — 3,859 — — — — Other adjustments — 196 — 254 — 85 Net periodic benefit cost $ 6,265 $ 13,215 $ 36,400 $ 16,432 $ 58,081 $ 11,986 |
Schedule of Changes to OCI | Changes to other comprehensive income for the Company’s defined benefit pension plans as follows: Fiscal Year ended June 30, 2015 2014 2013 North America Europe North America Europe North America Europe Current year actuarial (gain)/loss $ 254,396 $ 62,075 $ (26,558 ) $ 60,022 $ (188,011 ) $ 51,384 Amortization of actuarial (loss)/gain (17,667 ) (11,686 ) (22,088 ) (9,019 ) (45,372 ) (5,905 ) Amortization of prior service credit/(cost) 8,380 (41 ) 8,379 (42 ) 8,377 (41 ) Recognition of actuarial loss due to settlement/curtailment — (3,859 ) — — — — Other (5,466 ) (22,149 ) (909 ) 12,992 (1,699 ) (1,418 ) Total recognized in other comprehensive (income)/loss $ 239,643 $ 24,340 $ (41,176 ) $ 63,953 $ (226,705 ) $ 44,020 |
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 2016 for the Company’s defined benefit pension plans are shown below: Fiscal 2016 North Europe Actuarial loss $ 40,051 $ 10,860 Prior service (credit)/cost (7,976 ) 41 Total $ 32,075 $ 10,901 |
Reconciliation of the Changes in the Projected Benefit Obligation, Fair Value of Assets, and Funded 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, 2015 and 2014 , and the funded status as of June 30, 2015 and 2014 . 2015 2014 North North Europe North North America- Unqualified Europe Change in Benefit Obligation Benefit obligation at beginning of year $ 2,547,781 $ 395,778 $ 1,087,298 $ 2,324,353 $ 416,461 $ 887,047 Service cost 59,948 11,241 9,856 58,777 11,569 12,321 Interest cost 121,176 16,343 39,471 121,548 19,187 41,148 Actuarial losses/(gains) 135,221 (13,218 ) 141,358 149,163 21,416 61,836 Benefit payments (101,960 ) (42,212 ) (30,522 ) (102,495 ) (71,576 ) (20,566 ) Participant contributions — — 1,405 — — 2,338 Curtailments — — 3,859 — — — Other 1,217 — 196 516 — 1,462 Foreign currency adjustment (46,776 ) (13,481 ) (112,017 ) (4,081 ) (1,279 ) 101,712 Benefit obligation at end of year $ 2,716,607 $ 354,451 $ 1,140,904 $ 2,547,781 $ 395,778 $ 1,087,298 Change in Plan Assets Fair value of plan assets at beginning of year $ 2,813,591 $ — $ 919,160 $ 2,461,764 $ — $ 750,856 Actual return on plan assets 79,338 — 135,036 385,528 — 48,166 Company contributions 31,526 42,212 53,481 71,663 71,576 41,941 Participant contributions — — 1,405 — — 2,338 Benefit payments (101,960 ) (42,212 ) (30,522 ) (102,495 ) (71,576 ) (20,566 ) Other 1,216 — — 516 — 1,208 Foreign currency adjustment (45,553 ) — (80,123 ) (3,385 ) — 95,217 Fair value of plan assets at end of year $ 2,778,158 $ — $ 998,437 $ 2,813,591 $ — $ 919,160 Funded status at end of year $ 61,551 $ (354,451 ) $ (142,467 ) $ 265,810 $ (395,778 ) $ (168,138 ) Accumulated Benefit Obligation $ 2,694,611 $ 357,006 $ 1,132,200 $ 2,517,911 $ 390,246 $ 1,077,939 2015 2014 North America - Qualified North America- Unqualified Europe North America- Qualified North America- Unqualified Europe Amounts recognized in Consolidated Balance Sheets consist of: Noncurrent assets $ 73,494 $ — $ 1,156 $ 273,940 $ — $ 9,593 Current liabilities — (44,316 ) — — (51,113 ) — Noncurrent liabilities (11,943 ) (310,135 ) (143,622 ) (8,131 ) (344,665 ) (177,730 ) Net amount recognized $ 61,551 $ (354,451 ) $ (142,466 ) $ 265,809 $ (395,778 ) $ (168,137 ) Amounts recognized in Accumulated Other Comprehensive Income consist of: Net actuarial loss $ 354,029 $ 46,067 $ 202,814 $ 100,608 $ 68,224 $ 178,395 Net prior service (credit)/cost (35,273 ) (9,071 ) 398 (41,757 ) (10,965 ) 477 Accumulated Other Comprehensive Loss $ 318,756 $ 36,996 $ 203,212 $ 58,851 $ 57,259 $ 178,872 |
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, 2015 and 2014 : 2015 2014 North America Europe North America Europe Projected benefit obligation at end of year $ 101,760 $ 824,677 $ 105,278 $ 210,898 Fair value of plan assets at end of year $ 89,817 $ 681,055 $ 97,147 $ 33,168 |
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, 2015 and 2014 : 2015 2014 North Europe North Europe Projected benefit obligation at end of year $ 101,760 $ 824,677 $ — $ 210,898 Accumulated benefit obligation at end of year $ 94,006 $ 815,974 $ — $ 201,540 Fair value of plan assets at end of year $ 89,817 $ 681,055 $ — $ 33,168 |
Schedule of Fair Value of Plan Assets and Liabilities | The fair value of our plan assets by asset category at June 30, 2015 and 2014 are as follows (see Note 2 for a description of the fair value levels and Note 7 for a summary of management’s procedures around prices received from third-parties): Fair Value Measurements at June 30, 2015 Level 1 Level 2 Level 3 Total North Europe North Europe North Europe Asset category: Cash $ 15,581 $ 37,789 $ — $ — $ — $ — $ 53,370 Short-term securities 633 — — — — — 96,568 Equity securities: U.S. large cap companies 48,898 11,695 — — — — 60,593 U.S. mid cap companies 4,441 — — — — — 4,441 U.S. small cap companies 1,823 — — — — — 1,823 International equities 46,084 24,123 — — — — 70,207 Fixed income: Government issued securities 211,186 — — — — — 211,186 Corporate bonds (S&P rating of A or higher) — — 316,398 — — — 316,398 Corporate bonds (S&P rating of lower than A) — — 218,132 — 445 — 218,577 Other fixed income — — 54,374 (a) 205,202 (a) — — 259,576 Pooled / commingled funds — — — — — — 2,175,786 (b) Mutual funds — — — — — — 159,194 Private equity — — — — 7,108 — 135,782 Derivatives — — 1,476 (c) 18,827 (c) — — 20,303 Insurance contracts — — — — — 14,805 14,805 Total assets $ 328,646 $ 73,607 $ 590,380 $ 224,029 $ 7,553 $ 14,805 $ 3,798,609 Liability category: Derivatives $ — $ — $ 491 (c) $ — $ — $ — $ 491 Net assets $ 328,646 $ 73,607 $ 589,889 $ 224,029 $ 7,553 $ 14,805 $ 3,798,118 Fair Value Measurements at June 30, 2014 Level 1 Level 2 Level 3 Total North Europe North Europe North Europe Asset category: Cash $ 1,845 $ 69,433 $ — $ — $ — $ — $ 71,278 Short-term securities 499 — — — — — 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 — — — — — — 1,922,479 (b) Mutual funds — — — — — — 189,014 Private equity — — — — 2,256 — 155,456 Derivatives — — 1,654 (c) 4,758 (c) — — 6,412 Insurance contracts — — — — — 18,091 18,091 Total assets $ 541,483 $ 85,907 $ 595,161 $ 159,918 $ 2,706 $ 18,091 $ 3,731,823 Liability category: Derivatives $ — $ — $ 350 (c) $ — $ — $ — $ 350 Net assets $ 541,483 $ 85,907 $ 594,811 $ 159,918 $ 2,706 $ 18,091 $ 3,731,473 (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 and, in accordance with subtopic 820-10, Fair Value Measurements and Disclosures , are not included in the fair value hierarchy. (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 Plan Investments to the Total Fair Value of Plan Assets | The following table reconciles the net plan investments to the total fair value of the plan assets: June 30, 2015 2014 Net assets held in investments $ 3,798,118 $ 3,731,473 Net payable for investments purchased (24,251 ) (5,541 ) Dividend and interest receivable 9,057 8,856 Other, net (6,329 ) (2,037 ) Fair value of plan assets $ 3,776,595 $ 3,732,751 |
Changes in the Level 3 Fair Value of Plan Assets | The following table sets forth a summary of changes in the fair value of the plan’s Level 3 assets for the fiscal years ended June 30, 2015 and 2014 : Private Equity Insurance Contracts Corporate Bonds Total Beginning balance at June 30, 2013 $ 109,768 $ 15,040 $ 411 $ 125,219 Assets no longer leveled in accordance with ASU 2015-07 (109,768 ) — — $ (109,768 ) Net actual return on plan assets relating to assets still held at the end of the year — 676 39 715 Net purchases, sales and settlements 2,256 1,586 — 3,842 Change in foreign currency exchange rates — 789 — 789 Ending balance at June 30, 2014 $ 2,256 $ 18,091 $ 450 $ 20,797 Assets no longer leveled in accordance with ASU 2015-07 (1,280 ) — — (1,280 ) Net actual return on plan assets relating to assets still held at the end of the year (681 ) 557 (5 ) (129 ) Net purchases, sales and settlements 6,813 (480 ) — 6,333 Change in foreign currency exchange rates — (3,363 ) — (3,363 ) Ending balance at June 30, 2015 $ 7,108 $ 14,805 $ 445 $ 22,358 |
Schedule of Projected Pension Contributions | The following table sets forth our projected pension contributions to our qualified plans for fiscal year 2016 , as well as the pension contributions to our qualified plans in fiscal years 2015 and 2014 : 2016 2015 2014 U.S $ 30,000 $ 30,000 $ 50,000 Canada $ 4,599 $ 1,526 $ 21,663 UK $ 21,211 $ 25,314 $ 28,706 Germany $ 20,065 $ 19,785 $ 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 2016 $ 172,374 $ 28,850 $ 201,224 2017 179,968 29,675 209,643 2018 182,700 27,326 210,026 2019 186,087 29,397 215,484 2020 194,534 31,718 226,252 Years 2021 - 2025 1,080,658 216,982 1,297,640 $ 1,996,321 $ 363,948 $ 2,360,269 |
Other Postretirement Benefit Plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Schedule of Assumptions | The assumptions used in the valuation of the postretirement benefit cost and obligation were as follows: Fiscal Year Ended June 30, 2015 2014 2013 Discount rate 4.68 % 5.30 % 4.80 % Expected long-term rate of return on assets 2.00 % 2.00 % 2.00 % Rate of increase in compensation levels — % — % 4.50 % Health care cost trend Initial rate 7.00 % 7.08 % 7.16 % Ultimate rate 5.00 % 5.00 % 5.00 % Year reaching ultimate rate 2019 2019 2019 June 30, 2015 2014 Discount rate, accumulated postretirement benefit obligation 4.57 % 4.68 % Rate of compensation increase — % — % Health care cost trend Initial rate 6.91 % 7.00 % Ultimate rate 5.00 % 5.00 % Year reaching ultimate rate 2019 2019 |
Schedule of Net Periodic Benefit Costs | Net periodic postretirement benefit cost consists of the following: Fiscal Year Ended June 30, 2015 2014 2013 Service cost $ 1,278 $ 1,460 $ 1,770 Interest cost 8,137 8,856 8,807 Expected return on assets (96 ) (112 ) (130 ) Amortization of net unrecognized (gains)/losses (1,761 ) (1,752 ) 369 Amortization of prior service credit (6,905 ) (7,004 ) (8,228 ) Net periodic postretirement benefit cost $ 653 $ 1,448 $ 2,588 |
Schedule of Changes to OCI | Changes in other comprehensive income for the Company’s postretirement benefit plans as follows: 2015 2014 Current year actuarial gain/(loss) $ (48,421 ) $ 7,131 Amortization of actuarial gain 1,761 1,752 Amortization of prior service credit 6,905 7,004 Other (51 ) (29 ) Total recognized in other comprehensive income $ (39,806 ) $ 15,858 |
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 2016 for the Company’s other postretirement benefit plans are shown below: 2016 Actuarial gain $ (5,992 ) Prior service credit (6,905 ) Total $ (12,897 ) |
Reconciliation of the Changes in the Projected Benefit Obligation, Fair Value of Assets, and Funded Status | The following table provides a reconciliation of the changes in the accumulated postretirement benefit obligation and fair value of assets for the fiscal years ended June 30, 2015 and 2014 and a statement of funded status as of June 30, 2015 and 2014 : June 30, 2015 2014 Change in Benefit Obligation Benefit obligation at beginning of year $ 181,306 $ 172,729 Service cost 1,278 1,460 Interest cost 8,137 8,856 Actuarial losses/(gains) (48,464 ) 6,972 Benefit payments (14,504 ) (14,443 ) Medicare Part D 639 68 Participant contributions 6,545 6,035 Foreign currency adjustment (3,860 ) (371 ) Benefit obligation at end of year $ 131,077 $ 181,306 Change in Plan Assets Fair value of plan assets at beginning of year $ 5,168 $ 5,958 Actual return on plan assets 52 (47 ) Company contributions 7,220 7,665 Participant contributions 6,545 6,035 Benefit payments (14,504 ) (14,443 ) Fair value of plan assets at end of year $ 4,481 $ 5,168 Funded status at end of year $ (126,596 ) $ (176,138 ) Amounts recognized in Consolidated Balance Sheets consist of: Noncurrent assets $ — $ — Current liabilities (3,971 ) (4,678 ) Noncurrent liabilities (122,625 ) (171,459 ) Net amount recognized $ (126,596 ) $ (176,137 ) Amounts recognized in Accumulated Other Comprehensive Income consist of: Net actuarial gain $ (64,480 ) $ (17,769 ) Net prior service credit (26,929 ) (33,835 ) Accumulated Other Comprehensive Income $ (91,409 ) $ (51,604 ) |
Schedule of Expected Benefit Payments | 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 benefit payments Retiree drug subsidy 2016 $ 16,254 $ 55 2017 16,676 — 2018 17,557 — 2019 18,532 — 2020 19,531 — Years 2021-2025 113,737 — $ 202,287 $ 55 |
Schedule of the Effect of a1% Change in the 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 2015 $ 82 $ (23 ) Effect on accumulated postretirement benefit obligation as of June 30, 2015 $ 1,870 $ (746 ) |
Debt, Commitments and Conting42
Debt, Commitments and Contingent Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-term Debt | The following table summarizes the maturity of the loan during the next two fiscal years: 2016 $ 25,000 2017 175,000 Total $ 200,000 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
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 $ — |
Accumulated Other Comprehensi44
Accumulated Other Comprehensive Income/(Loss) (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income/(Loss) | Amounts in fiscal year 2014 and 2015 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. Hedge effectiveness (1) Available-for-sale securities (2) Defined pension and post-retirement benefit costs (3) Foreign currency Before Tax After Before Tax After Before Tax After 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): 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 ) Other comprehensive income/(loss) before reclassifications: (228,312 ) 3,650 (1,432 ) 2,218 (168 ) 54 (114 ) — — — Amounts reclassified from accumulated other comprehensive income/(loss) — (2,178 ) 854 (1,324 ) (35 ) — (35 ) (249,865 ) 90,836 (159,029 ) Net current-period other comprehensive income/(loss) (228,312 ) 1,472 (578 ) 894 (203 ) 54 (149 ) (249,865 ) 90,836 (159,029 ) As of June 30, 2015 $ (226,041 ) $ 1,616 $ (657 ) $ 959 $ 141 $ (60 ) $ 81 $ (512,767 ) $ 161,470 $ (351,297 ) (1) Reclassification adjustments from accumulated other comprehensive income are included in general and administrative expenses (see Note 8 – 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 11 – Retirement Benefits for additional details) which is included in salaries and employee benefits in the accompanying consolidated statements of operations |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Key Information Regarding RSU's Awarded | The following table presents key information with regard to each of the awards that had been granted for the year ended June 30, 2015 : Plan Performance Period RSUs Awarded Grant Date Stock Price Assumed Forfeiture Rate 2015 LTIP July 1, 2014 to June 30, 2017 82,350 $100.02 and $131.35 None 2014 LTIP July 1, 2013 to June 30, 2016 65,355 $105.90 and $110.70 None 2013 LTIP July 1, 2012 to June 30, 2015 121,075 54.59 None 2014 ES LTIP July 1, 2013 to June 30, 2015 30,192 91.43 None 2014 SEP July 1, 2014 to June 30, 2017 112,464 106.89 0.05 2013 SEP July 1, 2013 to June 30, 2016 131,286 91.43 0.05 2012 SEP July 1, 2012 to June 30, 2015 147,503 53.93 0.05 |
Restricted Stock Units Activity Table | The table below presents restricted stock units activity and weighted average fair values for executives, employees and outside directors for fiscal year 2015 : Number of Shares Weighted Average Fair Value (In thousands, except per-share amounts) Nonvested as of June 30, 2014 627 $ 59.80 Granted 218 104.43 Vested (405 ) 68.85 Forfeited (16 ) 87.71 Nonvested and expected to vest as of June 30, 2015 424 $ 89.15 |
Schedule of Valuation Assumptions | Liazon Options Fiscal Year Ended June 30, 2014 Stock option grants: Risk-free interest rate 0.57 % Expected lives in years 2.7 Expected volatility 24.6 % Weighted-average grant date fair value of options granted $ 104.67 Number of shares granted 37,162 |
Stock Option Activity | The table below presents stock option activity and weighted average exercise prices for fiscal year 2015 : Number of Weighted Aggregate Average (thousands) (thousands) (years) Outstanding at June 30, 2014 301 $ 27.01 $ 17,149 3.4 Granted — $ — Exercised (203 ) $ 33.22 $ 28,715 Forfeited (1 ) $ 10.47 Expired — $ — Outstanding at June 30, 2015 97 $ 20.76 $ 10,172 5.9 Exercisable at June 30, 2015 80 $ 23.04 $ 8,230 5.5 |
Information Regarding Stock Options Outstanding | Information regarding stock options outstanding as of June 30, 2015 is as follows: Exercise Price Number of Weighted Weighted Number of Weighted Weighted $0.75 - $1.55 4,925 4.5 $ 1.45 4,925 4.5 $ 1.45 $3.31 - $3.97 17,388 5.2 $ 3.49 17,388 5.2 $ 3.49 $6.49 20,574 8.4 $ 6.49 7,756 8.4 $ 6.49 $19.21 - $25.18 24,774 6.3 $ 19.74 20,848 6.2 $ 19.55 $42.47 5,464 4.2 $ 42.47 5,464 4.2 $ 42.47 $45.88 23,717 4.7 $ 45.88 23,717 4.7 $ 45.88 96,842 $ 20.76 80,098 $ 23.04 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
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: 2015 2014 2013 Domestic $ 340,380 $ 262,462 $ 239,990 Foreign 245,313 236,044 189,011 $ 585,693 $ 498,506 $ 429,001 |
Schedule of Components of Income Tax Expense (Benefit) | The components of the income tax provision for continuing operations include: Fiscal Year Ended June 30, 2015 2014 2013 Current tax (benefit)/expense: U.S. $ 55,133 $ 31,880 $ 25,684 State and local 11,652 10,231 7,025 Foreign 62,825 30,536 40,557 129,610 72,647 73,266 Deferred tax expense/(benefit): U.S. 52,413 49,109 49,674 State and local 5,093 4,232 8,761 Foreign 12,946 12,261 5,290 70,452 65,602 63,725 Total provision for income taxes $ 200,062 $ 138,249 $ 136,991 |
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: Fiscal Year Ended June 30, 2015 2014 2013 Tax provision at U.S. federal statutory tax rate of 35 percent $ 204,998 $ 174,477 $ 150,149 Increase (reduction) resulting from: Foreign income tax rate differential, net (23,352 ) (21,902 ) (22,540 ) State income taxes, net of federal tax effect 10,740 11,344 13,288 Non-deductible expenses and foreign dividend 6,302 237 6,563 Tax credits (6,010 ) (1,807 ) (2,104 ) Valuation allowance (557 ) (5,108 ) (5,821 ) Legal entity restructuring (832 ) 7,077 5,159 Release of U.S. uncertain tax positions (5,252 ) (14,910 ) (5,977 ) Other 14,025 (11,159 ) (1,726 ) Income tax provision $ 200,062 $ 138,249 $ 136,991 |
Schedule of Deferred Tax Assets and Liabilities | Deferred income tax assets (liabilities) included in the consolidated balance sheets at June 30, 2015 and 2014 , are comprised of the following: June 30, 2015 2014 Depreciation and amortization $ (136,324 ) $ (123,684 ) Trademarks and tradename (115,678 ) (117,308 ) Goodwill (45,191 ) (42,477 ) Unbilled receivables (52,147 ) (64,275 ) Other (3,398 ) (8,583 ) Gross deferred tax liabilities $ (352,738 ) $ (356,327 ) Accrued retirement benefits $ 178,402 $ 139,633 Deferred rent 9,256 9,947 Net operating loss carryforwards 29,934 37,562 Share-based compensation 5,710 6,533 Accrued liabilities 59,830 62,516 Accrued compensation 49,079 41,660 Deferred revenue 9,632 25,692 Foreign tax credit 26,188 37,716 Other 9,854 16,228 Gross deferred tax assets $ 377,885 $ 377,487 Deferred tax assets valuation allowance $ (25,725 ) $ (30,019 ) Net deferred tax (liability)/asset $ (578 ) $ (8,859 ) |
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: 2015 2014 2013 Balance at July 1 $ 32,362 $ 40,650 $ 39,309 Increases related to tax positions in prior years 8,461 996 1,169 Decreases related to tax positions in prior years (5,314 ) (927 ) (4,732 ) Decreases related to settlements (2,468 ) — (189 ) Decreases related to lapse in statute of limitations (3,611 ) (19,135 ) (2,387 ) Increases related to current year tax positions 7,803 11,223 7,426 Cumulative translation adjustment (1,264 ) (445 ) 54 Balances at June 30 $ 35,969 $ 32,362 $ 40,650 |
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 2014 and forward United States — various states 2002 and forward Canada — federal 2007 and forward Germany 2010 and forward The Netherlands 2010 and forward United Kingdom 2010 and forward |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of segment information, by segment | The table below presents revenue (net of reimbursable expenses) for the continuing operations of the reported segments for the fiscal years ended June 30, 2015, 2014 and 2013 : For the Fiscal Year Ended June 30, 2015 2014 2013 Benefits $ 1,922,380 $ 1,873,289 $ 1,902,511 Exchange Solutions 375,020 276,360 186,805 Risk and Financial Services 603,621 638,437 645,345 Talent and Rewards 622,820 582,703 573,336 Total revenue (net of reimbursable expenses) $ 3,523,841 $ 3,370,789 $ 3,307,997 The table below presents net operating income for the continuing operations of the reported segments for the fiscal years ended June 30, 2015, 2014 and 2013 : For the Year Fiscal Ended June 30, 2015 2014 2013 Benefits $ 692,161 $ 599,907 $ 644,144 Exchange Solutions 61,813 51,941 46,741 Risk and Financial Services 160,442 148,448 132,285 Talent and Rewards 159,233 119,287 114,227 Total net operating income (loss) $ 1,073,649 $ 919,583 $ 937,397 The table below presents depreciation and amortization for the continuing operations of the reported segments for the fiscal years ended June 30, 2015, 2014 and 2013 : For the Fiscal Year Ended June 30, 2015 2014 2013 Benefits $ 21,215 $ 19,956 $ 23,435 Exchange Solutions 9,029 6,139 2,431 Risk and Financial Services 4,115 4,988 6,799 Talent and Rewards 11,334 5,811 7,842 Total depreciation and amortization $ 45,693 $ 36,894 $ 40,507 The table below presents receivables for the continuing operations of the reported segments as of June 30, 2015, 2014 and 2013 : As of June 30, 2015 2014 2013 Benefits $ 436,245 $ 478,617 $ 466,616 Exchange Solutions 64,728 45,696 41,170 Risk and Financial Services 128,074 152,930 164,926 Talent and Rewards 158,667 148,800 147,656 Total receivables $ 787,714 $ 826,043 $ 820,368 |
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, 2015 2014 2013 Revenue: Total segment revenue $ 3,523,841 $ 3,370,789 $ 3,307,997 Reimbursable expenses and other 121,112 111,123 124,518 Revenue $ 3,644,953 $ 3,481,912 $ 3,432,515 Net Operating Income: Total segment net operating income 1,073,649 919,583 937,397 Differences in allocation methods (1) 25,513 19,298 (12,832 ) Amortization of intangibles (65,741 ) (75,212 ) (76,963 ) Transaction and integration expenses (6,984 ) (1,049 ) (30,753 ) Stock-based compensation (2) (22,040 ) (11,285 ) (18,978 ) Discretionary compensation (373,672 ) (301,428 ) (324,370 ) Payroll tax on discretionary compensation (20,451 ) (17,484 ) (19,377 ) Other, net (21,673 ) (37,915 ) (21,719 ) Income from operations $ 588,601 $ 494,508 $ 432,405 Depreciation and Amortization Expense: Total segment expense $ 45,693 $ 36,894 $ 40,507 Intangible asset amortization, not allocated to segments 65,741 75,212 76,963 Information technology and other 60,853 62,712 55,570 Total depreciation and amortization expense $ 172,287 $ 174,818 $ 173,040 Receivables: Total segment receivables — billed and unbilled (3) $ 787,714 $ 826,043 $ 820,368 Valuation differences and other 12,649 (4,810 ) 5,470 Total billed and unbilled receivables 800,363 821,233 825,838 Assets not reported by segment 4,593,811 4,806,553 4,506,239 Total assets $ 5,394,174 $ 5,627,786 $ 5,332,077 (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) 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 for the United States, the United Kingdom, and all foreign countries for the fiscal years ended June 30, 2015, 2014 and 2013 : in thousands Revenue Long-Lived Assets 2015 2014 2013 2015 2014 2013 United States $ 2,044,366 $ 1,829,309 $ 1,760,827 $ 1,995,346 $ 2,086,754 $ 1,885,791 United Kingdom 710,499 717,856 721,543 903,411 947,227 940,146 Rest of World 890,088 934,747 950,145 596,413 706,204 707,604 Total Foreign Countries 1,600,587 1,652,603 1,671,688 1,499,824 1,653,431 1,647,750 $ 3,644,953 $ 3,481,912 $ 3,432,515 $ 3,495,170 $ 3,740,185 $ 3,533,541 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 2015 2014 2013 2015 2014 2013 North America $ 2,232,600 $ 2,046,488 $ 1,972,981 $ 2,335,107 $ 2,484,019 $ 2,293,045 Europe 1,132,085 1,162,888 1,161,973 1,115,257 1,211,700 1,193,188 Rest of World 280,268 272,536 297,561 44,806 44,466 47,308 $ 3,644,953 $ 3,481,912 $ 3,432,515 $ 3,495,170 $ 3,740,185 $ 3,533,541 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share, basic and diluted | The components of basic and diluted earnings per share for the fiscal year ended June 30, 2013 are as follows: Income Shares Per Share Amount Basic EPS Income from continuing operations 292,010 Less: Income attributable to non-controlling interests (3,160 ) Income from continuing operations attributable to common stockholders $ 295,170 Less: Income allocated to participating securities 3,289 Income from continuing operations attributable to common stockholders $ 291,881 70,312 $ 4.15 Diluted EPS Share-based compensation awards 405 Income available to common stockholders $ 291,881 70,717 $ 4.13 |
Unaudited Quarterly Financial49
Unaudited Quarterly Financial Data (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Financial Data | Summarized quarterly financial data for results from continuing operations for the fiscal years ended June 30, 2015 and 2014 are as follows (in thousands, except per share amounts): 2015 Quarter Ended September 30 December 31 March 31 June 30 Revenue $ 878,107 $ 957,922 $ 920,714 $ 888,210 Income from operations $ 125,998 $ 167,010 $ 164,477 $ 131,116 Income from continuing operations before income taxes $ 125,564 $ 165,752 $ 163,385 $ 130,992 Net income attributable to common stockholders $ 81,558 $ 110,176 $ 104,142 $ 89,102 Earnings per share (attributable to common stockholders): Net income, basic $ 1.16 $ 1.58 $ 1.50 $ 1.29 Net income, diluted $ 1.16 $ 1.57 $ 1.49 $ 1.28 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 $ 1.40 $ 1.17 Net income, diluted $ 1.21 $ 1.21 $ 1.39 $ 1.17 |
Nature of Business and Mergers
Nature of Business and Mergers (Details) $ / shares in Units, $ in Billions | 6 Months Ended | 12 Months Ended | |||
Dec. 31, 2015$ / sharesshares | Jun. 30, 2015USD ($)$ / shares | Jun. 30, 2014$ / shares | Jun. 30, 2013$ / shares | Jan. 01, 2010service_firm | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Number of professional services firms merged | service_firm | 2 | ||||
Number of years of experience (more than 100 years) | 100 years | ||||
Business Acquisition [Line Items] | |||||
Cash dividends declared (in dollars per share) | $ 0.60 | $ 0.42 | $ 0.46 | ||
Forecast [Member] | Special Dividend [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash dividends declared (in dollars per share) | $ 4.87 | ||||
Common Class A [Member] | |||||
Business Acquisition [Line Items] | |||||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 | |||
Willis Group Holdings Merger [Member] | |||||
Business Acquisition [Line Items] | |||||
Implied equity value of the transaction | $ | $ 18 | ||||
Willis Group Holdings Merger [Member] | Forecast [Member] | |||||
Business Acquisition [Line Items] | |||||
Number of ordinary shares of Willis receivable per right | shares | 2.6490 |
Summary of Significant Accoun51
Summary of Significant Accounting Policies (Details) $ in Thousands | Apr. 01, 2014reporting_unit | Jun. 30, 2015USD ($)reporting_unitarrangement | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) |
Accounting Policies [Abstract] | ||||
Consolidation of voting interest entity investments threshold (more than 50%) | 50.00% | |||
Receivables [Abstract] | ||||
Allowance for doubtful accounts receivable, current | $ 7,665 | $ 8,075 | ||
Allowance unbilled receivables | $ 8,500 | 9,100 | ||
Number of fixed-fee arrangements | arrangement | 3 | |||
Foreign Currency [Abstract] | ||||
Foreign currency transaction losses | $ 400 | 7,000 | $ 800 | |
Fair Value of Financial Instruments | ||||
Available-for-sale securities, maturity period (less than two years) | 2 years | |||
Incurred But Not Reported Claims [Abstract] | ||||
IBNR liability amount | $ 181,500 | 173,800 | ||
Share-Based Compensation [Abstract] | ||||
Expected term | 3 years | |||
Compensation expense | $ 36,100 | 23,600 | 28,900 | |
Income tax benefit associated with stock-based compensation | 11,500 | 6,200 | 10,000 | |
Goodwill and Intangible Assets | ||||
Reporting units for goodwill impairment test | reporting_unit | 10 | |||
Goodwill and intangible asset impairment | $ 0 | $ 0 | $ 0 | |
Number of reporting units excluded from goodwill impairment test | reporting_unit | 7 | |||
Number of reporting units tested for goodwill impairment | reporting_unit | 3 | |||
Number of reporting units tested for goodwill impairment to update estimated fair value following segment reorganization | reporting_unit | 2 | |||
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 -
Acquisitions and Divestitures - Acquisitions (Details) $ in Thousands, £ in Millions | May. 11, 2015USD ($) | Apr. 23, 2015USD ($) | Apr. 23, 2015GBP (£) | Nov. 22, 2013USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2015GBP (£) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) | Jun. 30, 2015GBP (£) |
Business Acquisition [Line Items] | ||||||||||
Cash paid for business acquisitions | $ 210,774 | $ 211,894 | $ 5,678 | |||||||
Goodwill | $ 2,278,351 | 2,278,351 | $ 2,313,058 | $ 2,218,935 | ||||||
Acclaris [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash paid for business acquisitions | $ 140,000 | |||||||||
Net deferred tax liability assumed | 2,800 | 2,800 | ||||||||
Total consideration | 141,000 | |||||||||
Goodwill | 112,300 | 112,300 | ||||||||
Acclaris [Member] | Developed technology [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible assets acquired | 14,500 | 14,500 | ||||||||
Acclaris [Member] | Customer related intangibles [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible assets acquired | $ 12,300 | $ 12,300 | ||||||||
Saville [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash paid for business acquisitions | $ 64,500 | £ 42 | ||||||||
Total consideration | £ | £ 42.7 | |||||||||
Goodwill | £ | £ 5.1 | |||||||||
Saville [Member] | Product [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible assets acquired | £ | £ 25.8 | |||||||||
Liazon [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Cash paid for business acquisitions | $ 204,300 | |||||||||
Assumed equity awards | 8,000 | |||||||||
Net deferred tax asset acquired | 9,100 | |||||||||
Total consideration | 212,300 | |||||||||
Goodwill | 173,200 | |||||||||
Price price adjustment | 1,000 | |||||||||
Liazon [Member] | Developed technology [Member] | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Intangible assets acquired | $ 34,300 |
Acquisitions and Divestitures53
Acquisitions and Divestitures - Divestitures (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2011 | |
Business Acquisition [Line Items] | |||||
Proceeds from discontinued operations | $ 0 | $ 259,677 | $ 7,371 | ||
Gain from sale of discontinued operations | $ 0 | 23,950 | 0 | ||
JLT [Member] | |||||
Business Acquisition [Line Items] | |||||
Proceeds from discontinued operations | $ 250,000 | ||||
Branding transitional period (in months) | 10 months | ||||
Elimination of intercompany transactions | 2,800 | ||||
Transitional services agreement term (in years) | 2 years | ||||
Continuing cash flow after disposal | $ 6,300 | ||||
Repayment period of prepaid occupancy and infrastructure costs (in years) | 2 years | ||||
Adjustment to consideration for net assets transferred | $ 31,400 | ||||
Anniversary milestone for repayment of retention payments | 30 days | ||||
Remaining amount of material contingent liabilities | 21,700 | ||||
Total consideration | $ 215,100 | ||||
Transaction costs | $ 6,400 | ||||
Gain from sale of discontinued operations | $ 23,951 | $ 0 | |||
JLT [Member] | Alliance Agreement [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of continuing cash flows after disposal | 1.00% | ||||
JLT [Member] | Transitional Services Agreement [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of continuing cash flows after disposal | 7.40% |
Acquisitions and Divestitures54
Acquisitions and Divestitures - Financial Information Regarding Discontinued Operation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gain from sale of discontinued operations | $ 0 | $ 23,950 | $ 0 |
Total net income from discontinued operations | $ 0 | 6,057 | 23,642 |
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 | |
Income from discontinued operations before taxes | 21,308 | 39,203 | |
Tax expense on discontinued operations | 7,522 | 15,561 | |
Net income from discontinued operations | 13,786 | 23,642 | |
Gain from sale of discontinued operations | 23,951 | 0 | |
Tax expense on gain from sale of discontinued operations | 31,680 | 0 | |
Net loss from sale of discontinued operations | (7,729) | 0 | |
Total net income from discontinued operations | $ 6,057 | $ 23,642 |
Investments (Details)
Investments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Proceeds from maturities of held-to-maturity securities | $ 261,122 | $ 37,161 | $ 0 |
Proceeds from sales and maturities of investments available-for-sale | 23,079 | 57,742 | 49,128 |
Proceeds from sale and maturities of investments available-for-sale | 47,600 | ||
Realized loss from sale of available for sale securities | 300 | ||
Realized gain from sale of available for sale securities | 1,000 | $ 100 | |
Available-for-sale and Held-to-maturity | |||
Fair value of investments in an unrealized loss position | 24,400 | ||
Short-term Investments [Member] | |||
Available-for-sale and Held-to-maturity | |||
Amortized cost | 127,166 | 122,715 | |
Unrealized gains | 16 | 49 | |
Unrealized losses | (26) | (3) | |
Estimated fair value | 127,156 | 122,761 | |
Short-term Investments [Member] | Term Deposits & Certificates of Deposit [Member] | |||
Held-to-maturity: | |||
Amortized cost | 70,346 | 107,556 | |
Unrealized gains | 0 | 0 | |
Unrealized losses | 0 | 0 | |
Estimated fair value | 70,346 | 107,556 | |
Short-term Investments [Member] | Fixed income securities [Member] | |||
Held-to-maturity: | |||
Unrealized gains | 0 | 0 | |
Unrealized losses | 0 | 0 | |
Available-for-sale: | |||
Amortized Cost | 51,685 | 0 | |
Estimated Fair Value | 51,685 | 0 | |
Short-term Investments [Member] | Equity securities [Member] | |||
Available-for-sale: | |||
Amortized Cost | 102 | 126 | |
Unrealized gains | 11 | 7 | |
Unrealized losses | (10) | (3) | |
Estimated Fair Value | 103 | 130 | |
Short-term Investments [Member] | Mutual funds and exchange-traded funds [Member] | |||
Available-for-sale: | |||
Amortized Cost | 5,033 | 15,033 | |
Unrealized gains | 5 | 42 | |
Unrealized losses | (16) | 0 | |
Estimated Fair Value | 5,022 | 15,075 | |
Other Investments [Member] | |||
Available-for-sale and Held-to-maturity | |||
Amortized cost | 43,711 | 42,147 | |
Unrealized gains | 6 | 451 | |
Unrealized losses | (147) | 0 | |
Estimated fair value | 43,570 | 42,598 | |
Other Investments [Member] | Mutual funds and exchange-traded funds [Member] | |||
Available-for-sale: | |||
Amortized Cost | 43,711 | 42,147 | |
Unrealized gains | 6 | 451 | |
Unrealized losses | (147) | 0 | |
Estimated Fair Value | $ 43,570 | 42,598 | |
JLT [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Proceeds from sales and maturities of investments available-for-sale | $ 1,600 |
Fixed Assets (Details)
Fixed Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Fixed Assets, Net, by Type [Abstract] | |||
Fixed assets, gross | $ 840,327 | $ 770,625 | |
Less: accumulated depreciation and amortization | (449,646) | (396,181) | |
Fixed assets, net | 390,681 | 374,444 | |
Depreciation and Amortization Expense [Abstract] | |||
Amortization expense | 53,900 | 44,700 | $ 40,500 |
Depreciation expense | 52,700 | 54,900 | $ 56,300 |
Furniture, fixtures and equipment [Member] | |||
Fixed Assets, Net, by Type [Abstract] | |||
Fixed assets, gross | $ 203,906 | 205,598 | |
Furniture, fixtures and equipment [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Fixed assets, useful life | 3 years | ||
Furniture, fixtures and equipment [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Fixed assets, useful life | 7 years | ||
Computer software, excluding internally developed software [Member] | |||
Fixed Assets, Net, by Type [Abstract] | |||
Fixed assets, gross | $ 226,457 | 192,206 | |
Internally developed software [Member] | |||
Fixed Assets, Net, by Type [Abstract] | |||
Fixed assets, gross | $ 212,529 | 165,695 | |
Internally developed software [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Fixed assets, useful life | 3 years | ||
Internally developed software [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Fixed assets, useful life | 10 years | ||
Leasehold improvements [Member] | |||
Fixed Assets, Net, by Type [Abstract] | |||
Fixed assets, gross | $ 197,435 | 207,126 | |
Computer software and internally developed software [Member] | |||
Fixed Assets, Net, by Type [Abstract] | |||
Fixed assets, net | $ 237,200 | $ 210,700 |
Goodwill and Intangible Asset57
Goodwill and Intangible Assets - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 2,313,058 | $ 2,218,935 |
Goodwill acquired | 120,414 | 174,195 |
Goodwill related to disposals | (593) | (167,822) |
Goodwill reallocated in segment restructuring | 0 | |
Translation adjustment | (154,528) | 87,750 |
Ending balance | 2,278,351 | 2,313,058 |
Benefits [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 1,290,789 | 1,233,272 |
Goodwill acquired | 0 | 0 |
Goodwill related to disposals | 0 | 0 |
Goodwill reallocated in segment restructuring | (92,327) | |
Translation adjustment | (109,958) | 57,517 |
Ending balance | 1,088,504 | 1,290,789 |
Exchange Solutions [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 515,644 | 341,449 |
Goodwill acquired | 112,337 | 174,195 |
Goodwill related to disposals | 0 | 0 |
Goodwill reallocated in segment restructuring | 54,052 | |
Translation adjustment | 0 | 0 |
Ending balance | 682,033 | 515,644 |
Risk and Financial Services and Talent and Rewards [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill reallocated in segment restructuring | 38,300 | |
Risk And Financial Services [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 391,549 | 534,150 |
Goodwill acquired | 0 | 0 |
Goodwill related to disposals | (593) | (167,822) |
Goodwill reallocated in segment restructuring | 12,311 | |
Translation adjustment | (32,993) | 25,221 |
Ending balance | 370,274 | 391,549 |
Talent And Rewards [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 113,862 | 108,850 |
Goodwill acquired | 8,077 | 0 |
Goodwill related to disposals | 0 | 0 |
Goodwill reallocated in segment restructuring | 25,964 | |
Translation adjustment | (11,577) | 5,012 |
Ending balance | 136,326 | 113,862 |
All Other [Member] | ||
Goodwill [Roll Forward] | ||
Beginning balance | 1,214 | 1,214 |
Goodwill acquired | 0 | 0 |
Goodwill related to disposals | 0 | 0 |
Translation adjustment | 0 | 0 |
Ending balance | $ 1,214 | $ 1,214 |
Goodwill and Intangible Asset58
Goodwill and Intangible Assets - Additional Disclosures (Details) - USD ($) $ in Thousands | Nov. 22, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | $ 2,278,351 | $ 2,313,058 | $ 2,218,935 | |
Amortization | 65,741 | 75,932 | 78,910 | |
Indefinite-lived intangible assets excluding goodwill | 371,500 | 380,000 | ||
Intangible lease liability | 7,300 | $ 10,200 | ||
Reduction to rent expense | $ 2,900 | |||
Weighted average remaining life of intangible assets and liabilities | 7 years 2 months | 5 years 1 month | ||
Computer software [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization | $ 2,100 | $ 5,600 | ||
Estimated useful life of intangible assets | 10 years | |||
Liazon [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | $ 173,200 | |||
Price price adjustment | $ 1,000 |
Goodwill and Intangible Asset59
Goodwill and Intangible Assets - Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands | Nov. 06, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Finite Lived Intangible Assets [Roll Forward] | ||||
Amortization | $ (65,741) | $ (75,932) | $ (78,910) | |
Finite-lived intangible assets and liabilities: | ||||
Finite-lived intangible assets, Gross carrying amount | 614,146 | 574,157 | ||
Finite-lived intangible assets, Accumulated amortization | 331,537 | 296,858 | ||
Finite-lived intangible liabilities, Gross carrying amount | 21,793 | 24,818 | ||
Finite-lived intangible liabilities, Accumulated amortization | 14,512 | 14,588 | ||
Total [Member] | ||||
Finite Lived Intangible Assets [Roll Forward] | ||||
Beginning balance | 277,299 | 319,327 | ||
Intangible assets acquired | 82,263 | 35,050 | ||
Intangible assets related to disposal | 0 | (8,254) | ||
Amortization | (66,657) | (76,879) | ||
Translation adjustment | (10,296) | 8,055 | ||
Ending balance | 282,609 | 277,299 | 319,327 | |
Trademark and trade name [Member] | ||||
Finite Lived Intangible Assets [Roll Forward] | ||||
Beginning balance | 0 | 0 | ||
Intangible assets acquired | 0 | 150 | ||
Intangible assets related to disposal | 0 | 0 | ||
Amortization | 0 | (150) | ||
Translation adjustment | 0 | 0 | ||
Ending balance | 0 | 0 | 0 | |
Finite-lived intangible assets and liabilities: | ||||
Finite-lived intangible assets, Gross carrying amount | 150 | 520 | ||
Finite-lived intangible assets, Accumulated amortization | 150 | 520 | ||
Customer related intangibles [Member] | ||||
Finite Lived Intangible Assets [Roll Forward] | ||||
Beginning balance | 198,855 | 246,247 | ||
Intangible assets acquired | 21,884 | 600 | ||
Intangible assets related to disposal | $ (8,300) | 0 | (8,254) | |
Amortization | (42,649) | (46,907) | ||
Translation adjustment | (9,771) | 7,169 | ||
Ending balance | 168,319 | 198,855 | 246,247 | |
Finite-lived intangible assets and liabilities: | ||||
Finite-lived intangible assets, Gross carrying amount | 388,113 | 391,201 | ||
Finite-lived intangible assets, Accumulated amortization | $ 219,794 | $ 192,346 | ||
Weighted average remaining life of amortizable intangible assets | 5 years 9 months 18 days | 5 years 7 months 6 days | ||
Core/developed technology [Member] | ||||
Finite Lived Intangible Assets [Roll Forward] | ||||
Beginning balance | $ 75,827 | $ 69,515 | ||
Intangible assets acquired | 15,286 | 34,300 | ||
Intangible assets related to disposal | 0 | 0 | ||
Amortization | (22,628) | (28,875) | ||
Translation adjustment | (470) | 887 | ||
Ending balance | 68,015 | 75,827 | 69,515 | |
Finite-lived intangible assets and liabilities: | ||||
Finite-lived intangible assets, Gross carrying amount | 174,480 | 175,948 | ||
Finite-lived intangible assets, Accumulated amortization | $ 106,465 | $ 100,121 | ||
Weighted average remaining life of amortizable intangible assets | 4 years | 4 years 1 month 6 days | ||
Product [Member] | ||||
Finite Lived Intangible Assets [Roll Forward] | ||||
Beginning balance | $ 0 | $ 0 | ||
Intangible assets acquired | 40,537 | 0 | ||
Intangible assets related to disposal | 0 | 0 | ||
Amortization | (353) | 0 | ||
Translation adjustment | 0 | 0 | ||
Ending balance | 40,184 | 0 | 0 | |
Finite-lived intangible assets and liabilities: | ||||
Finite-lived intangible assets, Gross carrying amount | 40,537 | |||
Finite-lived intangible assets, Accumulated amortization | $ 353 | |||
Weighted average remaining life of amortizable intangible assets | 18 years 9 months 18 days | |||
Favorable agreements [Member] | ||||
Finite Lived Intangible Assets [Roll Forward] | ||||
Beginning balance | $ 2,617 | 3,565 | ||
Intangible assets acquired | 4,556 | 0 | ||
Intangible assets related to disposal | 0 | 0 | ||
Amortization | (1,027) | (947) | ||
Translation adjustment | (55) | (1) | ||
Ending balance | 6,091 | 2,617 | $ 3,565 | |
Finite-lived intangible assets and liabilities: | ||||
Finite-lived intangible assets, Gross carrying amount | 10,866 | 6,488 | ||
Finite-lived intangible assets, Accumulated amortization | $ 4,775 | $ 3,871 | ||
Weighted average remaining life of amortizable intangible assets | 7 years 9 months 18 days | 3 years 7 months 6 days | ||
Unfavorable lease agreements [Member] | ||||
Finite-lived intangible assets and liabilities: | ||||
Finite-lived intangible liabilities, Gross carrying amount | $ 21,793 | $ 24,818 | ||
Finite-lived intangible liabilities, Accumulated amortization | $ 14,512 | $ 14,588 | ||
Weighted average remaining life of intangible lease liability | 3 years 2 months 12 days | 3 years 10 months 24 days |
Goodwill and Intangible Asset60
Goodwill and Intangible Assets - Future Amortization and Rent Offset (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Finite-Lived Intangible Assets, Future Amortization Expense [Abstract] | |
2,016 | $ 63,585 |
2,017 | 55,126 |
2,018 | 46,998 |
2,019 | 39,943 |
2,020 | 23,655 |
Thereafter | 51,657 |
Total | 280,964 |
Future Amortization Rent Offset [Abstract] | |
2,016 | (1,603) |
2,017 | (1,871) |
2,018 | (1,981) |
2,019 | (315) |
2,020 | 101 |
Thereafter | 32 |
Total | $ (5,637) |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured on a Recurring Basis (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Assets: | ||
Derivatives | $ 2,177 | $ 639 |
Liabilities: | ||
Derivatives | $ 272 | 550 |
Level 3 [Member] | Retention bonus liability [Member] | ||
Liabilities: | ||
Credit adjusted interest rate (percentage) | 1.60% | |
Forfeiture rate (percentage) | 7.00% | |
Level 3 [Member] | Minimum [Member] | Retention bonus liability [Member] | ||
Liabilities: | ||
Credit adjusted interest rate (percentage) | 0.50% | |
Forfeiture rate (percentage) | 5.00% | |
Resulting values from changes in valuation inputs | $ 10,000 | |
Level 3 [Member] | Maximum [Member] | Retention bonus liability [Member] | ||
Liabilities: | ||
Credit adjusted interest rate (percentage) | 10.00% | |
Forfeiture rate (percentage) | 10.00% | |
Resulting values from changes in valuation inputs | $ 9,200 | |
Recurring [Member] | ||
Liabilities: | ||
Retention bonus liability | 9,934 | 19,998 |
Recurring [Member] | Foreign Exchange Forward [Member] | ||
Assets: | ||
Derivatives | 2,177 | 639 |
Liabilities: | ||
Derivatives | 272 | 550 |
Recurring [Member] | Equity securities [Member] | ||
Assets: | ||
Available-for-sale securities | 102 | 130 |
Recurring [Member] | Mutual funds and exchange-traded funds [Member] | ||
Assets: | ||
Available-for-sale securities | 48,592 | 57,673 |
Recurring [Member] | Level 1 [Member] | ||
Liabilities: | ||
Retention bonus liability | 0 | 0 |
Recurring [Member] | Level 1 [Member] | Foreign Exchange Forward [Member] | ||
Assets: | ||
Derivatives | 0 | 0 |
Liabilities: | ||
Derivatives | 0 | 0 |
Recurring [Member] | Level 1 [Member] | Equity securities [Member] | ||
Assets: | ||
Available-for-sale securities | 102 | 130 |
Recurring [Member] | Level 1 [Member] | Mutual funds and exchange-traded funds [Member] | ||
Assets: | ||
Available-for-sale securities | 48,592 | 57,673 |
Recurring [Member] | Level 2 [Member] | ||
Liabilities: | ||
Retention bonus liability | 0 | 0 |
Recurring [Member] | Level 2 [Member] | Foreign Exchange Forward [Member] | ||
Assets: | ||
Derivatives | 2,177 | 639 |
Liabilities: | ||
Derivatives | 272 | 550 |
Recurring [Member] | Level 2 [Member] | Equity securities [Member] | ||
Assets: | ||
Available-for-sale securities | 0 | 0 |
Recurring [Member] | Level 2 [Member] | Mutual funds and exchange-traded funds [Member] | ||
Assets: | ||
Available-for-sale securities | 0 | 0 |
Recurring [Member] | Level 3 [Member] | ||
Liabilities: | ||
Retention bonus liability | 9,934 | 19,998 |
Recurring [Member] | Level 3 [Member] | Foreign Exchange Forward [Member] | ||
Assets: | ||
Derivatives | 0 | 0 |
Liabilities: | ||
Derivatives | 0 | 0 |
Recurring [Member] | Level 3 [Member] | Equity securities [Member] | ||
Assets: | ||
Available-for-sale securities | 0 | 0 |
Recurring [Member] | Level 3 [Member] | Mutual funds and exchange-traded funds [Member] | ||
Assets: | ||
Available-for-sale securities | 0 | $ 0 |
Recurring [Member] | Level 3 [Member] | Minimum [Member] | Retention bonus liability [Member] | ||
Liabilities: | ||
Resulting values from changes in valuation inputs | 10,100 | |
Recurring [Member] | Level 3 [Member] | Maximum [Member] | Retention bonus liability [Member] | ||
Liabilities: | ||
Resulting values from changes in valuation inputs | $ 9,600 |
Fair Value Measurements - Chang
Fair Value Measurements - Change in Fair Value of Level 3 Liabilities (Details) - Level 3 [Member] - Retention bonus liability [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | $ (19,998) | $ 0 |
Obligation assumed | (21,746) | |
Payments | 10,338 | 1,939 |
Unrealized gains / (losses) | (274) | (191) |
Ending balance | $ (9,934) | $ (19,998) |
Derivative Financial Instrume63
Derivative Financial Instruments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Derivative [Line Items] | |||
Longest outstanding maturity for derivative contracts | 15 months | ||
Hedge effectiveness, before tax - AOCI | $ 1.6 | ||
Notional amount of derivatives | 43.2 | $ 49.5 | $ 107.2 |
Net fair value of derivatives held | 1.9 | 0.1 | |
Foreign Exchange Forward [Member] | |||
Derivative [Line Items] | |||
Notional amount of derivatives | $ 20.4 | $ 24.2 | $ 33.6 |
Derivative Financial Instrume64
Derivative Financial Instruments - Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | $ 2,177 | $ 639 |
Liability derivatives | (272) | (550) |
Foreign Exchange Forward [Member] | Designated as Hedging Instrument [Member] | Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 1,792 | 618 |
Foreign Exchange Forward [Member] | Designated as Hedging Instrument [Member] | Accounts Payable, Accrued Liabilities, and Deferred Income [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | (157) | (513) |
Foreign Exchange Forward [Member] | Not Designated as Hedging Instrument [Member] | Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset derivatives | 385 | 21 |
Foreign Exchange Forward [Member] | Not Designated as Hedging Instrument [Member] | Accounts Payable, Accrued Liabilities, and Deferred Income [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability derivatives | $ (115) | $ (37) |
Derivative Financial Instrume65
Derivative Financial Instruments - Schedule of Gains (Losses) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Designated as Hedging Instrument [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) recognized in OCI (effective portion) | $ 3,650 | $ (1,540) | $ (294) |
Gain (loss) reclassified from OCI into income (effective portion) | 2,178 | (1,447) | (125) |
Gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) | 36 | 2 | (1) |
Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) recognized in OCI (effective portion) | 3,650 | (1,540) | (294) |
Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | General and Administrative Expenses [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) reclassified from OCI into income (effective portion) | 2,178 | (1,447) | (125) |
Gain (loss) recognized in income (ineffective portion and amount excluded from effectiveness testing) | 36 | 2 | (1) |
Not Designated as Hedging Instrument [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
(Loss) gain recognized in income | (4,441) | 561 | 3,325 |
Not Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | General and Administrative Expenses [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
(Loss) gain recognized in income | $ (4,441) | $ 561 | $ 3,325 |
Supplementary Information for66
Supplementary Information for Select Balance Sheet Accounts (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Accounts Payable, Accrued Liabilities, and Deferred Income | ||
Accounts payable | $ 19,945 | $ 20,228 |
Accrued liabilities | 99,275 | 116,709 |
Deferred income | 305,183 | 267,823 |
Accounts payable, accrued liabilities and deferred income | 424,403 | 404,760 |
Employee-related Liabilities | ||
Accrued payroll and bonuses | 519,185 | 447,145 |
Current pension liability | 46,058 | 53,146 |
Other employee-related liabilities | 15,872 | 18,241 |
Total employee-related liabilities | $ 581,115 | $ 518,532 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Operating Leases, Rent Expense, Net [Abstract] | |||
Average term of operating lease agreements | 10 years | ||
Rent expense for operating leases | $ 144,500 | $ 144,100 | $ 146,400 |
Sublease income | 400 | $ 900 | $ 3,100 |
Cumulative anticipated sublease income | 1,400 | ||
Operating Leases, Future Minimum Payments Due [Abstract] | |||
2,016 | 97,551 | ||
2,017 | 86,132 | ||
2,018 | 72,566 | ||
2,019 | 56,823 | ||
2,020 | 48,685 | ||
Thereafter | 120,490 | ||
Total | $ 482,247 |
Retirement Benefits - Narrative
Retirement Benefits - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Portion of pension and OPEB plans represented in disclosure portion disclosed | 98.00% | ||
Funded and Unfunded Pension Plans in Other Countries [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Projected benefit obligation | $ 85,500 | ||
Assets | 64,800 | ||
Net liability | $ (20,700) | ||
Funded Plans in the U.S. [Member] | Equity [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Target allocation | 23.00% | ||
Funded Plans in the U.S. [Member] | Alternative Investments [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Target allocation | 44.00% | ||
Funded Plans in Canada [Member] | Equity [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Target allocation | 60.00% | ||
Funded Plans in the U.K. [Member] | Equity [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Target allocation | 32.00% | ||
Funded Plans in the U.K. [Member] | Alternative Investments [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Target allocation | 23.00% | ||
Other Postretirement Benefit Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Projected benefit obligation | $ 131,077 | $ 181,306 | $ 172,729 |
Assets | 4,481 | 5,168 | $ 5,958 |
Net liability | $ (126,596) | $ (176,138) | |
Average remaining service period of participating associates | 9 years 4 months |
Retirement Benefits - Assumptio
Retirement Benefits - Assumptions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
North America Pension Plans [Member] | |||
Assumptions used to determine net periodic benefit cost | |||
Discount rate | 4.86% | 5.32% | 4.86% |
Expected long-term rate of return on assets | 7.67% | 7.67% | 8.11% |
Rate of increase in compensation levels | 3.98% | 4.36% | 4.35% |
Assumptions used to determine benefit obligation | |||
Discount rate | 4.87% | 4.86% | |
Rate of increase in compensation levels | 4.01% | 3.98% | |
Europe Pension Plans [Member] | |||
Assumptions used to determine net periodic benefit cost | |||
Discount rate | 3.99% | 4.41% | 4.80% |
Expected long-term rate of return on assets | 5.79% | 5.77% | 6.07% |
Rate of increase in compensation levels | 3.00% | 3.93% | 3.93% |
Assumptions used to determine benefit obligation | |||
Discount rate | 3.45% | 3.99% | |
Rate of increase in compensation levels | 3.00% | 3.00% | |
Other Postretirement Benefit Plan [Member] | |||
Assumptions used to determine net periodic benefit cost | |||
Discount rate | 4.68% | 5.30% | 4.80% |
Expected long-term rate of return on assets | 2.00% | 2.00% | 2.00% |
Rate of increase in compensation levels | 0.00% | 0.00% | 4.50% |
Health care cost trend | |||
Initial rate | 7.00% | 7.08% | 7.16% |
Ultimate rate | 5.00% | 5.00% | 5.00% |
Year reaching ultimate rate | 2,019 | 2,019 | 2,019 |
Assumptions used to determine benefit obligation | |||
Discount rate | 4.57% | 4.68% | |
Rate of increase in compensation levels | 0.00% | 0.00% | |
Initial rate | 6.91% | 7.00% | |
Effect of One-Percentage Point Change in Assumed Health Care Cost Trend Rates | |||
Effect of One Percentage Point Increase on Cost | $ 82 | ||
Effect of One Percentage Point Decrease on Cost | (23) | ||
Effect of One Percentage Point Increase on Obligation | 1,870 | ||
Effect of One Percentage Point Decrease on Obligation | $ (746) |
Retirement Benefits - Net Perio
Retirement Benefits - Net Periodic Benefit Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
North America Pension Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | $ 71,189 | $ 70,346 | $ 70,795 |
Interest cost | 137,519 | 140,736 | 135,726 |
Expected return on plan assets | (211,730) | (188,391) | (185,435) |
Amortization of net loss/(gain) | 17,667 | 22,088 | 45,372 |
Amortization of prior service (credit)/cost | (8,380) | (8,379) | (8,377) |
Settlement/curtailment loss | 0 | 0 | 0 |
Other adjustments | 0 | 0 | 0 |
Net periodic benefit cost | 6,265 | 36,400 | 58,081 |
Europe Pension Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 9,856 | 12,321 | 10,262 |
Interest cost | 39,471 | 41,148 | 37,937 |
Expected return on plan assets | (51,894) | (46,352) | (42,244) |
Amortization of net loss/(gain) | 11,686 | 9,019 | 5,905 |
Amortization of prior service (credit)/cost | 41 | 42 | 41 |
Settlement/curtailment loss | 3,859 | 0 | 0 |
Other adjustments | 196 | 254 | 85 |
Net periodic benefit cost | 13,215 | 16,432 | 11,986 |
Other Postretirement Benefit Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 1,278 | 1,460 | 1,770 |
Interest cost | 8,137 | 8,856 | 8,807 |
Expected return on plan assets | (96) | (112) | (130) |
Amortization of net loss/(gain) | (1,761) | (1,752) | 369 |
Amortization of prior service (credit)/cost | (6,905) | (7,004) | (8,228) |
Net periodic benefit cost | $ 653 | $ 1,448 | $ 2,588 |
Retirement Benefits - Amounts R
Retirement Benefits - Amounts Recognized in OCI (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
North America Pension Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Current year actuarial (gain)/loss | $ 254,396 | $ (26,558) | $ (188,011) |
Amortization of actuarial (loss)/gain | (17,667) | (22,088) | (45,372) |
Amortization of prior service credit/(cost) | 8,380 | 8,379 | 8,377 |
Recognition of actuarial loss due to settlement/curtailment | 0 | 0 | 0 |
Other | (5,466) | (909) | (1,699) |
Total recognized in other comprehensive (income)/loss | 239,643 | (41,176) | (226,705) |
Europe Pension Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Current year actuarial (gain)/loss | 62,075 | 60,022 | 51,384 |
Amortization of actuarial (loss)/gain | (11,686) | (9,019) | (5,905) |
Amortization of prior service credit/(cost) | (41) | (42) | (41) |
Recognition of actuarial loss due to settlement/curtailment | (3,859) | 0 | 0 |
Other | (22,149) | 12,992 | (1,418) |
Total recognized in other comprehensive (income)/loss | 24,340 | 63,953 | $ 44,020 |
Other Postretirement Benefit Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Current year actuarial (gain)/loss | (48,421) | 7,131 | |
Amortization of actuarial (loss)/gain | 1,761 | 1,752 | |
Amortization of prior service credit/(cost) | 6,905 | 7,004 | |
Other | (51) | (29) | |
Total recognized in other comprehensive (income)/loss | $ (39,806) | $ 15,858 |
Retirement Benefits - Estimated
Retirement Benefits - Estimated Future Amortization Amounts (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2015USD ($) | |
North America Pension Plans [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Actuarial loss (gain) | $ 40,051 |
Prior service (credit)/cost | (7,976) |
Total | 32,075 |
Europe Pension Plans [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Actuarial loss (gain) | 10,860 |
Prior service (credit)/cost | 41 |
Total | 10,901 |
Other Postretirement Benefit Plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Actuarial loss (gain) | (5,992) |
Prior service (credit)/cost | (6,905) |
Total | $ (12,897) |
Retirement Benefits - Benefit O
Retirement Benefits - Benefit Obligation, Plan Assets, and Funded Status (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Amounts recognized in Consolidated Balance Sheets consist of: | |||
Noncurrent assets | $ 0 | $ 0 | |
Noncurrent liabilities | (648,655) | (768,024) | |
North America - Qualified Plans [Member] | |||
Change in Benefit Obligation | |||
Benefit obligation at beginning of year | 2,547,781 | 2,324,353 | |
Service cost | 59,948 | 58,777 | |
Interest cost | 121,176 | 121,548 | |
Actuarial losses/(gains) | 135,221 | 149,163 | |
Benefit payments | (101,960) | (102,495) | |
Participant contributions | 0 | 0 | |
Curtailments | 0 | 0 | |
Other | 1,217 | 516 | |
Foreign currency adjustment | (46,776) | (4,081) | |
Benefit obligation at end of year | 2,716,607 | 2,547,781 | $ 2,324,353 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 2,813,591 | 2,461,764 | |
Actual return on plan assets | 79,338 | 385,528 | |
Company contributions | 31,526 | 71,663 | |
Participant contributions | 0 | 0 | |
Benefit payments | (101,960) | (102,495) | |
Other | 1,216 | 516 | |
Foreign currency adjustment | (45,553) | (3,385) | |
Fair value of plan assets at end of year | 2,778,158 | 2,813,591 | 2,461,764 |
Funded status at end of year | 61,551 | 265,810 | |
Accumulated Benefit Obligation | 2,694,611 | 2,517,911 | |
Amounts recognized in Consolidated Balance Sheets consist of: | |||
Noncurrent assets | 73,494 | 273,940 | |
Current liabilities | 0 | 0 | |
Noncurrent liabilities | (11,943) | (8,131) | |
Net amount recognized | 61,551 | 265,809 | |
Amounts recognized in Accumulated Other Comprehensive Income consist of: | |||
Net actuarial loss (gain) | 354,029 | 100,608 | |
Net prior service (credit)/cost | (35,273) | (41,757) | |
Accumulated Other Comprehensive Loss (Income) | 318,756 | 58,851 | |
Defined Benefit Plan, Plans with Benefit Obligations in Excess of Plan Assets [Abstract] | |||
Projected benefit obligation at end of year | 101,760 | 105,278 | |
Fair value of plan assets at end of year | 89,817 | 97,147 | |
Defined Benefit Plan, Pension Plans with Accumulated Benefit Obligations in Excess of Plan Assets [Abstract] | |||
Projected benefit obligation at end of year | 101,760 | 0 | |
Accumulated benefit obligation at end of year | 94,006 | 0 | |
Fair value of plan assets at end of year | 89,817 | 0 | |
North America - Unqualified [Member] | |||
Change in Benefit Obligation | |||
Benefit obligation at beginning of year | 395,778 | 416,461 | |
Service cost | 11,241 | 11,569 | |
Interest cost | 16,343 | 19,187 | |
Actuarial losses/(gains) | (13,218) | 21,416 | |
Benefit payments | (42,212) | (71,576) | |
Participant contributions | 0 | 0 | |
Curtailments | 0 | 0 | |
Other | 0 | 0 | |
Foreign currency adjustment | (13,481) | (1,279) | |
Benefit obligation at end of year | 354,451 | 395,778 | 416,461 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Company contributions | 42,212 | 71,576 | |
Participant contributions | 0 | 0 | |
Benefit payments | (42,212) | (71,576) | |
Other | 0 | 0 | |
Foreign currency adjustment | 0 | 0 | |
Fair value of plan assets at end of year | 0 | 0 | 0 |
Funded status at end of year | (354,451) | (395,778) | |
Accumulated Benefit Obligation | 357,006 | 390,246 | |
Amounts recognized in Consolidated Balance Sheets consist of: | |||
Noncurrent assets | 0 | 0 | |
Current liabilities | (44,316) | (51,113) | |
Noncurrent liabilities | (310,135) | (344,665) | |
Net amount recognized | (354,451) | (395,778) | |
Amounts recognized in Accumulated Other Comprehensive Income consist of: | |||
Net actuarial loss (gain) | 46,067 | 68,224 | |
Net prior service (credit)/cost | (9,071) | (10,965) | |
Accumulated Other Comprehensive Loss (Income) | 36,996 | 57,259 | |
Europe [Member] | |||
Change in Benefit Obligation | |||
Benefit obligation at beginning of year | 1,087,298 | 887,047 | |
Service cost | 9,856 | 12,321 | |
Interest cost | 39,471 | 41,148 | |
Actuarial losses/(gains) | 141,358 | 61,836 | |
Benefit payments | (30,522) | (20,566) | |
Participant contributions | 1,405 | 2,338 | |
Curtailments | 3,859 | 0 | |
Other | 196 | 1,462 | |
Foreign currency adjustment | (112,017) | 101,712 | |
Benefit obligation at end of year | 1,140,904 | 1,087,298 | 887,047 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 919,160 | 750,856 | |
Actual return on plan assets | 135,036 | 48,166 | |
Company contributions | 53,481 | 41,941 | |
Participant contributions | 1,405 | 2,338 | |
Benefit payments | (30,522) | (20,566) | |
Other | 0 | 1,208 | |
Foreign currency adjustment | (80,123) | 95,217 | |
Fair value of plan assets at end of year | 998,437 | 919,160 | 750,856 |
Funded status at end of year | (142,467) | (168,138) | |
Accumulated Benefit Obligation | 1,132,200 | 1,077,939 | |
Amounts recognized in Consolidated Balance Sheets consist of: | |||
Noncurrent assets | 1,156 | 9,593 | |
Current liabilities | 0 | 0 | |
Noncurrent liabilities | (143,622) | (177,730) | |
Net amount recognized | (142,466) | (168,137) | |
Amounts recognized in Accumulated Other Comprehensive Income consist of: | |||
Net actuarial loss (gain) | 202,814 | 178,395 | |
Net prior service (credit)/cost | 398 | 477 | |
Accumulated Other Comprehensive Loss (Income) | 203,212 | 178,872 | |
Defined Benefit Plan, Plans with Benefit Obligations in Excess of Plan Assets [Abstract] | |||
Projected benefit obligation at end of year | 824,677 | 210,898 | |
Fair value of plan assets at end of year | 681,055 | 33,168 | |
Defined Benefit Plan, Pension Plans with Accumulated Benefit Obligations in Excess of Plan Assets [Abstract] | |||
Projected benefit obligation at end of year | 824,677 | 210,898 | |
Accumulated benefit obligation at end of year | 815,974 | 201,540 | |
Fair value of plan assets at end of year | 681,055 | 33,168 | |
Other Postretirement Benefit Plan [Member] | |||
Change in Benefit Obligation | |||
Benefit obligation at beginning of year | 181,306 | 172,729 | |
Service cost | 1,278 | 1,460 | 1,770 |
Interest cost | 8,137 | 8,856 | 8,807 |
Actuarial losses/(gains) | (48,464) | 6,972 | |
Benefit payments | (14,504) | (14,443) | |
Medicare Part D | 639 | 68 | |
Participant contributions | 6,545 | 6,035 | |
Foreign currency adjustment | (3,860) | (371) | |
Benefit obligation at end of year | 131,077 | 181,306 | 172,729 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 5,168 | 5,958 | |
Actual return on plan assets | 52 | (47) | |
Company contributions | 7,220 | 7,665 | |
Participant contributions | 6,545 | 6,035 | |
Benefit payments | (14,504) | (14,443) | |
Fair value of plan assets at end of year | 4,481 | 5,168 | $ 5,958 |
Funded status at end of year | (126,596) | (176,138) | |
Amounts recognized in Consolidated Balance Sheets consist of: | |||
Current liabilities | (3,971) | (4,678) | |
Noncurrent liabilities | (122,625) | (171,459) | |
Net amount recognized | (126,596) | (176,137) | |
Amounts recognized in Accumulated Other Comprehensive Income consist of: | |||
Net actuarial loss (gain) | (64,480) | (17,769) | |
Net prior service (credit)/cost | (26,929) | (33,835) | |
Accumulated Other Comprehensive Loss (Income) | $ (91,409) | $ (51,604) |
Retirement Benefits - Fair Valu
Retirement Benefits - Fair Value of Plan Assets by Asset Category (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | $ 3,798,118 | |
Cash [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 53,370 | |
Short-term securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 96,568 | |
U.S. large cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 60,593 | |
U.S. mid cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 4,441 | |
U.S. small cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 1,823 | |
International equities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 70,207 | |
Government issued securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 211,186 | |
Corporate bonds (S&P rating of A or higher) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 316,398 | |
Corporate bonds (S&P rating of lower than A) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 218,577 | |
Other fixed income [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 259,576 | |
Commingled/pooled funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 2,175,786 | |
Mutual funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 159,194 | |
Private equity [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 135,782 | |
Derivative assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 20,303 | |
Insurance contracts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 14,805 | |
Total assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 3,798,609 | |
Derivative liabilities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | (491) | |
Pension Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 3,798,118 | $ 3,731,473 |
Pension Plan [Member] | Cash [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 71,278 | |
Pension Plan [Member] | Short-term securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 64,363 | |
Pension Plan [Member] | U.S. large cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 143,436 | |
Pension Plan [Member] | U.S. mid cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 50,057 | |
Pension Plan [Member] | U.S. small cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 40,691 | |
Pension Plan [Member] | International equities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 114,912 | |
Pension Plan [Member] | Government issued securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 206,517 | |
Pension Plan [Member] | Corporate bonds (S&P rating of A or higher) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 320,005 | |
Pension Plan [Member] | Corporate bonds (S&P rating of lower than A) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 217,433 | |
Pension Plan [Member] | Other fixed income [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 211,679 | |
Pension Plan [Member] | Commingled/pooled funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 1,922,479 | |
Pension Plan [Member] | Mutual funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 189,014 | |
Pension Plan [Member] | Private equity [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 155,456 | |
Pension Plan [Member] | Derivative assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 6,412 | |
Pension Plan [Member] | Insurance contracts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 18,091 | |
Pension Plan [Member] | Total assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 3,731,823 | |
Pension Plan [Member] | Derivative liabilities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | (350) | |
North America Pension Plans [Member] | Level 1 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 328,646 | 541,483 |
North America Pension Plans [Member] | Level 1 [Member] | Cash [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 15,581 | 1,845 |
North America Pension Plans [Member] | Level 1 [Member] | Short-term securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 633 | 499 |
North America Pension Plans [Member] | Level 1 [Member] | U.S. large cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 48,898 | 127,996 |
North America Pension Plans [Member] | Level 1 [Member] | U.S. mid cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 4,441 | 49,494 |
North America Pension Plans [Member] | Level 1 [Member] | U.S. small cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 1,823 | 40,691 |
North America Pension Plans [Member] | Level 1 [Member] | International equities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 46,084 | 114,441 |
North America Pension Plans [Member] | Level 1 [Member] | Government issued securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 211,186 | 206,517 |
North America Pension Plans [Member] | Level 1 [Member] | Corporate bonds (S&P rating of A or higher) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 1 [Member] | Corporate bonds (S&P rating of lower than A) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 1 [Member] | Other fixed income [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 1 [Member] | Commingled/pooled funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 1 [Member] | Mutual funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 1 [Member] | Private equity [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 1 [Member] | Derivative assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 1 [Member] | Insurance contracts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 1 [Member] | Total assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 328,646 | 541,483 |
North America Pension Plans [Member] | Level 1 [Member] | Derivative liabilities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 589,889 | 594,811 |
North America Pension Plans [Member] | Level 2 [Member] | Cash [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | Short-term securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | U.S. large cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | U.S. mid cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | U.S. small cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | International equities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | Government issued securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | Corporate bonds (S&P rating of A or higher) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 316,398 | 320,005 |
North America Pension Plans [Member] | Level 2 [Member] | Corporate bonds (S&P rating of lower than A) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 218,132 | 216,983 |
North America Pension Plans [Member] | Level 2 [Member] | Other fixed income [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 54,374 | 56,519 |
North America Pension Plans [Member] | Level 2 [Member] | Commingled/pooled funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | Mutual funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | Private equity [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | Derivative assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 1,476 | 1,654 |
North America Pension Plans [Member] | Level 2 [Member] | Insurance contracts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 2 [Member] | Total assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 590,380 | 595,161 |
North America Pension Plans [Member] | Level 2 [Member] | Derivative liabilities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | (491) | (350) |
North America Pension Plans [Member] | Level 3 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 7,553 | 2,706 |
North America Pension Plans [Member] | Level 3 [Member] | Cash [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | Short-term securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | U.S. large cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | U.S. mid cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | U.S. small cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | International equities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | Government issued securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | Corporate bonds (S&P rating of A or higher) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | Corporate bonds (S&P rating of lower than A) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 445 | 450 |
North America Pension Plans [Member] | Level 3 [Member] | Other fixed income [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | Commingled/pooled funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | Mutual funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | Private equity [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 7,108 | 2,256 |
North America Pension Plans [Member] | Level 3 [Member] | Derivative assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | Insurance contracts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
North America Pension Plans [Member] | Level 3 [Member] | Total assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 7,553 | 2,706 |
North America Pension Plans [Member] | Level 3 [Member] | Derivative liabilities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 73,607 | 85,907 |
Europe Pension Plans [Member] | Level 1 [Member] | Cash [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 37,789 | 69,433 |
Europe Pension Plans [Member] | Level 1 [Member] | Short-term securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | U.S. large cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 11,695 | 15,440 |
Europe Pension Plans [Member] | Level 1 [Member] | U.S. mid cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 563 |
Europe Pension Plans [Member] | Level 1 [Member] | U.S. small cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | International equities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 24,123 | 471 |
Europe Pension Plans [Member] | Level 1 [Member] | Government issued securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | Corporate bonds (S&P rating of A or higher) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | Corporate bonds (S&P rating of lower than A) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | Other fixed income [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | Commingled/pooled funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | Mutual funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | Private equity [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | Derivative assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | Insurance contracts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 1 [Member] | Total assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 73,607 | 85,907 |
Europe Pension Plans [Member] | Level 1 [Member] | Derivative liabilities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 224,029 | 159,918 |
Europe Pension Plans [Member] | Level 2 [Member] | Cash [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | Short-term securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | U.S. large cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | U.S. mid cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | U.S. small cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | International equities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | Government issued securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | Corporate bonds (S&P rating of A or higher) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | Corporate bonds (S&P rating of lower than A) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | Other fixed income [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 205,202 | 155,160 |
Europe Pension Plans [Member] | Level 2 [Member] | Commingled/pooled funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | Mutual funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | Private equity [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | Derivative assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 18,827 | 4,758 |
Europe Pension Plans [Member] | Level 2 [Member] | Insurance contracts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 2 [Member] | Total assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 224,029 | 159,918 |
Europe Pension Plans [Member] | Level 2 [Member] | Derivative liabilities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 14,805 | 18,091 |
Europe Pension Plans [Member] | Level 3 [Member] | Cash [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | Short-term securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | U.S. large cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | U.S. mid cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | U.S. small cap companies [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | International equities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | Government issued securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | Corporate bonds (S&P rating of A or higher) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | Corporate bonds (S&P rating of lower than A) [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | Other fixed income [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | Commingled/pooled funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | Mutual funds [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | Private equity [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | Derivative assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 0 | 0 |
Europe Pension Plans [Member] | Level 3 [Member] | Insurance contracts [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 14,805 | 18,091 |
Europe Pension Plans [Member] | Level 3 [Member] | Total assets [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | 14,805 | 18,091 |
Europe Pension Plans [Member] | Level 3 [Member] | Derivative liabilities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets (liabilities) held in investments | $ 0 | $ 0 |
Retirement Benefits - Reconcili
Retirement Benefits - Reconciliation to Plan Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets held in investments | $ 3,798,118 | |
Pension Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net assets held in investments | 3,798,118 | $ 3,731,473 |
Net payable for investment purchases | (24,251) | (5,541) |
Dividend and interest receivable | 9,057 | 8,856 |
Other, net | (6,329) | (2,037) |
Fair value of plan assets | $ 3,776,595 | $ 3,732,751 |
Retirement Benefits - Changes i
Retirement Benefits - Changes in the Fair Value of Level 3 Plan Assets (Details) - Pension Plan [Member] - Level 3 [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Changes in the Fair Value of Level 3 Plan Assets | ||
Beginning balance | $ 20,797 | $ 125,219 |
Assets no longer leveled in accordance with ASU 2015-07 | (1,280) | (109,768) |
Net actual return on plan assets relating to assets still held at the end of the year | (129) | 715 |
Net purchases, sales and settlements | 6,333 | 3,842 |
Change in foreign currency exchange rates | (3,363) | 789 |
Ending balance | 22,358 | 20,797 |
Private equity [Member] | ||
Changes in the Fair Value of Level 3 Plan Assets | ||
Beginning balance | 2,256 | 109,768 |
Assets no longer leveled in accordance with ASU 2015-07 | (1,280) | (109,768) |
Net actual return on plan assets relating to assets still held at the end of the year | (681) | 0 |
Net purchases, sales and settlements | 6,813 | 2,256 |
Change in foreign currency exchange rates | 0 | 0 |
Ending balance | 7,108 | 2,256 |
Insurance contracts [Member] | ||
Changes in the Fair Value of Level 3 Plan Assets | ||
Beginning balance | 18,091 | 15,040 |
Assets no longer leveled in accordance with ASU 2015-07 | 0 | 0 |
Net actual return on plan assets relating to assets still held at the end of the year | 557 | 676 |
Net purchases, sales and settlements | (480) | 1,586 |
Change in foreign currency exchange rates | (3,363) | 789 |
Ending balance | 14,805 | 18,091 |
Corporate Debt Securities [Member] | ||
Changes in the Fair Value of Level 3 Plan Assets | ||
Beginning balance | 450 | 411 |
Assets no longer leveled in accordance with ASU 2015-07 | 0 | 0 |
Net actual return on plan assets relating to assets still held at the end of the year | (5) | 39 |
Net purchases, sales and settlements | 0 | 0 |
Change in foreign currency exchange rates | 0 | 0 |
Ending balance | $ 445 | $ 450 |
Retirement Benefits - Contribut
Retirement Benefits - Contributions (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
United States Pension Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Estimated contributions in next fiscal year | $ 30,000 | |
Contributions during the year | 30,000 | $ 50,000 |
Canada Pension Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Estimated contributions in next fiscal year | 4,599 | |
Contributions during the year | 1,526 | 21,663 |
UK Pension Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Estimated contributions in next fiscal year | 21,211 | |
Contributions during the year | 25,314 | 28,706 |
German Pension Plans [Member] [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Estimated contributions in next fiscal year | 20,065 | |
Contributions during the year | $ 19,785 | $ 10,178 |
Retirement Benefits Retirement
Retirement Benefits Retirement Benefits - Expected Benefit Payments and Retiree Drug Subsidy (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Estimated Future Benefit Payments | |
2,016 | $ 201,224 |
2,017 | 209,643 |
2,018 | 210,026 |
2,019 | 215,484 |
2,020 | 226,252 |
Years 2021-2025 | 1,297,640 |
Total expected benefit payments | 2,360,269 |
North America Pension Plans [Member] | |
Estimated Future Benefit Payments | |
2,016 | 172,374 |
2,017 | 179,968 |
2,018 | 182,700 |
2,019 | 186,087 |
2,020 | 194,534 |
Years 2021-2025 | 1,080,658 |
Total expected benefit payments | 1,996,321 |
Europe Pension Plans [Member] | |
Estimated Future Benefit Payments | |
2,016 | 28,850 |
2,017 | 29,675 |
2,018 | 27,326 |
2,019 | 29,397 |
2,020 | 31,718 |
Years 2021-2025 | 216,982 |
Total expected benefit payments | 363,948 |
Other Postretirement Benefit Plan [Member] | |
Estimated Future Benefit Payments | |
2,016 | 16,254 |
2,017 | 16,676 |
2,018 | 17,557 |
2,019 | 18,532 |
2,020 | 19,531 |
Years 2021-2025 | 113,737 |
Total expected benefit payments | 202,287 |
Expected Prescription Drug Subsidy Receipts | |
2,016 | 55 |
2,017 | 0 |
2,018 | 0 |
2,019 | 0 |
2,020 | 0 |
Years 2021-2025 | 0 |
Total expected retiree drug subsidies | $ 55 |
Retirement Benefits - Defined C
Retirement Benefits - Defined Contribution Plan and Health Care Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Liability for estimated incurred but unreported claims | $ 5.5 | $ 6 | |
Towers Watson U.S. [Member] | |||
Defined Contribution Plan Disclosure [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 | ||
Cost of contributions | $ 30.4 | 30 | $ 30.2 |
Towers Watson U.K. [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Cost of contributions | $ 20.5 | $ 20.2 | $ 22.2 |
Debt, Commitments and Conting80
Debt, Commitments and Contingent Liabilities - Senior Credit Facility and Letters of Credit (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Nov. 07, 2011 | |
Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Term of debt | 5 years | ||
Maximum borrowing capacity | $ 500,000,000 | ||
Additional borrowing capacity | $ 250,000,000 | ||
Weighted average interest rate (percentage) | 1.43% | 1.93% | |
Commitment fee (percentage) | 0.175% | ||
Line of credit amount outstanding | $ 40,000,000 | ||
Standby Letters of Credit [Member] | Other Existing Or Potential Business Obligations [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of credit amount outstanding | 900,000 | ||
Standby Letters of Credit [Member] | Captive Insurance Companies [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of credit amount outstanding | $ 21,400,000 |
Debt, Commitments and Conting81
Debt, Commitments and Contingent Liabilities - Additional Borrowings, Letters of Credit, and Guarantees not part of the Senior Credit Facility (Details) - Jun. 30, 2015 | USD ($) | AUD | BRL |
Letter of Credit [Member] | Office Lease Guarantees [Member] | |||
Debt Instrument [Line Items] | |||
Amount of letters of credit outstanding | $ 8,400,000 | ||
Letter of Credit [Member] | Australia [Member] | |||
Debt Instrument [Line Items] | |||
Amount of letters of credit outstanding | 3,800,000 | AUD 5,000,000 | |
Line of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit amount outstanding | $ 30,000,000 | ||
Weighted average interest rate (percentage) | 1.09% | 1.09% | 1.09% |
Foreign Line of Credit [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 1,800,000 | BRL 5,500,000 | |
Overdraft Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 600,000 | 2,000,000 | |
Line of credit amount outstanding | 0 | ||
Standby Guarantee Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 1,200,000 | 3,800,000 | |
Line of credit amount outstanding | $ 500,000 | BRL 1,700,000 |
Debt, Commitments and Conting82
Debt, Commitments and Contingent Liabilities - Term Loan (Details) - Term Loan [Member] - USD ($) | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 01, 2012 | |
Debt Instrument [Line Items] | |||
Term of debt | 5 years | ||
Principal amount of debt | $ 250,000,000 | ||
Weighted average interest rate (percentage) | 1.42% | 1.42% | |
Amortization of debt discount/(premium) | $ 6,250,000 | ||
Long-term Debt, Fiscal Year Maturity [Abstract] | |||
2,015 | 25,000,000 | ||
2,016 | 175,000,000 | ||
Total | $ 200,000,000 | ||
Minimum [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.25% | ||
Minimum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.25% | ||
Maximum [Member] | LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.75% | ||
Maximum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.75% |
Debt, Commitments and Conting83
Debt, Commitments and Contingent Liabilities - Malpractice Insurance (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2010 | Jun. 30, 2014 | |
Malpractice Insurance [Line Items] | |||
IBNR liability amount | $ 181,500,000 | $ 173,800,000 | |
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 | 40,000,000 | 50,000,000 | |
Reinsurance retention policy, amount reinsured in excess retention | 25,000,000 | 25,000,000 | |
Reinsurance retention policy, amount retained | 15,000,000 | $ 25,000,000 | |
Self insured and reinsurance per occurrence | $ 25,000,000 | ||
Percentage of ownership in captive insurer | 72.86% |
Debt, Commitments and Conting84
Debt, Commitments and Contingent Liabilities - Litigation (Details) £ in Thousands, $ in Millions | 3 Months Ended | 12 Months Ended | 51 Months Ended | |
Apr. 30, 2000report | Jun. 30, 2015USD ($)plaintiff | Oct. 31, 2012GBP (£) | Aug. 31, 2008GBP (£) | |
Teck Metals, Ltd. [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of plaintiffs | plaintiff | 429 | |||
City Of Houston [Member] | ||||
Loss Contingencies [Line Items] | ||||
Number of reports issued | report | 2 | |||
Letter of Claim [Member] | Trustee of the British Coal Staff Superannuation Scheme [Member] | Foreign Exchange Contract [Member] | ||||
Loss Contingencies [Line Items] | ||||
Derivative, amount of hedged item | £ 250,000 | |||
Quantified loss on derivative | £ 47,500 | |||
Violation of ERISA [Member] | Meriter Health Services [Member] | ||||
Loss Contingencies [Line Items] | ||||
Settlement amount | $ | $ 82 |
Variable Interest Entities (Det
Variable Interest Entities (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2014fund | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Assets under management | $ 11,200 | |||
Variable Interest Entities, number of funds deconsolidated | fund | 2 | |||
Increase (Decrease) In Redeemable Noncontrolling Interest [Roll Forward] | ||||
Balance as of June 30, 2013 | 0 | $ 0 | ||
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 | $ 0 | (339,019) | $ 0 | |
Balance as of June 30, 2014 | $ 0 | $ 0 |
Accumulated Other Comprehensi86
Accumulated Other Comprehensive Income/(Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
After tax - Accumulated OCI as of | $ (189,702) | ||
Other comprehensive (loss) / income before non-controlling interests | (385,789) | $ 109,043 | $ 49,984 |
After tax - Accumulated OCI as of | (576,298) | (189,702) | |
Foreign Currency Translation [Member] | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
After tax - Accumulated OCI as of | 2,271 | (131,096) | (75,332) |
After tax - Other comprehensive income/(loss) before reclassifications | (228,312) | 133,367 | |
After tax - Amounts reclassified from accumulated other comprehensive income | 0 | 0 | |
Other comprehensive (loss) / income before non-controlling interests | (228,312) | 133,367 | (55,764) |
After tax - Accumulated OCI as of | (226,041) | 2,271 | (131,096) |
Hedge Effectiveness [Member] | |||
Accumulated Other Comprehensive Income (Loss), before Tax [Roll Forward] | |||
Before tax - Accumulated OCI as of | 144 | 237 | 406 |
Before tax - Other comprehensive income/(loss) before reclassifications | 3,650 | (1,540) | |
Before tax - Amounts reclassified from accumulated other comprehensive income | (2,178) | 1,447 | |
Before tax - Net current-period other comprehensive income | 1,472 | (93) | (169) |
Before tax - Accumulated OCI as of | 1,616 | 144 | 237 |
Accumulated Other Comprehensive Income (Loss), Tax [Roll Forward] | |||
Tax - Accumulated OCI as of | (79) | (105) | (152) |
Tax - Other comprehensive income/(loss) before reclassification | (1,432) | 434 | |
Tax - Amounts reclassified from accumulated other comprehensive income | 854 | (408) | |
Tax - Net current-period other comprehensive income | (578) | 26 | 47 |
Tax - Accumulated OCI as of | (657) | (79) | (105) |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
After tax - Accumulated OCI as of | 65 | 132 | 254 |
After tax - Other comprehensive income/(loss) before reclassifications | 2,218 | (1,106) | |
After tax - Amounts reclassified from accumulated other comprehensive income | (1,324) | 1,039 | |
Other comprehensive (loss) / income before non-controlling interests | 894 | (67) | (122) |
After tax - Accumulated OCI as of | 959 | 65 | 132 |
Available-For-Sale Securities [Member] | |||
Accumulated Other Comprehensive Income (Loss), before Tax [Roll Forward] | |||
Before tax - Accumulated OCI as of | 344 | 547 | 651 |
Before tax - Other comprehensive income/(loss) before reclassifications | (168) | 558 | |
Before tax - Amounts reclassified from accumulated other comprehensive income | (35) | (761) | |
Before tax - Net current-period other comprehensive income | (203) | (203) | (104) |
Before tax - Accumulated OCI as of | 141 | 344 | 547 |
Accumulated Other Comprehensive Income (Loss), Tax [Roll Forward] | |||
Tax - Accumulated OCI as of | (114) | (134) | (182) |
Tax - Other comprehensive income/(loss) before reclassification | 54 | (153) | |
Tax - Amounts reclassified from accumulated other comprehensive income | 0 | 173 | |
Tax - Net current-period other comprehensive income | 54 | 20 | 48 |
Tax - Accumulated OCI as of | (60) | (114) | (134) |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
After tax - Accumulated OCI as of | 230 | 413 | 469 |
After tax - Other comprehensive income/(loss) before reclassifications | (114) | 405 | |
After tax - Amounts reclassified from accumulated other comprehensive income | (35) | (588) | |
Other comprehensive (loss) / income before non-controlling interests | (149) | (183) | (56) |
After tax - Accumulated OCI as of | 81 | 230 | 413 |
Defined Pension and Post-Retirement Benefit Costs [Member] | |||
Accumulated Other Comprehensive Income (Loss), before Tax [Roll Forward] | |||
Before tax - Accumulated OCI as of | (262,902) | (233,817) | (416,037) |
Before tax - Other comprehensive income/(loss) before reclassifications | 0 | (45,677) | |
Before tax - Amounts reclassified from accumulated other comprehensive income | (249,865) | 16,592 | |
Before tax - Net current-period other comprehensive income | (249,865) | (29,085) | 182,220 |
Before tax - Accumulated OCI as of | (512,767) | (262,902) | (233,817) |
Accumulated Other Comprehensive Income (Loss), Tax [Roll Forward] | |||
Tax - Accumulated OCI as of | 70,634 | 64,904 | 139,901 |
Tax - Other comprehensive income/(loss) before reclassification | 0 | 8,999 | |
Tax - Amounts reclassified from accumulated other comprehensive income | 90,836 | (3,269) | |
Tax - Net current-period other comprehensive income | 90,836 | 5,730 | (74,997) |
Tax - Accumulated OCI as of | 161,470 | 70,634 | 64,904 |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||
After tax - Accumulated OCI as of | (192,268) | (168,913) | (276,136) |
After tax - Other comprehensive income/(loss) before reclassifications | 0 | (36,678) | |
After tax - Amounts reclassified from accumulated other comprehensive income | (159,029) | 13,323 | |
Other comprehensive (loss) / income before non-controlling interests | (159,029) | (23,355) | 107,223 |
After tax - Accumulated OCI as of | $ (351,297) | $ (192,268) | $ (168,913) |
Restricted Stock (Details)
Restricted Stock (Details) $ / shares in Units, $ in Millions | Jan. 01, 2014shares | Jan. 02, 2013shares | Jan. 02, 2012shares | Jan. 31, 2011shares | Jan. 01, 2011shares | Jan. 01, 2010series$ / sharesshares | Jan. 31, 2013shares | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) |
Conversion of Stock [Line Items] | ||||||||||
Compensation expense | $ | $ 36.1 | $ 23.6 | $ 28.9 | |||||||
Common Class B [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Number of series of common stock | series | 4 | |||||||||
Common stock, par value (in usd per share) | $ / shares | $ 0.01 | |||||||||
Common Class B-1 [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Conversion of Class B shares to Class A shares, number of shares | 5,642,302 | |||||||||
Common Class B-2 [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Conversion of Class B shares to Class A shares, number of shares | 5,547,733 | |||||||||
Common Class B-3 [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Conversion of Class B shares to Class A shares, number of shares | 5,661,591 | |||||||||
Common Class B-4 [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Conversion of Class B shares to Class A shares, number of shares | 5,374,070 | |||||||||
EMB [Member] | Common Class B-3 [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Shares issued as consideration for purchase of EMB | 113,858 | |||||||||
EMB [Member] | Common Class B-4 [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Shares issued as consideration for purchase of EMB | 113,858 | |||||||||
Towers Perrin Merger [Member] | Vest Over One Year [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Vesting period | 1 year | |||||||||
Towers Perrin Merger [Member] | Vest Over Two Years [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Vesting period | 2 years | |||||||||
Towers Perrin Merger [Member] | Vest Over Three Years [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Vesting period | 3 years | |||||||||
Towers Perrin Merger [Member] | Restricted Stock [Member] | ||||||||||
Conversion of Stock [Line Items] | ||||||||||
Percentage of Restricted Class A shares transferred in the Merger | 10.00% | |||||||||
Restricted Stock Units granted during the period | 4,248,984 | |||||||||
Expected forfeiture percentage | 10.00% | |||||||||
Shares forfeited and redistributed | 482,463 | |||||||||
Shares vested during the period | 1,109,212 | |||||||||
Compensation expense | $ | $ 3.6 |
Share-Based Compensation - Regi
Share-Based Compensation - Registration of Equity Plans (Details) | 1 Months Ended | 12 Months Ended | |||||
Nov. 30, 2013shares | May. 31, 2012shares | Jan. 31, 2010shares | Jun. 30, 2015shares | Jun. 30, 2014shares | Jun. 30, 2013shares | Jun. 30, 2010shares | |
Extend Health, Inc. 2007 Equity Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options granted previously and assumed by a business acquirer | 377,614 | ||||||
Shares available for issuance | 55,514 | ||||||
Liazon Corporation 2011 Equity Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options granted previously and assumed by a business acquirer | 37,162 | ||||||
Shares issued upon conversion of Restricted Stock Units | 70,533 | ||||||
Shares available for issuance | 18,531 | ||||||
Watson Wyatt 2001 Employee Stock Purchase Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares available for issuance | 4,696,424 | ||||||
Discount on common stock for associates (percent) | 5.00% | ||||||
Number of shares issued during the period | 0 | 0 | 0 | ||||
2009 Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares available for issuance | 12,500,000 | ||||||
Exchange ratio | 1 | ||||||
Watson Wyatt 2000 Long-term Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares available for issuance | 125,648 |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Stock Units (Details) | 1 Months Ended | 12 Months Ended | ||
Nov. 30, 2013USD ($)shares | Jun. 30, 2015USD ($)ageshares | Jun. 30, 2014USD ($)shares | Jun. 30, 2013USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense | $ 36,100,000 | $ 23,600,000 | $ 28,900,000 | |
Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Retirement age (in years) | age | 55 | |||
Years of experience (in years) | 15 years | |||
Minimum years of service during performance period (in years) | 1 year | |||
Vesting period | 3 years | |||
Restricted Stock Units granted during the period | shares | 218,000 | |||
Compensation expense not yet recognized | $ 11,800,000 | |||
Compensation expense not yet recognized, recognition period | 10 months 24 days | |||
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of target number of units vesting based on performance metrics | 0.00% | |||
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of target number of units vesting based on performance metrics | 204.00% | |||
Restricted Stock Units (RSUs) [Member] | LTIP, SEP, and Other Plans [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense | $ 33,000,000 | 19,000,000 | 18,100,000 | |
Restricted Stock Units (RSUs) [Member] | 2014 ES LTIP [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted Stock Units granted during the period | shares | 30,192 | |||
Restricted Stock Units (RSUs) [Member] | 2014 ES LTIP [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of target number of units vesting based on performance metrics | 0.00% | |||
Restricted Stock Units (RSUs) [Member] | 2014 ES LTIP [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of target number of units vesting based on performance metrics | 240.00% | |||
Restricted Stock Units (RSUs) [Member] | Liazon Corporation 2011 Equity Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense | $ 900,000 | 1,100,000 | 0 | |
Restricted Stock Units granted during the period | shares | 70,533 | |||
Stock-based compensation awards assumed, fair value | $ 5,700,000 | |||
Unvested awards acquired, fair value | $ 2,100,000 | |||
Restricted Stock Units (RSUs) [Member] | Outside Directors [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense | $ 800,000 | $ 900,000 | $ 900,000 | |
Restricted Stock Units granted during the period | shares | 8,059 | 10,251 | 16,027 |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock Options (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||||
Nov. 30, 2013 | May. 31, 2012 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Jan. 31, 2010 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options granted | 0 | |||||
Options outstanding | 97,000 | 301,000 | ||||
Compensation expense | $ 36.1 | $ 23.6 | $ 28.9 | |||
2009 Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options granted | 0 | 0 | 0 | |||
Options outstanding | 29,181 | |||||
Shares available for issuance | 12,500,000 | |||||
Liazon Corporation 2011 Equity Incentive Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options granted previously and assumed by a business acquirer | 37,162 | |||||
Shares available for issuance | 18,531 | |||||
Extend Health, Inc. 2007 Equity Incentive Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options granted previously and assumed by a business acquirer | 377,614 | |||||
Shares available for issuance | 55,514 | |||||
Employee Stock Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Compensation expense | $ 1.4 | $ 2 | $ 6.2 | |||
Vesting period | 3 years | |||||
Accelerated vesting, shares | 23,620 | |||||
Accelerated compensation cost | $ 0.4 | |||||
Employee Stock Option [Member] | Vest Over One Year [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 33.33% | |||||
Employee Stock Option [Member] | Vest Over Two Years [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 33.33% | |||||
Employee Stock Option [Member] | Vest Over Three Years [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 33.33% | |||||
Employee Stock Option [Member] | Liazon Corporation 2011 Equity Incentive Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options granted previously and assumed by a business acquirer | 37,162 | 37,162 | ||||
Stock-based compensation awards assumed, fair value | $ 2.2 | |||||
Unvested awards acquired, fair value | $ 1.7 | |||||
Employee Stock Option [Member] | Extend Health, Inc. 2007 Equity Incentive Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options granted previously and assumed by a business acquirer | 377,614 | |||||
Vested options granted previously and assumed by a business acquirer | 199,620 | |||||
Unvested options granted previously and assumed by a business acquirer | 177,994 | |||||
Forfeiture rate | 10.00% | |||||
Stock-based compensation awards assumed, fair value | $ 11.2 | |||||
Unvested awards acquired, fair value | $ 7.9 |
Share-Based Compensation Share-
Share-Based Compensation Share-Based Compensation - Key Information Regarding RSUs (Details) - 12 months ended Jun. 30, 2015 - Restricted Stock Units (RSUs) [Member] - $ / shares | Total |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted Stock Units granted during the period | 218,000 |
Grant date stock price (in dollars per share) | $ 104.43 |
2015 LTIP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted Stock Units granted during the period | 82,350 |
2015 LTIP [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant date stock price (in dollars per share) | $ 100.02 |
2015 LTIP [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant date stock price (in dollars per share) | $ 131.35 |
2014 LTIP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted Stock Units granted during the period | 65,355 |
2014 LTIP [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant date stock price (in dollars per share) | $ 105.90 |
2014 LTIP [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Grant date stock price (in dollars per share) | $ 110.70 |
2013 LTIP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted Stock Units granted during the period | 121,075 |
Grant date stock price (in dollars per share) | $ 54.59 |
2014 ES LTIP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted Stock Units granted during the period | 30,192 |
Grant date stock price (in dollars per share) | $ 91.43 |
2014 SEP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted Stock Units granted during the period | 112,464 |
Grant date stock price (in dollars per share) | $ 106.89 |
Forfeiture rate | 5.00% |
2013 SEP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted Stock Units granted during the period | 131,286 |
Grant date stock price (in dollars per share) | $ 91.43 |
Forfeiture rate | 5.00% |
2012 SEP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted Stock Units granted during the period | 147,503 |
Grant date stock price (in dollars per share) | $ 53.93 |
Forfeiture rate | 5.00% |
Share-Based Compensation - Re92
Share-Based Compensation - Restricted Stock Units Activity (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares shares in Thousands | 12 Months Ended |
Jun. 30, 2015 | |
Number of Shares | |
Nonvested, beginning balance, shares | 627 |
Granted, shares | 218 |
Vested, shares | (405) |
Forfeited, shares | (16) |
Nonvested and expected to vest, ending balance, shares | 424 |
Restricted stock unit rollforward of weighted average fair value | |
Nonvested, beginning balance, grant date fair value | $ 59.80 |
Granted, grant date fair value | 104.43 |
Vested, grant date fair value | 68.85 |
Forfeited, grant date fair value | 87.71 |
Nonvested and expected to vest, ending balance, grant date fair value | $ 89.15 |
Share-Based Compensation - Valu
Share-Based Compensation - Valuation Assumptions (Details) - $ / shares | 1 Months Ended | 12 Months Ended | |
Nov. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected lives in years | 3 years | ||
Liazon Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 37,162 | ||
Employee Stock Option [Member] | Liazon Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 0.57% | ||
Expected lives in years | 2 years 8 months | ||
Expected volatility | 24.60% | ||
Weighted-average grant date fair value of options granted (in dollars per share) | $ 104.67 | ||
Number of shares granted | 37,162 | 37,162 |
Share-Based Compensation - St94
Share-Based Compensation - Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Stock options activity rollforward, shares | ||
Outstanding, beginning of period (shares) | 301 | |
Granted (shares) | 0 | |
Exercised (shares) | (203) | |
Forfeitures (shares) | (1) | |
Expired (shares) | 0 | |
Outstanding, end of period (shares) | 97 | 301 |
Exercisable at end of period (shares) | 80 | |
Stock options activity rollforward, weighted average exercise price | ||
Outstanding, beginning of period (in dollars per share) | $ 27.01 | |
Granted (in dollars per share) | 0 | |
Exercised (in dollars per share) | 33.22 | |
Expired (in dollars per share) | 0 | |
Forfeited (in dollars per share) | 10.47 | |
Outstanding, end of period (in dollars per share) | 20.76 | $ 27.01 |
Exercisable at end of period (in dollars per share) | $ 23.04 | |
Intrinsic Value of outstanding options | $ 10,172 | $ 17,149 |
Intrinsic Value of exercised options | 28,715 | |
Intrinsic Value of exercisable shares | $ 8,230 | |
Average remaining contractual term, outstanding options | 5 years 10 months 24 days | 3 years 4 months 24 days |
Average remaining contractual term, exercisable options | 5 years 6 months |
Share-Based Compensation - Info
Share-Based Compensation - Information Regarding Stock Options (Details) - Jun. 30, 2015 - $ / shares | Total |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of shares, outstanding | 96,842 |
Weighted average exercise price, outstanding (in dollars per share) | $ 20.76 |
Number of shares, exercisable | 80,098 |
Weighted average exercise price, outstanding (in dollars per share) | $ 23.04 |
$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 | 4,925 |
Remaining contractual life, outstanding | 4 years 6 months |
Weighted average exercise price, outstanding (in dollars per share) | $ 1.45 |
Number of shares, exercisable | 4,925 |
Remaining contractual life, exercisable | 4 years 6 months |
Weighted average exercise price, outstanding (in dollars per share) | $ 1.45 |
$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 | 17,388 |
Remaining contractual life, outstanding | 5 years 2 months 12 days |
Weighted average exercise price, outstanding (in dollars per share) | $ 3.49 |
Number of shares, exercisable | 17,388 |
Remaining contractual life, exercisable | 5 years 2 months 12 days |
Weighted average exercise price, outstanding (in dollars per share) | $ 3.49 |
$6.49 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Lower range of exercise prices | 6.49 |
Upper range of exercise prices | $ 6.49 |
Number of shares, outstanding | 20,574 |
Remaining contractual life, outstanding | 8 years 4 months 24 days |
Weighted average exercise price, outstanding (in dollars per share) | $ 6.49 |
Number of shares, exercisable | 7,756 |
Remaining contractual life, exercisable | 8 years 4 months 24 days |
Weighted average exercise price, outstanding (in dollars per share) | $ 6.49 |
$19.20 - $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 | 24,774 |
Remaining contractual life, outstanding | 6 years 3 months 18 days |
Weighted average exercise price, outstanding (in dollars per share) | $ 19.74 |
Number of shares, exercisable | 20,848 |
Remaining contractual life, exercisable | 6 years 2 months 12 days |
Weighted average exercise price, outstanding (in dollars per share) | $ 19.55 |
$42.47 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Lower range of exercise prices | 42.47 |
Upper range of exercise prices | $ 42.47 |
Number of shares, outstanding | 5,464 |
Remaining contractual life, outstanding | 4 years 2 months 12 days |
Weighted average exercise price, outstanding (in dollars per share) | $ 42.47 |
Number of shares, exercisable | 5,464 |
Remaining contractual life, exercisable | 4 years 2 months 12 days |
Weighted average exercise price, outstanding (in dollars per share) | $ 42.47 |
$45.88 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Lower range of exercise prices | 45.88 |
Upper range of exercise prices | $ 45.88 |
Number of shares, outstanding | 23,717 |
Remaining contractual life, outstanding | 4 years 8 months 12 days |
Weighted average exercise price, outstanding (in dollars per share) | $ 45.88 |
Number of shares, exercisable | 23,717 |
Remaining contractual life, exercisable | 4 years 8 months 12 days |
Weighted average exercise price, outstanding (in dollars per share) | $ 45.88 |
Income Taxes - Components of In
Income Taxes - Components of Income from Continuing Operations before Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Components of income before income taxes | |||||||||||
Domestic | $ 340,380 | $ 262,462 | $ 239,990 | ||||||||
Foreign | 245,313 | 236,044 | 189,011 | ||||||||
Income before income taxes | $ 130,992 | $ 163,385 | $ 165,752 | $ 125,564 | $ 124,199 | $ 141,144 | $ 132,611 | $ 100,552 | $ 585,693 | $ 498,506 | $ 429,001 |
Income Taxes - Components of 97
Income Taxes - Components of Income Tax Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Current tax (benefit)/expense: | |||
U.S. | $ 55,133 | $ 31,880 | $ 25,684 |
State and local | 11,652 | 10,231 | 7,025 |
Foreign | 62,825 | 30,536 | 40,557 |
Total current tax expense | 129,610 | 72,647 | 73,266 |
Deferred tax expense/(benefit): | |||
U.S. | 52,413 | 49,109 | 49,674 |
State and local | 5,093 | 4,232 | 8,761 |
Foreign | 12,946 | 12,261 | 5,290 |
Total deferred tax expense/(benefit) | 70,452 | 65,602 | 63,725 |
Total provision for income taxes | 200,062 | 138,249 | 136,991 |
Income Tax Contingency [Line Items] | |||
Tax benefit due to release of uncertain tax positions resulting from U.S. Federal lapses in statue of limitations | 3,611 | 19,135 | 2,387 |
Tax benefit due to income tax settlements | 2,468 | 0 | 189 |
Domestic Tax Authority and State and Local Jurisdiction [Member] | |||
Income Tax Contingency [Line Items] | |||
Tax benefit due to release of uncertain tax positions resulting from U.S. Federal lapses in statue of limitations | 4,600 | ||
Tax benefit due to income tax settlements | $ 700 | ||
Domestic Tax Authority [Member] | |||
Income Tax Contingency [Line Items] | |||
Tax benefit due to release of uncertain tax positions resulting from U.S. Federal lapses in statue of limitations | 13,200 | ||
Tax benefit due to income tax settlements | $ 1,700 | ||
Tax benefit due to lapses in statue of limitations and income tax settlements | $ 6,000 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory tax rate | 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 | $ 204,998 | $ 174,477 | $ 150,149 |
Foreign income tax rate differential, net | (23,352) | (21,902) | (22,540) |
State income taxes, net of federal tax effect | 10,740 | 11,344 | 13,288 |
Non-deductible expenses and foreign dividend | 6,302 | 237 | 6,563 |
Tax credits | (6,010) | (1,807) | (2,104) |
Valuation allowance | (557) | (5,108) | (5,821) |
Legal entity restructuring | (832) | 7,077 | 5,159 |
Release of U.S. uncertain tax positions | (5,252) | (14,910) | (5,977) |
Other | 14,025 | (11,159) | (1,726) |
Total provision for income taxes | $ 200,062 | $ 138,249 | $ 136,991 |
Effective income tax rate (percent) | 34.20% | 27.70% | 31.90% |
Effective income tax rate increase (decrease) | 6.50% | (4.20%) | |
Effective Income Tax Rate Reconciliation, Tax Settlement, Percent | 2.10% | ||
Effective Income Tax Rate Reconciliation, Tax Contingency, Percent | 2.40% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Deferred Tax Liabilities | ||
Depreciation and amortization | $ (136,324) | $ (123,684) |
Trademarks and tradename | (115,678) | (117,308) |
Goodwill | (45,191) | (42,477) |
Unbilled receivables | (52,147) | (64,275) |
Other | (3,398) | (8,583) |
Gross deferred tax liabilities | (352,738) | (356,327) |
Deferred Tax Assets | ||
Accrued retirement benefits | 178,402 | 139,633 |
Deferred rent | 9,256 | 9,947 |
Net operating loss carryforwards | 29,934 | 37,562 |
Share-based compensation | 5,710 | 6,533 |
Accrued liabilities | 59,830 | 62,516 |
Accrued compensation | 49,079 | 41,660 |
Deferred revenue | 9,632 | 25,692 |
Foreign tax credit | 26,188 | 37,716 |
Other | 9,854 | 16,228 |
Gross deferred tax assets | 377,885 | 377,487 |
Deferred tax assets valuation allowance | (25,725) | (30,019) |
Net deferred tax (liability)/asset | (578) | (8,859) |
Current deferred tax assets, net | 39,400 | |
Current deferred tax liabilities, net | 4,300 | |
Noncurrent deferred tax assets, net | 62,772 | $ 79,103 |
Noncurrent deferred tax liabilities, net | 98,500 | |
Change in amount of valuation allowance | $ (4,300) |
Income Taxes - Operating Loss C
Income Taxes - Operating Loss Carryforwards, Tax Credit Carryforwards, and Undistributed Foreign Earnings (Details) $ in Millions | Jun. 30, 2015USD ($) |
Accumulated Undistributed Earnings Of Foreign Subsidiaries [Abstract] | |
Undistributed earnings permanently reinvested | $ 1,000 |
Federal And Foreign Jurisdiction [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 93.2 |
Federal And Foreign Jurisdiction [Member] | Indefinite Carryforward [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 55.1 |
Federal And Foreign Jurisdiction [Member] | Finite Carryforward [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 38.1 |
State and Local Jurisdiction [Member] | Finite Carryforward [Member] | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 65.4 |
Foreign Tax Authority [Member] | Finite Carryforward [Member] | |
Operating Loss Carryforwards [Line Items] | |
Tax credit carryforward | $ 26.2 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Tax Contingency [Line Items] | ||||||
Unrecognized tax benefits | $ 32,362 | $ 40,650 | $ 39,309 | $ 35,969 | $ 32,362 | $ 40,650 |
Offsetting unrecognized deferred tax benefits | 5,500 | |||||
Unrecognized tax benefits that would impact the effective tax rate | 29,500 | |||||
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||||||
Unrecognized tax benefits, beginning balance | 32,362 | 40,650 | 39,309 | |||
Increases related to tax positions in prior years | 8,461 | 996 | 1,169 | |||
Decreases related to tax positions taken in prior years | (5,314) | (927) | (4,732) | |||
Decreases related to settlements | (2,468) | 0 | (189) | |||
Decreases related to lapse in statute of limitations | (3,611) | (19,135) | (2,387) | |||
Increases related to current year tax positions | 7,803 | 11,223 | 7,426 | |||
Decrease related to cumulative translation adjustment | (1,264) | (445) | ||||
Increase related to cumulative translation amount | 54 | |||||
Unrecognized tax benefits, ending balance | 35,969 | 32,362 | $ 40,650 | |||
Deferred tax benefits, if recognized, would have a favorable impact on the effective tax rate | 9,300 | $ 14,600 | ||||
Accrued interest associated with unrecognized tax benefits | 1,900 | 2,500 | ||||
Accrued penalties associated with unrecognized tax benefits | 600 | 100 | ||||
Total accrued interest and penalties associated with unrecognized tax benefits | 2,500 | $ 2,600 | ||||
Interest benefit associated with unrecognized tax benefits | 600 | 2,700 | ||||
Penalty benefit associated with unrecognized tax benefits | $ 100 | |||||
Recognized income tax benefits due to U.S. Federal lapses in statute of limitations and income tax settlements | $ 5,300 | |||||
Minimum [Member] | ||||||
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||||||
Reasonably possible reduction in the liability for uncertain tax positions | 1,300 | |||||
Maximum [Member] | ||||||
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||||||
Reasonably possible reduction in the liability for uncertain tax positions | $ 5,200 |
Segment Information - Segment R
Segment Information - Segment Reporting Information (Details) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015USD ($)segment | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable operating segments | segment | 4 | ||
Revenue (net of reimbursable expenses) | $ 3,523,841 | $ 3,370,789 | $ 3,307,997 |
Net operating income from continuing operations | 1,073,649 | 919,583 | 937,397 |
Depreciation and amortization | 45,693 | 36,894 | 40,507 |
Receivables | 787,714 | 826,043 | 820,368 |
Operating Segments [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue (net of reimbursable expenses) | 3,523,841 | 3,370,789 | 3,307,997 |
Net operating income from continuing operations | 1,073,649 | 919,583 | 937,397 |
Depreciation and amortization | 45,693 | 36,894 | 40,507 |
Receivables | 787,714 | 826,043 | 820,368 |
Operating Segments [Member] | Benefits [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue (net of reimbursable expenses) | 1,922,380 | 1,873,289 | 1,902,511 |
Net operating income from continuing operations | 692,161 | 599,907 | 644,144 |
Depreciation and amortization | 21,215 | 19,956 | 23,435 |
Receivables | 436,245 | 478,617 | 466,616 |
Operating Segments [Member] | Exchange Solutions [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue (net of reimbursable expenses) | 375,020 | 276,360 | 186,805 |
Net operating income from continuing operations | 61,813 | 51,941 | 46,741 |
Depreciation and amortization | 9,029 | 6,139 | 2,431 |
Receivables | 64,728 | 45,696 | 41,170 |
Operating Segments [Member] | Risk And Financial Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue (net of reimbursable expenses) | 603,621 | 638,437 | 645,345 |
Net operating income from continuing operations | 160,442 | 148,448 | 132,285 |
Depreciation and amortization | 4,115 | 4,988 | 6,799 |
Receivables | 128,074 | 152,930 | 164,926 |
Operating Segments [Member] | Talent And Rewards [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue (net of reimbursable expenses) | 622,820 | 582,703 | 573,336 |
Net operating income from continuing operations | 159,233 | 119,287 | 114,227 |
Depreciation and amortization | 11,334 | 5,811 | 7,842 |
Receivables | $ 158,667 | $ 148,800 | $ 147,656 |
Segment Information - Reconcili
Segment Information - Reconciliation of Segment Reported Amounts to Consolidated (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Revenue: | |||||||||||
Total segment revenue | $ 3,523,841 | $ 3,370,789 | $ 3,307,997 | ||||||||
Reimbursable expenses and other | 121,112 | 111,123 | 124,518 | ||||||||
Revenue | $ 888,210 | $ 920,714 | $ 957,922 | $ 878,107 | $ 878,985 | $ 904,833 | $ 888,155 | $ 809,939 | 3,644,953 | 3,481,912 | 3,432,515 |
Net Operating Income: | |||||||||||
Total segment net operating income | 1,073,649 | 919,583 | 937,397 | ||||||||
Differences in allocation methods | 25,513 | 19,298 | (12,832) | ||||||||
Amortization of intangibles | (65,741) | (75,212) | (76,963) | ||||||||
Transaction and integration expenses | (6,984) | (1,049) | (30,753) | ||||||||
Stock-based compensation | (22,040) | (11,285) | (18,978) | ||||||||
Discretionary compensation | (373,672) | (301,428) | (324,370) | ||||||||
Payroll tax on discretionary compensation | (20,451) | (17,484) | (19,377) | ||||||||
Other, net | (21,673) | (37,915) | (21,719) | ||||||||
Income from operations | 131,116 | $ 164,477 | $ 167,010 | $ 125,998 | 125,238 | $ 138,423 | $ 128,426 | $ 102,421 | 588,601 | 494,508 | 432,405 |
Depreciation and Amortization Expense: | |||||||||||
Total segment expense | 45,693 | 36,894 | 40,507 | ||||||||
Intangible asset amortization, not allocated to segments | 65,741 | 75,212 | 76,963 | ||||||||
Information technology and other | 60,853 | 62,712 | 55,570 | ||||||||
Total depreciation and amortization expense | 172,287 | 174,818 | 173,040 | ||||||||
Receivables: | |||||||||||
Total segment receivables — billed and unbilled | 787,714 | 826,043 | 787,714 | 826,043 | 820,368 | ||||||
Valuation differences and other | 12,649 | (4,810) | 12,649 | (4,810) | 5,470 | ||||||
Total billed and unbilled receivables | 800,363 | 821,233 | 800,363 | 821,233 | 825,838 | ||||||
Assets not reported by segment | 4,593,811 | 4,806,553 | 4,593,811 | 4,806,553 | 4,506,239 | ||||||
Total Assets | $ 5,394,174 | $ 5,627,786 | $ 5,394,174 | $ 5,627,786 | $ 5,332,077 |
Segment Information - Revenue a
Segment Information - Revenue and Long-lived Assets by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | $ 888,210 | $ 920,714 | $ 957,922 | $ 878,107 | $ 878,985 | $ 904,833 | $ 888,155 | $ 809,939 | $ 3,644,953 | $ 3,481,912 | $ 3,432,515 |
Long-Lived Assets | 3,495,170 | 3,740,185 | 3,495,170 | 3,740,185 | 3,533,541 | ||||||
North America [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 2,232,600 | 2,046,488 | 1,972,981 | ||||||||
Long-Lived Assets | 2,335,107 | 2,484,019 | 2,335,107 | 2,484,019 | 2,293,045 | ||||||
United States [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 2,044,366 | 1,829,309 | 1,760,827 | ||||||||
Long-Lived Assets | 1,995,346 | 2,086,754 | 1,995,346 | 2,086,754 | 1,885,791 | ||||||
Europe [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 1,132,085 | 1,162,888 | 1,161,973 | ||||||||
Long-Lived Assets | 1,115,257 | 1,211,700 | 1,115,257 | 1,211,700 | 1,193,188 | ||||||
United Kingdom [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 710,499 | 717,856 | 721,543 | ||||||||
Long-Lived Assets | 903,411 | 947,227 | 903,411 | 947,227 | 940,146 | ||||||
Rest of World [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 280,268 | 272,536 | 297,561 | ||||||||
Long-Lived Assets | 44,806 | 44,466 | 44,806 | 44,466 | 47,308 | ||||||
Rest of World [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 890,088 | 934,747 | 950,145 | ||||||||
Long-Lived Assets | 596,413 | 706,204 | 596,413 | 706,204 | 707,604 | ||||||
Total Foreign Countries [Member] | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 1,600,587 | 1,652,603 | 1,671,688 | ||||||||
Long-Lived Assets | $ 1,499,824 | $ 1,653,431 | $ 1,499,824 | $ 1,653,431 | $ 1,647,750 |
Segment Information - Concentra
Segment Information - Concentration Risk (Details) | 12 Months Ended |
Jun. 30, 2015 | |
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |
Revenue, Major Customer [Line Items] | |
Concentration risk, percentage | 1.00% |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Basic EPS | |||
Income from continuing operations | $ 385,631 | $ 360,257 | $ 292,010 |
Less: Income attributable to non-controlling interests | (3,160) | ||
Income from continuing operations attributable to common stockholders | 295,170 | ||
Less: Income allocated to participating securities | 3,289 | ||
Income from continuing operations attributable to common stockholders | $ 291,881 | ||
Income from continuing operations attributable to common stockholders, shares | 70,312 | ||
Income from continuing operations attributable to common stockholders, basic EPS, per share amount (in dollars per share) | $ 5.52 | $ 5 | $ 4.15 |
Diluted EPS | |||
Income available to common stockholders | $ 291,881 | ||
Share-based compensation awards | 405 | ||
Income available to common stockholders, diluted EPS, shares | 70,717 | ||
Income available to common stockholders, diluted EPS, per share amount (in dollars per share) | $ 5.50 | $ 4.98 | $ 4.13 |
Unaudited Quarterly Financia107
Unaudited Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 888,210 | $ 920,714 | $ 957,922 | $ 878,107 | $ 878,985 | $ 904,833 | $ 888,155 | $ 809,939 | $ 3,644,953 | $ 3,481,912 | $ 3,432,515 |
Income from operations | 131,116 | 164,477 | 167,010 | 125,998 | 125,238 | 138,423 | 128,426 | 102,421 | 588,601 | 494,508 | 432,405 |
Income from continuing operations before income taxes | 130,992 | 163,385 | 165,752 | 125,564 | 124,199 | 141,144 | 132,611 | 100,552 | 585,693 | 498,506 | 429,001 |
Net income attributable to common stockholders | $ 89,102 | $ 104,142 | $ 110,176 | $ 81,558 | $ 82,392 | $ 102,506 | $ 86,188 | $ 88,214 | $ 384,978 | $ 359,300 | $ 318,812 |
Earnings per share (attributable to common stockholders): | |||||||||||
Net income, basic (in dollars per share) | $ 1.29 | $ 1.50 | $ 1.58 | $ 1.16 | $ 1.17 | $ 1.40 | $ 1.22 | $ 1.21 | $ 5.52 | $ 5.09 | $ 4.48 |
Net income, diluted (in dollars per share) | $ 1.28 | $ 1.49 | $ 1.57 | $ 1.16 | $ 1.17 | $ 1.39 | $ 1.21 | $ 1.21 | $ 5.50 | $ 5.06 | $ 4.46 |
Schedule II - Valuation and 108
Schedule II - Valuation and Qualifying Accounts and Reserves (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Allowance for uncollectible accounts [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | $ 8,075 | $ 12,768 | $ 20,871 |
Additions Charged Against (Credited to) Revenue | 20,584 | 4,792 | 8,351 |
Additions Charged to Other Accounts | 0 | 0 | 0 |
Deductions | (20,994) | (9,485) | (16,454) |
Balance at End of Year | 7,665 | 8,075 | 12,768 |
Allowance for unbillable accounts [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 9,113 | 10,283 | 19,891 |
Additions Charged Against (Credited to) Revenue | (604) | (1,170) | (9,608) |
Additions Charged to Other Accounts | 0 | 0 | 0 |
Deductions | 0 | 0 | 0 |
Balance at End of Year | 8,509 | 9,113 | 10,283 |
Valuation allowance for deferred tax assets [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 30,019 | 33,420 | 40,046 |
Additions Charged Against (Credited to) Revenue | 0 | 0 | 0 |
Additions Charged to Other Accounts | 2,487 | 10,362 | 8,552 |
Deductions | (6,781) | (13,763) | (15,178) |
Balance at End of Year | $ 25,725 | $ 30,019 | $ 33,420 |