Fourth quarter 2014 highlights include:
- Reported net income up 11.8%; underlying net income up
16.9%
- Reported diluted EPS up 13.5% to $0.42; underlying
diluted EPS up 17.9% to $0.46
- Reported commissions and fees grew 3.1%; reported
expenses grew 5.8%
- Underlying commissions and fees grew 7.2%; underlying
expenses grew 7.1%
- Organic commissions and fees grew 3.6%; organic
expenses grew 2.7%
- Announcing 2015 dividend increase of 3.3% and share
buyback of $175 million
Willis Group Holdings plc (NYSE:WSH), the global risk advisor,
insurance and reinsurance broker, today reported results for the
three and twelve months ended December 31, 2014.
Dominic Casserley, Willis Group Chief Executive Officer,
commented, "We finished 2014 with strong top-line growth driven by
both another quarter of mid-single digit organic growth in
commissions and fees and the impact of our recent acquisitions. We
continued to make good progress on managing our organic cost growth
and implementing our Operational Improvement Program. We achieved
all this despite some ongoing challenging markets, demonstrating
the strength of Willis' diversified business model and our intense
focus on executing our strategy. Importantly, we delivered growth
in key underlying earnings metrics, including EPS, EBITDA and
operating margin.
"We continued to reshape Willis to improve earnings, both
organically and through acquisition. During the quarter, we
welcomed new colleagues from Max Matthiessen, SurePoint
Reinsurance, and IFG into Willis and, early in 2015, reached an
agreement to acquire a majority interest in Miller Insurance
Services."
Select financial measures
|
|
|
|
Three months
ended December 31, |
Twelve months
ended December 31, |
Reported measures |
2014 |
2013 |
2014 |
2013 |
Reported commissions and fees
growth |
3.1% |
5.1% |
3.7% |
5.1% |
Reported total expenses growth |
5.8% |
(52.9)% |
5.4% |
(19.2)% |
Reported operating margin |
14.5% |
15.8% |
17.0% |
18.1% |
Reported diluted EPS |
$0.42 |
$0.37 |
$2.00 |
$2.04 |
Underlying
measures(1) |
|
|
|
|
Underlying commissions and fees
growth |
7.2% |
5.1% |
4.6% |
5.4% |
Underlying total expenses
growth |
7.1% |
10.7% |
5.7% |
7.6% |
Underlying operating margin |
16.2% |
15.2% |
18.0% |
18.6% |
Underlying diluted EPS |
$0.46 |
$0.39 |
$2.33 |
$2.45 |
Organic
measures(1) |
|
|
|
|
Organic commissions and fees
growth |
3.6% |
3.7% |
3.8% |
4.9% |
Organic total expenses
growth |
2.7% |
10.3% |
4.6% |
7.1% |
Organic operating margin |
16.6% |
14.9% |
18.2% |
18.4% |
|
|
|
|
|
(1) Underlying measures
exclude the impact of certain adjusting items and period over
period foreign exchange movements. Organic measures exclude the
above items, and the impact of acquisitions and disposals. Please
refer to supplemental financial information attached to this press
release for detailed definitions of non-GAAP financial measures and
accompanying reconciliations. |
Fourth Quarter 2014 Financial Results
Willis Group reported net income of $76 million, or $0.42 per
diluted share, in the fourth quarter of 2014 compared to net income
of $68 million, or $0.37 per diluted share, in the prior year
quarter. Items which affected the year-on-year movement in net
income included restructuring costs related to the Operational
Improvement Program of $0.06 per diluted share, unfavorable foreign
currency movements of $0.03 per diluted share, and a gain on
disposal of operations of $0.02 per diluted share.
Underlying diluted EPS were $0.46 per diluted share in the
fourth quarter of 2014, up 17.9% compared to $0.39 per diluted
share in the fourth quarter of 2013.
Revenues
Total reported commissions and fees increased 3.1% to $939
million in the fourth quarter of 2014, from $911 million in the
fourth quarter of 2013. Total commissions and fees growth included
$35 million of unfavorable foreign currency movements, and a $32
million net increase in commissions and fees from acquisitions and
disposals.
Underlying commissions and fees, which exclude the net impact of
foreign currency movements, grew 7.2%.
Organic commissions and fees, which exclude both the net impact
of foreign currency movements and the net impact of acquisitions
and disposals, grew 3.6%, driven by strong growth in Willis
International (see Segment Revenue Results below).
Other income was $15 million in the fourth quarter of 2014, an
increase of $11 million from the prior year period. The increase
reflected a $12 million settlement related to a specialty book of
business within the Global segment.
Expenses
Total Expenses
On a reported basis, total expenses increased 5.8% to $819
million in the fourth quarter of 2014, from $774 million in the
fourth quarter of 2013. Total reported expense growth included $16
million of restructuring costs related to the Operational
Improvement Program, $24 million of favorable foreign currency
movements, and a $33 million net increase in expenses from
acquisitions and disposals.
Underlying total expenses, which exclude the restructuring costs
and the impact of foreign currency movements, grew 7.1%. Included
in this growth is the $33 million period-over-period net increase
in total expenses from acquisitions and disposals which accounted
for 440 basis points of the growth.
Organic total expense growth, which excludes restructuring
costs, the impact of foreign currency movements, and the net impact
of acquisitions and disposals, was 2.7%, down significantly from
the prior year quarter, driven primarily by expense management
initiatives including the Operational Improvement Program.
Salaries and Benefits
Reported salaries and benefits were $600 million in the fourth
quarter of 2014, an increase of 5.4% from $569 million in the prior
year quarter. The growth in salaries and benefits included $19
million of favorable foreign currency movements and a $20 million
net increase in expenses from acquisitions and disposals.
Underlying salaries and benefits, which exclude the impact from
foreign currency movements, grew 9.1%. Included in this growth is
the $20 million period-over-period net increase in salaries and
benefits from acquisitions and disposals which accounted for 360
basis points of the growth.
Organic salaries and benefits, which exclude the impact from
foreign currency movements and net expenses from acquisitions and
disposals, grew 5.5%, primarily driven by period-over-period
headcount growth of approximately 1%, annual salary increases, and
increased production incentives driven by improved commissions and
fees growth in the International segment during the quarter.
Other operating expenses
Reported other operating expenses were $165 million in the
fourth quarter of 2014, a decrease of 0.6% from $166 million in the
prior year quarter. The decline in other operating expenses
included $5 million of favorable foreign currency movements and a
$9 million net increase in expenses from acquisitions and
disposals.
Underlying other operating expenses, which exclude the impact
from foreign currency movements, increased 2.5%. Included in this
growth is the $9 million period-over-period net increase in other
operating expenses from acquisitions and disposals which accounted
for 560 basis points of growth.
Organic other operating expenses, which exclude the impact from
foreign currency movements and net expenses from acquisitions and
disposals, declined 3.1% driven by company-wide cost management
initiatives and reflecting the non-recurrence of certain
branding-related expenses that were incurred in the prior
period.
Operating margin
Willis Group reported operating margin was 14.5% in the fourth
quarter of 2014, a decrease of 130 basis points compared to the
fourth quarter 2013 margin.
Underlying operating margin, which excludes the restructuring
costs and the net impact from foreign currency movements, was 16.2%
in the fourth quarter of 2014, an increase of 100 basis points
compared to the fourth quarter 2013.
Organic operating margin, which further excludes the net impact
of revenues and expenses from acquisitions and disposals, was 16.6%
in the fourth quarter 2014, an increase of 170 basis points from
14.9% in the prior year quarter. The increase was driven by
improved organic revenue growth and expense management
initiatives.
Taxes
The reported tax rate for the fourth quarter of 2014 was
approximately 28%. The full year 2014 reported tax rate was
approximately 31%. After excluding the impact of certain
items as described in note 6, the tax rates for the quarter and
full year were approximately 24% and 25%, respectively. The
most significant underlying adjustment for the full year was a
non-cash adjustment to the deferred tax asset valuation
allowance.
Segment Revenue Results
Willis North America
Organic commissions and fees in the Willis North America segment
declined 2.1% in the fourth quarter of 2014 compared with the
fourth quarter of 2013. Organic growth was negatively impacted by
the non-recurrence in the current quarter of a $5 million revenue
recognition adjustment that positively impacted revenue in the
fourth quarter of 2013. Excluding the impact from this one-time
adjustment, organic commissions and fees would have been down
0.5%.
The modest decline was largely driven by the Construction and
Real Estate/Hospitality practices both being down mid-single digits
in the quarter. These practices were impacted by reduced
project-driven revenues partly due to timing of such projects
moving to past and future quarters.
Notwithstanding the weakness in those two practices, the North
America segment continued to generate solid levels of new business
and retention levels were consistent with the prior year. The Human
Capital and FINEX practices performed well during the quarter,
delivering mid-single digit and high-single digit growth,
respectively.
Willis North America organic commission and fees for the full
year 2014 grew 2.8%.
Willis International
The Willis International segment achieved 15.9% organic growth
in commissions and fees in the fourth quarter 2014 compared with
the same period in 2013. Organic growth benefited from the
non-recurrence in the quarter of a revenue recognition adjustment
in China that negatively impacted revenue in the fourth quarter of
2013. Excluding the impact of this change in revenue recognition,
organic growth in International would have been 11.0%.
Growth in Willis International came from all regions. Despite
challenging economic conditions, operations in Western Europe grew
double digits, with growth across most markets in the region.
Eastern Europe also grew double digits, with significant growth in
Russia. Latin America grew high single digits, led by Brazil,
Venezuela and Argentina. Asia grew double digits, with growth
across most countries in the region.
Willis International organic commission and fees for the full
year 2014 grew 9.0%.
Willis Global
Organic commissions and fees in the Willis Global segment,which
comprises Willis Re, Willis Insurance UK, Facultative, Risk, and
Willis Capital Markets & Advisory, declined 0.3% in the fourth
quarter of 2014 compared with the fourth quarter of 2013.
This performance reflects varied results across the segment's
businesses. Willis Re grew mid-single digits in what is seasonally
its quietest quarter, with good growth in both the North America
and International businesses. Willis Insurance UK was down low
single digits. Natural Resources, FAJS/Hughes-Gibb and UK Large
Accounts showed solid growth, but this growth was offset by
revenue decreases in the Transport, Construction, Real Estate and
Insolvency businesses.
Willis Global organic commission and fees for the full year 2014
grew 1.4%.
Operational Improvement Program
Willis generated savings from the operational improvement
program of $9 million in the fourth quarter and $11 million for the
full year 2014, modestly better than anticipated.
Restructuring costs from the program were $16 million in the
fourth quarter of 2014. Restructuring costs for the full year 2014
were $36 million. Details of the costs by segment and type of
expense are included in note 7 of the supplemental financial
information attached to the release.
The Company will provide an update on the progress of the
Program and associated spend and savings estimates when it reports
its second quarter 2015 results.
Full Year 2014 Financial Results
Reported net income for the twelve months ended December 31,
2014 was $362 million, or $2.00 per diluted share, compared with
$365 million, or $2.04 per diluted share, in the same period a year
ago. Underlying earnings per diluted share were $2.33 for full year
2014, compared with $2.45 in 2013.
Total commissions and fees were $3,767 million for the twelve
months ended December 31, 2014 compared to $3,633 million for 2013.
Organic growth in commissions and fees was 3.8% over the same
period.
Reported operating income and reported operating margin were
$647 million and 17.0%, respectively, for the twelve months ended
December 31, 2014, compared with $663 million and 18.1%,
respectively, for the prior year. Underlying operating margin was
18.0% in 2014, a decrease of 60 basis points from 18.6% in 2013.
Excluding the net impact of acquisitions and disposals, organic
operating margin was 18.2%, a decrease of 20 basis points from
18.4% in 2013.
Balance Sheet Highlights
As of December 31, 2014, cash and cash equivalents were $635
million, total debt was $2,309 million and total equity was $2,007
million. As of December 31, 2013, cash and cash equivalents totaled
$796 million, total debt was $2,326 million and total equity was
$2,243 million.
Dividends
At its February 2015 Board meeting, the Board of Directors
approved a 3.3% increase in the regular quarterly cash dividend
from $0.30 per share to $0.31 per share (an annual rate of $1.24
per share). The dividend is payable on April 15, 2015 to
shareholders of record at March 31, 2015.
Share Buyback
Willis intends to buy back approximately $175 million in shares
in 2015 to offset the increase in shares outstanding resulting from
the exercise of employee stock options. The buybacks will be made
in the open market or through privately-negotiated transactions,
from time to time, depending on market conditions. The share
buyback program may be modified, extended or terminated at any time
by the Board of Directors.
2015 Outlook
Dominic Casserley stated, "We enter the new year well
positioned. We expect to drive our 2015 performance with
mid-single digit organic revenue growth, supported by our recent
acquisitions which we expect will deliver underlying EBITDA ranging
from $55 million to $65 million, depending on when we close the
Miller transaction. Finally, we expect that our organic cost
management actions, combined with the impact of our Operational
Improvement Program, will allow us to deliver at least 130 basis
points of positive spread between organic revenue and expense
growth in 2015."
Conference Call, Webcast and Slide
Presentation
A conference call to discuss the fourth quarter 2014 results
will be held on Wednesday, February 11, 2015, at 8:00 AM Eastern
Time. To participate in the live call, please dial (866) 803-2143
(U.S.) or +1 (210) 795-1098 (international) with a pass code of
"Willis". A live (listen-only) audio web cast may be accessed
through the investor relations section of the Company website at
www.willis.com.
A replay of the call will be available through March 13, 2015 at
5:00 PM Eastern Time, by calling (800) 513-1167 (U.S.) or + 1 (402)
344-6797 (international). A replay of the webcast will be available
through the website.
About Willis
Willis Group Holdings plc is a leading global risk advisor,
insurance and reinsurance broker. With roots dating to 1828, Willis
operates today on every continent with more than 18,000 employees
in over 400 offices. Willis offers its clients superior expertise,
teamwork, innovation and market-leading products and professional
services in risk management and transfer. Our experts rank among
the world's leading authorities on analytics, modelling and
mitigation strategies at the intersection of global commerce and
extreme events. Find more information at our Website,
www.willis.com, our leadership journal, Resilience, or our
up-to-the-minute blog on breaking news, WillisWire. Across
geographies, industries and specialisms, Willis provides its local
and multinational clients with resilience for a risky world.
Forward-looking statements
We have included in this document 'forward-looking statements'
within the meaning of Section 27A of the Securities Act of
1933, and Section 21E of the Securities Exchange Act of 1934,
which are intended to be covered by the safe harbors created by
those laws. These forward-looking statements include information
about possible or assumed future results of our operations. All
statements, other than statements of historical facts that address
activities, events or developments that we expect or anticipate may
occur in the future, including such things as our outlook, future
capital expenditures, growth in commissions and fees, business
strategies, competitive strengths, goals, the benefits of new
initiatives, growth of our business and operations, plans and
references to future successes, are forward-looking statements.
Also, when we use the words such as 'anticipate', 'believe',
'estimate', 'expect', 'intend', 'plan', 'probably', or similar
expressions, we are making forward-looking statements.
There are important uncertainties, events and factors that could
cause our actual results or performance to differ materially from
those in the forward-looking statements contained in this document,
including the following:
- the impact of any regional, national or global political,
economic, business, competitive, market, environmental or
regulatory conditions on our global business operations;
- the impact of current global economic conditions on our results
of operations and financial condition, including as a result of
those associated with the Eurozone, any insolvencies of or other
difficulties experienced by our clients, insurance companies or
financial institutions;
- our ability to implement and fully realize anticipated benefits
of our growth strategy and revenue generating initiatives;
- our ability to implement and realize anticipated benefits of
any expense reduction initiative, including our ability to achieve
expected savings from the multi-year operational improvement
program as a result of unexpected costs or delays and demand on
managerial, operational and administrative resources and/or
macroeconomic factors affecting the program;
- changes in the tax or accounting treatment of our operations
and fluctuations in our tax rate;
- volatility or declines in insurance markets and premiums on
which our commissions are based, but which we do not control;
- our ability to develop and implement technology solutions and
invest in innovative product offerings in an efficient and
effective manner;
- our ability to continue to manage our significant
indebtedness;
- our ability to compete in our industry;
- our ability to develop new products and services;
- material changes in commercial property and casualty markets
generally or the availability of insurance products or changes in
premiums resulting from a catastrophic event, such as a
hurricane;
- our ability to retain key employees and clients and attract new
business;
- the timing or ability to carry out share repurchases and
redemptions;
- the timing or ability to carry out refinancing or take other
steps to manage our capital and the limitations in our long-term
debt agreements that may restrict our ability to take these
actions;
- fluctuations in our earnings as a result of potential changes
to our valuation allowance(s) on our deferred tax assets;
- any fluctuations in exchange and interest rates that could
affect expenses and revenue;
- the potential costs and difficulties in complying with a wide
variety of foreign laws and regulations and any related changes,
given the global scope of our operations;
- rating agency actions, including a downgrade to our credit
rating, that could inhibit our ability to borrow funds or the
pricing thereof and in certain circumstances cause us to offer to
buy back some of our debt;
- a significant decline in the value of investments that fund our
pension plans or changes in our pension plan liabilities or funding
obligations;
- our ability to achieve anticipated benefits of any acquisition
or other transactions in which we may engage, including any
revenue growth or operational efficiencies;
- our ability to effectively integrate any acquisition into our
business;
- our inability to exercise full management control over our
associates, such as Gras Savoye;
- our ability to receive dividends or other distributions in
needed amounts from our subsidiaries;
- any potential impact from the US healthcare reform
legislation;
- our involvement in and the results of any regulatory
investigations, legal proceedings and other contingencies;
- underwriting, advisory or reputational risks associated with
non-core operations as well as the potential significant impact our
non-core operations (including the Willis Capital Markets &
Advisory operations) can have on our financial results;
- our exposure to potential liabilities arising from errors and
omissions and other potential claims against us;
- the interruption or loss of our information processing systems,
data security breaches or failure to maintain secure information
systems; and
- impairment of the goodwill in one of our reporting units, in
which case we may be required to record significant charges to
earnings.
The foregoing list of factors is not exhaustive and new factors
may emerge from time to time that could also affect actual
performance and results. For more information see the section
entitled ''Risk Factors'' included in Willis' Form 10-K for the
year ended December 31, 2013 and our subsequent filings with the
Securities and Exchange Commission. Copies are available online at
http://www.sec.gov or www.willis.com.
Although we believe that the assumptions underlying our
forward-looking statements are reasonable, any of these
assumptions, and therefore also the forward-looking statements
based on these assumptions, could themselves prove to be
inaccurate. In light of the significant uncertainties inherent in
the forward-looking statements included in this document, our
inclusion of this information is not a representation or guarantee
by us that our objectives and plans will be achieved.
Our forward-looking statements speak only as of the date made
and we will not update these forward-looking statements unless the
securities laws require us to do so. In light of these risks,
uncertainties and assumptions, the forward-looking events discussed
in this document may not occur, and we caution you against unduly
relying on these forward-looking statements.
Non-GAAP supplemental financial information
This press release contains references to non-GAAP financial
measures as defined in Regulation G of SEC rules.
Consistent with Regulation G, a reconciliation of this supplemental
financial information to our GAAP information is in the earnings
release or the note disclosures that follow. We present such
non-GAAP supplemental financial information, as we believe such
information is of interest to the investment community because it
provides additional meaningful methods of evaluating certain
aspects of the Company's operating performance from period to
period on a basis that may not be otherwise apparent on a GAAP
basis. This supplemental financial information should be viewed in
addition to, not in lieu of, the Company's condensed consolidated
financial statements.
WILLIS GROUP HOLDINGS
plc |
CONDENSED CONSOLIDATED
INCOME STATEMENTS |
(in millions, except per share
data) |
(unaudited) |
|
|
|
|
|
|
Three months
ended December 31, |
Twelve months
ended December 31, |
|
2014 |
2013 |
2014 |
2013 |
Revenues |
|
|
|
|
Commissions and fees |
$ 939 |
$ 911 |
$ 3,767 |
$ 3,633 |
Investment income |
4 |
4 |
16 |
15 |
Other income |
15 |
4 |
19 |
7 |
Total revenues |
958 |
919 |
3,802 |
3,655 |
Expenses |
|
|
|
|
Salaries and benefits (including share-based
compensation of $14 million, $11 million, $57 million, $42
million) |
600 |
569 |
2,314 |
2,207 |
Other operating expenses |
165 |
166 |
659 |
636 |
Depreciation expense |
22 |
26 |
92 |
94 |
Amortization of intangible assets |
16 |
13 |
54 |
55 |
Restructuring costs |
16 |
-- |
36 |
-- |
Total expenses |
819 |
774 |
3,155 |
2,992 |
Operating income |
139 |
145 |
647 |
663 |
Loss on extinguishment of debt |
-- |
-- |
-- |
60 |
Other (income) expense, net |
(18) |
(7) |
(6) |
(22) |
Interest expense |
34 |
33 |
135 |
126 |
Income before income taxes and
interest in (losses) earnings of associates |
123 |
119 |
518 |
499 |
Income taxes |
35 |
34 |
159 |
122 |
Income before interest in (losses)
earnings of associates |
88 |
85 |
359 |
377 |
Interest in (losses) earnings of associates,
net of tax |
(5) |
(11) |
14 |
-- |
Net income |
83 |
74 |
373 |
377 |
Less: Net income attributable to
noncontrolling interests |
(7) |
(6) |
(11) |
(12) |
Net income attributable to Willis
Group Holdings |
$ 76 |
$ 68 |
$ 362 |
$ 365 |
|
|
|
|
|
|
|
|
|
|
|
Three months
ended December 31, |
Twelve months
ended December 31, |
|
2014 |
2013 |
2014 |
2013 |
Earnings per Share – Basic and
Diluted |
|
|
|
|
Net income attributable to Willis
Group Holdings shareholders: |
|
|
|
|
- Basic |
$ 0.43 |
$ 0.38 |
$ 2.03 |
$ 2.07 |
- Diluted |
0.42 |
0.37 |
2.00 |
2.04 |
Average Number of Shares
Outstanding |
|
|
|
|
- Basic |
177 |
178 |
178 |
176 |
- Diluted |
180 |
182 |
181 |
179 |
Shares Outstanding at December 31
(thousands) |
178,701 |
178,861 |
178,701 |
178,861 |
|
WILLIS GROUP HOLDINGS
plc |
CONDENSED DRAFT BALANCE
SHEETS |
(in millions) (unaudited) |
|
|
|
|
December 31,
2014 |
December 31,
2013 |
Current assets |
|
|
Cash & cash
equivalents |
$ 635 |
$ 796 |
Accounts receivable, net |
1,044 |
1,041 |
Fiduciary assets |
8,948 |
8,412 |
Deferred tax assets |
12 |
15 |
Other current assets |
214 |
197 |
Total current assets |
10,853 |
10,461 |
|
|
|
Non-current assets |
|
|
Fixed assets, net |
483 |
481 |
Goodwill |
2,937 |
2,838 |
Other intangible assets,
net |
450 |
353 |
Investments in associates |
169 |
176 |
Deferred tax assets |
9 |
7 |
Pension benefits asset |
314 |
278 |
Other non-current assets |
220 |
206 |
Total non-current assets |
4,582 |
4,339 |
Total assets |
$ 15,435 |
$ 14,800 |
|
|
|
Liabilities and equity |
|
|
Current liabilities |
|
|
Fiduciary liabilities |
$ 8,948 |
$ 8,412 |
Deferred revenue and accrued
expenses |
619 |
586 |
Income taxes payable |
33 |
21 |
Current portion of long-term
debt |
167 |
15 |
Deferred tax
liabilities |
21 |
25 |
Other current liabilities |
444 |
415 |
Total current liabilities |
10,232 |
9,474 |
|
|
|
Non-current liabilities |
|
|
Long-term debt |
2,142 |
2,311 |
Liability for pension
benefits |
284 |
136 |
Deferred tax liabilities |
128 |
56 |
Provision for liabilities |
194 |
206 |
Other non-current
liabilities |
389 |
374 |
Total non-current liabilities |
3,137 |
3,083 |
Total liabilities |
13,369 |
12,557 |
|
|
|
Redeemable noncontrolling interest |
59 |
-- |
|
|
|
Total Willis Group Holdings stockholders'
equity |
1,985 |
2,215 |
Noncontrolling interests |
22 |
28 |
Total equity |
2,007 |
2,243 |
Total liabilities and
equity |
$ 15,435 |
$ 14,800 |
|
WILLIS GROUP HOLDINGS
plc |
CONDENSED DRAFT CASH
FLOW STATEMENTS |
(in millions) (unaudited) |
|
|
|
|
|
|
Three
months ended December 31, |
Twelve months ended December 31, |
|
|
2014 |
2013 |
2014 |
2013 |
Cash flows from operating
activities |
|
|
|
|
Net income |
$ 83 |
$ 74 |
$ 373 |
$ 377 |
Adjustments to reconcile net
income to total net cash provided by operating activities |
60 |
77 |
254 |
313 |
Changes in operating assets and
liabilities, net of effects from purchase of subsidiaries |
53 |
44 |
(150) |
(129) |
Net cash provided by operating
activities |
$ 196 |
$ 195 |
$ 477 |
$ 561 |
|
|
|
|
|
Net cash used in investing
activities |
$ (159) |
$ (15) |
$ (276) |
$ (120) |
|
|
|
|
|
Net cash used in financing
activities |
$ (40) |
$ (5) |
$ (323) |
$ (137) |
|
|
|
|
|
(Decrease) increase in cash and cash
equivalents |
$ (3) |
$ 175 |
$ (122) |
$ 304 |
Effect of exchange rate changes
on cash and cash equivalents |
(18) |
(2) |
(39) |
(8) |
Cash and cash equivalents,
beginning of period |
656 |
623 |
796 |
500 |
Cash and cash equivalents, end of
period |
$ 635 |
$ 796 |
$ 635 |
$ 796 |
WILLIS GROUP
HOLDINGS plc SUPPLEMENTAL FINANCIAL
INFORMATION (in millions, except per share data)
(unaudited)
1. Definitions
of non-GAAP financial measures
We believe that investors' understanding of the Company's
performance is enhanced by our disclosure of the following non-GAAP
financial measures. Our method of calculating these measures may
differ from those used by other companies and therefore
comparability may be limited.
Organic commissions and fees growth
Organic commissions and fees growth excludes: (i) the impact of
foreign currency translation; (ii) the first twelve months of net
commission and fee revenues generated from acquisitions; and (iii)
the net commission and fee revenues related to operations disposed
of in each period presented, from reported commissions and fees
growth.
We believe organic growth in commissions and fees provides a
measure that the investment community may find helpful in assessing
the performance of operations that were part of our operations in
both the current and prior periods, and provides a measure against
which our businesses may be assessed in the future.
Underlying commissions and fees, underlying revenues, underlying
total expenses, underlying salaries and benefits, underlying other
operating expenses, underlying operating income, underlying
operating margin, underlying EBITDA, underlying net income and
underlying net income per diluted share ("Underlying
measures").
Underlying measures are calculated by excluding the impact of
certain items, including foreign currency translation, from the
most directly comparable GAAP measures. We believe that excluding
such items provides a more complete and consistent comparative
analysis of our results of operations.
Organic revenues, organic total expenses, organic salaries and
benefits, organic other operating expenses, organic operating
income, organic operating margin and organic EBITDA ("Organic
measures").
Organic measures are calculated by excluding the twelve month
impact from acquisitions and disposals (together with the impact of
certain items, including foreign currency translation noted above),
from the most directly comparable GAAP measures. We believe that
excluding these items provides a more complete and consistent
comparative analysis of our results of operations.
2.
Organic commissions and fees
The following tables reconcile reported commissions and fees
growth to organic commissions and fees growth, as defined in note 1
of the supplemental financial information, for the three and twelve
months ended December 31, 2014.
|
Three months
ended December 31, |
Change attributable to |
|
2014 |
2013 |
% Change |
Foreign currency movements |
Acquisitions and disposals |
Organic commissions and
fees growth |
North America |
$ 328 |
$ 345 |
(4.9)% |
--% |
(2.8)% |
(2.1)% |
International |
325 |
274 |
18.6% |
(14.1)% |
16.8% |
15.9% |
Global |
286 |
292 |
(2.1)% |
(2.1)% |
0.3% |
(0.3)% |
Total |
$ 939 |
$ 911 |
3.1% |
(4.1)% |
3.6% |
3.6% |
|
|
|
|
|
|
|
|
Twelve months
ended December 31, |
Change attributable to |
|
2014 |
2013 |
% Change |
Foreign currency movements |
Acquisitions and disposals |
Organic commissions and
fees growth |
North America |
$ 1,365 |
$ 1,349 |
1.2% |
(0.1)% |
(1.5)% |
2.8% |
International |
1,016 |
926 |
9.7% |
(5.1)% |
5.8% |
9.0% |
Global |
1,386 |
1,358 |
2.1% |
0.9% |
(0.2)% |
1.4% |
Total |
$ 3,767 |
$ 3,633 |
3.7% |
(0.9)% |
0.8% |
3.8% |
3. Underlying
and Organic total expenses, salaries and benefits and other
operating expenses
The following tables reconcile total expenses, salaries and
benefits and other operating expenses, respectively the most
directly comparable GAAP measures to underlying and organic total
expenses, underlying and organic salaries and benefits, and
underlying and organic other operating expenses, for the three and
twelve months ended December 31, 2014 and 2013:
|
Three months
ended December 31, |
Twelve months
ended December 31, |
|
2014 |
2013 |
% Change |
2014 |
2013 |
% Change |
Reported Total expenses |
$ 819 |
$ 774 |
5.8 |
$ 3,155 |
$ 2,992 |
5.4 |
Excluding: |
|
|
|
|
|
|
Operational improvement
program |
(16) |
-- |
|
(36) |
-- |
|
Expense reduction
initiative |
-- |
-- |
|
-- |
(46) |
|
Fees related to extinguishment
of debt |
-- |
-- |
|
-- |
(1) |
|
Foreign currency movements
(1) |
-- |
(24) |
|
-- |
6 |
|
Underlying Total expenses |
$ 803 |
$ 750 |
7.1 |
$ 3,119 |
$ 2,951 |
5.7 |
Net expenses from acquisitions and
disposals |
(40) |
(7) |
|
(53) |
(19) |
|
Organic Total expenses |
$ 763 |
$ 743 |
2.7 |
$ 3,066 |
$ 2,932 |
4.6 |
|
|
|
|
|
|
|
|
Three months
ended December 31, |
Twelve months
ended December 31, |
|
2014 |
2013 |
% Change |
2014 |
2013 |
% Change |
Reported Salaries and benefits |
$ 600 |
$ 569 |
5.4 |
$ 2,314 |
$ 2,207 |
4.8 |
Excluding: |
|
|
|
|
|
|
Expense reduction
initiative |
-- |
-- |
|
-- |
(29) |
|
Foreign currency movements
(1) |
-- |
(19) |
|
-- |
3 |
|
Underlying Salaries and benefits |
$ 600 |
$ 550 |
9.1 |
$ 2,314 |
$ 2,181 |
6.1 |
Net expenses from acquisitions
and disposals |
(25) |
(5) |
|
(33) |
(13) |
|
Organic Salaries and benefits |
$ 575 |
$ 545 |
5.5 |
$ 2,281 |
$ 2,168 |
5.2 |
|
|
|
|
|
|
|
(1) For prior
periods, underlying measures have been rebased to current period
exchange rates to remove the impact of foreign currency movements
when comparing periods. |
3.
Underlying and Organic total expenses, salaries and
benefits and other operating expenses (continued)
|
Three
months ended December 31, |
Twelve
months ended December 31, |
|
2014 |
2013 |
%
Change |
2014 |
2013 |
%
Change |
Reported Other operating expenses |
$ 165 |
$ 166 |
(0.6) |
$ 659 |
$ 636 |
3.6 |
Excluding: |
|
|
|
|
|
|
Expense reduction
initiative |
-- |
-- |
|
-- |
(12) |
|
Fees related to extinguishment
of debt |
-- |
-- |
|
-- |
(1) |
|
Foreign currency movements
(1) |
-- |
(5) |
|
-- |
2 |
|
Underlying Other operating expenses |
$ 165 |
$ 161 |
2.5 |
$ 659 |
$ 625 |
5.4 |
Net expenses from acquisitions
and disposals |
(10) |
(1) |
|
(12) |
(3) |
|
Organic Other operating expenses |
$ 155 |
$ 160 |
(3.1) |
$ 647 |
$ 622 |
4.0 |
|
|
|
|
|
|
|
(1) For prior
periods, underlying measures have been rebased to current period
exchange rates to remove the impact of foreign currency movements
when comparing periods. |
4. Underlying and
organic revenue, operating income, and operating
margin
The following table reconciles total revenues and operating
income, respectively the most directly comparable GAAP measures, to
underlying and organic revenue, and underlying and organic
operating income, for the three and twelve months ended December
31, 2014 and 2013:
|
Three months
ended December 31, |
Twelve months
ended December 31, |
|
2014 |
2013 |
% Change |
2014 |
2013 |
% Change |
Total revenues |
$ 958 |
$ 919 |
4.2 |
$ 3,802 |
$ 3,655 |
4.0 |
Excluding: |
|
|
|
|
|
|
Foreign currency movements |
-- |
(35) |
|
-- |
(30) |
|
Underlying revenue |
$ 958 |
$ 884 |
8.4 |
$ 3,802 |
$ 3,625 |
4.9 |
Net revenue from acquisitions
and disposals |
(43) |
(11) |
|
(56) |
(30) |
|
Organic revenue |
$ 915 |
$ 873 |
4.8 |
$ 3,746 |
$ 3,595 |
4.2 |
|
|
|
|
|
|
|
Operating income |
$ 139 |
$ 145 |
(4.1) |
$ 647 |
$ 663 |
(2.4) |
Excluding: |
|
|
|
|
|
|
Operational Improvement
program |
16 |
-- |
|
36 |
-- |
|
Expense reduction
initiative |
-- |
-- |
|
-- |
46 |
|
Fees related to extinguishment
of debt |
-- |
-- |
|
-- |
1 |
|
Foreign currency movements
(1) |
-- |
(11) |
|
-- |
(36) |
|
Underlying operating income |
$ 155 |
$ 134 |
15.7 |
$ 683 |
$ 674 |
1.3 |
Net operating income from
acquisitions and disposals |
(3) |
(4) |
|
(3) |
(11) |
|
Organic operating income |
$ 152 |
$ 130 |
16.9 |
$ 680 |
$ 663 |
2.6 |
Operating margin, or operating income as a
percentage of total revenues |
14.5% |
15.8% |
|
17.0% |
18.1% |
|
Underlying operating margin, or underlying
operating income as a percentage of total underlying
revenues |
16.2% |
15.2% |
|
18.0% |
18.6% |
|
Organic operating margin, or organic
operating income as a percentage of total organic
revenues |
16.6% |
14.9% |
|
18.2% |
18.4% |
|
|
|
|
|
|
|
|
(1) For prior
periods, underlying measures have been rebased to current period
exchange rates to remove the impact of foreign currency movements
when comparing periods. |
5. Underlying
and organic EBITDA
The following table reconciles net income, the most directly
comparable GAAP measure to EBITDA, underlying EBITDA and organic
EBITDA, for the three and twelve months ended December 31, 2014 and
2013:
|
Three months
ended December 31, |
Twelve months
ended December 31, |
|
2014 |
2013 |
% Change |
2014 |
2013 |
% Change |
Net income attributable to Willis Group
Holdings |
$ 76 |
$ 68 |
11.8 |
$ 362 |
$ 365 |
(0.8) |
Excluding: |
|
|
|
|
|
|
Net income attributable to non
controlling interests |
7 |
6 |
|
11 |
12 |
|
Interest in losses (earnings)
of associates, net of tax |
5 |
11 |
|
(14) |
-- |
|
Income taxes |
35 |
34 |
|
159 |
122 |
|
Interest expense |
34 |
33 |
|
135 |
126 |
|
Other expense (income),
net |
(18) |
(7) |
|
(6) |
(22) |
|
Loss on extinguishment of
debt |
-- |
-- |
|
-- |
60 |
|
Depreciation |
22 |
26 |
|
92 |
94 |
|
Amortization |
16 |
13 |
|
54 |
55 |
|
EBITDA |
$ 177 |
$ 184 |
(3.8) |
$ 793 |
$ 812 |
(2.3) |
Excluding: |
|
|
|
|
|
|
Operational Improvement
Program |
16 |
-- |
|
36 |
-- |
|
Expense reduction
initiative |
-- |
-- |
|
-- |
41 |
|
Fees related to extinguishment
of debt |
-- |
-- |
|
-- |
1 |
|
Foreign currency
movements(1) |
-- |
(11) |
|
-- |
(35) |
|
Underlying EBITDA |
$ 193 |
$ 173 |
11.6 |
$ 829 |
$ 819 |
1.2 |
Net EBITDA from acquisitions
and disposals |
(8) |
(4) |
|
(11) |
(11) |
|
Organic EBITDA |
$ 185 |
$ 169 |
9.5 |
$ 818 |
$ 808 |
1.2 |
|
|
|
|
|
|
|
(1) For prior
periods, underlying measures have been rebased to current period
exchange rates to remove the impact of foreign currency movements
when comparing periods. |
6. Underlying
net income and earnings per diluted share
The following tables reconcile net income and net income per
diluted share, the most directly comparable GAAP measures, to
underlying net income and underlying net income per diluted share,
for the three and twelve months ended December 31, 2014 and
2013:
|
Three months ended December 31, |
Per diluted share
Three months ended December 31, |
|
2014 |
2013 |
% Change |
2014 |
2013 |
% Change |
Net income attributable to Willis Group
Holdings plc |
$ 76 |
$ 68 |
11.8 |
$ 0.42 |
$ 0.37 |
13.5 |
Excluding: |
|
|
|
|
|
|
Operational Improvement
Program, net of tax ($5, $nil) |
11 |
-- |
|
0.06 |
-- |
|
Deferred tax valuation
allowance |
-- |
9 |
|
-- |
0.05 |
|
Net gain on disposal of
operations, net of tax ($9, $1) |
(4) |
(1) |
|
(0.02) |
-- |
|
Foreign currency
movements(1) |
-- |
(5) |
|
-- |
(0.03) |
|
Underlying net income |
$ 83 |
$ 71 |
16.9 |
$ 0.46 |
$ 0.39 |
17.9 |
|
|
|
|
|
|
|
Average diluted shares outstanding |
180 |
182 |
|
|
|
|
|
|
|
|
|
|
|
(1) For prior
periods, underlying measures have been rebased to current period
exchange rates to remove the impact of foreign currency movements
when comparing periods. |
6. Underlying net
income and earnings per diluted share (continued)
|
Twelve months ended December
31, |
Per diluted share
Twelve months ended December 31, |
|
2014 |
2013 |
% Change |
2014 |
2013 |
% Change |
Net income attributable to Willis Group
Holdings plc |
$ 362 |
$ 365 |
(0.8) |
$ 2.00 |
$ 2.04 |
(2.0) |
Excluding: |
|
|
|
|
|
|
Operational Improvement
Program, net of tax ($9, $nil) |
27 |
-- |
|
0.15 |
-- |
|
Venezuela currency devaluation,
net of tax ($1, $nil) |
13 |
-- |
|
0.07 |
-- |
|
Deferred tax valuation
allowance |
21 |
9 |
|
0.12 |
0.05 |
|
Net gain on disposal of
operations, net of tax ($10 ,$1) |
(2) |
(1) |
|
(0.01) |
(0.01) |
|
Fees related to the
extinguishment of debt, net of tax ($nil, $nil) |
-- |
1 |
|
-- |
0.01 |
|
Loss on extinguishment of debt,
net of tax ($nil, $nil) |
-- |
60 |
|
-- |
0.34 |
|
Expense reduction initiative,
net of tax ($nil, $8) |
-- |
38 |
|
-- |
0.21 |
|
Foreign currency
movements(1) |
-- |
(34) |
|
-- |
(0.19) |
|
Underlying net income |
$ 421 |
$ 438 |
(3.9) |
$ 2.33 |
$ 2.45 |
(4.9) |
|
|
|
|
|
|
|
Average diluted shares outstanding |
181 |
179 |
|
|
|
|
|
|
|
|
|
|
|
(1) For prior periods, underlying
measures have been rebased to current period exchange rates to
remove the impact of foreign currency movements when comparing
periods |
7.
Operational Improvement Program restructuring
costs
|
Three months
ended December 31, 2014 |
|
North America |
International |
Global |
Corporate |
Total |
|
|
|
|
|
|
Termination benefits |
$ -- |
$ -- |
$ 2 |
$ -- |
$ 2 |
Professional services & other |
-- |
2 |
-- |
12 |
14 |
|
|
|
|
|
|
Total restructuring costs |
$ -- |
$ 2 |
$ 2 |
$ 12 |
$ 16 |
|
|
|
|
|
|
|
Twelve months
ended December 31, 2014 |
|
North America |
International |
Global |
Corporate |
Total |
|
|
|
|
|
|
Termination benefits |
$ 3 |
$ 3 |
$ 10 |
$ -- |
$ 16 |
Professional services & other |
-- |
2 |
1 |
17 |
20 |
|
|
|
|
|
|
Total restructuring costs |
$ 3 |
$ 5 |
$ 11 |
$ 17 |
$ 36 |
8. Condensed
consolidated income statements by quarter
|
2013 |
2014 |
|
Q1 |
Q2 |
Q3 |
Q4 |
FY |
Q1 |
Q2 |
Q3 |
Q4 |
FY |
Revenues |
|
|
|
|
|
|
|
|
|
|
Commissions and fees |
$ 1,046 |
$ 885 |
$ 791 |
$ 911 |
$ 3,633 |
$ 1,090 |
$ 930 |
$ 808 |
$ 939 |
$ 3,767 |
Investment income |
4 |
3 |
4 |
4 |
15 |
4 |
4 |
4 |
4 |
16 |
Other income |
1 |
2 |
-- |
4 |
7 |
3 |
1 |
-- |
15 |
19 |
Total revenues |
1,051 |
890 |
795 |
919 |
3,655 |
1,097 |
935 |
812 |
958 |
3,802 |
Expenses |
|
|
|
|
|
|
|
|
|
|
Salaries and benefits |
568 |
529 |
541 |
569 |
2,207 |
570 |
575 |
569 |
600 |
2,314 |
Other operating expenses |
162 |
159 |
149 |
166 |
636 |
165 |
173 |
156 |
165 |
659 |
Depreciation expense |
26 |
21 |
21 |
26 |
94 |
23 |
24 |
23 |
22 |
92 |
Amortization of intangible assets |
14 |
14 |
14 |
13 |
55 |
13 |
12 |
13 |
16 |
54 |
Restructuring costs |
-- |
-- |
-- |
-- |
-- |
-- |
3 |
17 |
16 |
36 |
Total expenses |
770 |
723 |
725 |
774 |
2,992 |
771 |
787 |
778 |
819 |
3,155 |
Operating income |
281 |
167 |
70 |
145 |
663 |
326 |
148 |
34 |
139 |
647 |
Loss on extinguishment of debt |
-- |
-- |
60 |
-- |
60 |
-- |
-- |
-- |
-- |
-- |
Other (income) expense, net |
(6) |
(4) |
(5) |
(7) |
(22) |
-- |
3 |
9 |
(18) |
(6) |
Interest expense |
31 |
32 |
30 |
33 |
126 |
32 |
35 |
34 |
34 |
135 |
Income (loss) before income taxes and
interest in earnings (losses) of associates |
256 |
139 |
(15) |
119 |
499 |
294 |
110 |
(9) |
123 |
518 |
Income taxes |
48 |
29 |
11 |
34 |
122 |
63 |
59 |
2 |
35 |
159 |
Income (loss) before interest in
earnings (losses) of associates |
208 |
110 |
(26) |
85 |
377 |
231 |
51 |
(11) |
88 |
359 |
Interest in earnings(losses) of associates,
net of tax |
15 |
(3) |
(1) |
(11) |
-- |
19 |
(3) |
3 |
(5) |
14 |
Net income (loss) |
223 |
107 |
(27) |
74 |
377 |
250 |
48 |
(8) |
83 |
373 |
Net (loss) income attributable to
noncontrolling interests |
(4) |
(2) |
-- |
(6) |
(12) |
(4) |
(1) |
1 |
(7) |
(11) |
Net income (loss) attributable to
Willis Group Holdings |
$ 219 |
$ 105 |
$ (27) |
$ 68 |
$ 365 |
$ 246 |
$ 47 |
$ (7) |
$ 76 |
$ 362 |
Diluted earnings per
share |
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Willis
Group Holdings shareholders |
$ 1.24 |
$ 0.59 |
$ (0.15) |
$ 0.37 |
$ 2.04 |
$ 1.35 |
$ 0.26 |
$ (0.04) |
$ 0.42 |
$ 2.00 |
Average number of shares
outstanding |
|
|
|
|
|
|
|
|
|
|
- Diluted |
176 |
178 |
177 |
182 |
179 |
182 |
182 |
178 |
180 |
181 |
9. Segment
information by quarter
|
2013 |
2014 |
|
Q1 |
Q2 |
Q3 |
Q4 |
FY |
Q1 |
Q2 |
Q3 |
Q4 |
FY |
|
|
|
|
|
|
|
|
|
|
|
Commissions and fees |
|
|
|
|
|
|
|
|
|
|
Global |
$ 427 |
$ 350 |
$ 289 |
$ 292 |
$ 1,358 |
$ 442 |
$ 368 |
$ 290 |
$ 286 |
$ 1,386 |
North America |
355 |
327 |
322 |
345 |
1,349 |
369 |
340 |
328 |
328 |
1,365 |
International |
264 |
208 |
180 |
274 |
926 |
279 |
222 |
190 |
325 |
1,016 |
Total commissions and fees |
$ 1,046 |
$ 885 |
$ 791 |
$ 911 |
$ 3,633 |
$ 1,090 |
$ 930 |
$ 808 |
$ 939 |
$ 3,767 |
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
|
|
|
|
|
|
|
|
Global |
$ 428 |
$ 352 |
$ 291 |
$ 293 |
$ 1,364 |
$ 446 |
$ 371 |
$ 293 |
$ 300 |
$ 1,410 |
North America |
357 |
329 |
322 |
350 |
1,358 |
370 |
341 |
328 |
331 |
1,370 |
International |
266 |
209 |
182 |
276 |
933 |
281 |
223 |
191 |
327 |
1,022 |
Total revenues |
$ 1,051 |
$ 890 |
$ 795 |
$ 919 |
$ 3,655 |
$ 1,097 |
$ 935 |
$ 812 |
$ 958 |
$ 3,802 |
|
|
|
|
|
|
|
|
|
|
|
Operating income |
|
|
|
|
|
|
|
|
|
|
Global |
$ 187 |
$ 108 |
$ 47 |
$ 34 |
$ 376 |
$ 181 |
$ 108 |
$ 28 |
$ 35 |
$ 352 |
North America |
82 |
55 |
46 |
66 |
249 |
96 |
64 |
49 |
64 |
273 |
International |
78 |
26 |
(7) |
81 |
178 |
84 |
23 |
(7) |
97 |
197 |
Corporate and other(a) |
(66) |
(22) |
(16) |
(36) |
(140) |
(35) |
(47) |
(36) |
(57) |
(175) |
Total operating income |
$ 281 |
$ 167 |
$ 70 |
$ 145 |
$ 663 |
$ 326 |
$ 148 |
$ 34 |
$ 139 |
$ 647 |
|
|
|
|
|
|
|
|
|
|
|
Organic commissions and fees
growth |
|
|
|
|
|
|
|
|
|
|
Global |
3.4% |
8.5% |
4.5% |
0.3% |
4.3% |
2.0% |
3.4% |
(0.4)% |
(0.3)% |
1.4% |
North America |
4.4% |
5.5% |
3.8% |
5.6% |
4.8% |
4.7% |
4.8% |
3.4% |
(2.1)% |
2.8% |
International |
4.5% |
4.2% |
11.4% |
4.8% |
5.8% |
7.2% |
5.6% |
6.3% |
15.9% |
9.0% |
Total organic commissions and fees
growth |
4.1% |
6.3% |
5.7% |
3.7% |
4.9% |
4.2% |
4.5% |
2.5% |
3.6% |
3.8% |
|
|
|
|
|
|
|
|
|
|
|
Operating margin |
|
|
|
|
|
|
|
|
|
|
Global |
43.7% |
30.7% |
16.2% |
11.6% |
27.6% |
40.6% |
29.1% |
9.6% |
11.7% |
25.0% |
North America |
23.0% |
16.7% |
14.3% |
18.9% |
18.3% |
25.9% |
18.8% |
14.9% |
19.3% |
19.9% |
International |
29.3% |
12.4% |
(3.8)% |
29.3% |
19.1% |
29.9% |
10.3% |
(3.7)% |
29.7% |
19.3% |
Total operating margin |
26.7% |
18.8% |
8.8% |
15.8% |
18.1% |
29.7% |
15.8% |
4.2% |
14.5% |
17.0% |
|
|
|
|
|
|
|
|
|
|
|
(a) Corporate and other
includes certain leadership, project and other costs relating to
group functions and the non-servicing or financing elements of the
defined benefit pension scheme cost (income), as well as items such
as expense reduction initiative costs. |
CONTACT: Investors:
Peter Poillon
+1 212 915 8084
peter.poillon@willis.com
Media:
Juliet Massey
+44 7984 156 739
juliet.massey@willis.com