Transaction valuation(*) $200,000,000.00 |
Amount of Filing Fee(**) $14,260.00 |
* | Calculated solely for the purpose of determining the amount of the filing fee. This valuation is based on one-fiftieth of one percent of the aggregate principal amount of notes to be exchanged ($200,000,000) for outstanding shares of Class B-1 Common Stock, par value of $0.01, (the Class B-1 Common Stock), as described herein. | |
** | The amount of the filing fee, calculated in accordance with Rule 0-11 of the Securities Exchange Act of 1934, as amended, equals $71.30 for each $1,000,000 of the value of the transaction. |
þ | Check box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
Amount Previously Paid: $14,260.00
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Filing Party: Towers Watson & Co. | |
Form or Registration No.: Schedule TO
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Date Filed: May 17, 2010 |
o | Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer. | |
Check the appropriate boxes below to designate any transactions to which the statement relates: | ||
o | third-party tender offer subject to Rule 14d-1. | |
þ | issuer tender offer subject to Rule 13e-4. | |
o | going-private transaction subject to Rule 13e-3. | |
o | amendment to Schedule 13D under Rule 13d-2. | |
o | Check the following box if the filing is a final amendment reporting the results of the tender offer: o | |
o | If applicable, check the appropriate box(es) below to designate the appropriate rule provisions(s) relied upon: | |
o | Rule 13e-4(i) (Cross-Border Issuer Tender Offer) | |
o | Rule 14d-1(d) (Cross-Border Third-Party Tender Offer) |
Items 1 through 11. | ||||||||
Item 12. Exhibits. | ||||||||
Item 13. Information Required by Schedule 13E-3. | ||||||||
SIGNATURES | ||||||||
EXHIBIT INDEX |
(a)(1)(A)
|
Offer to Exchange, dated May 17, 2010.(1) | |
(a)(1)(B)
|
Letter of Transmittal.(1) | |
(a)(5)(A)
|
Press Release issued by the Company, dated May 17, 2010.(1) | |
(a)(5)(B)
|
Canadian Issuer Bid Circular.(1) | |
(a)(5)(C)
|
Supplement to the Offer to Exchange, dated May 20, 2010 (2) | |
(d)(1)
|
Form of Towers Watson Notes Indenture and Form of Towers Watson Notes.(1) |
(1) | Incorporated by reference from the Initial Schedule TO, filed by the Company with the Securities and Exchange Commission on May 17, 2010. | |
(2) | Incorporated by reference from Amendment No. 1, filed by the Company with the Securities and Exchange Commission on May 21, 2010. |
2
TOWERS WATSON & CO. |
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By: | /s/ Roger F. Millay | |||
Name: | Roger F. Millay | |||
Tile: | Vice President & Chief Financial Officer |
(a)(1)(A)
|
Offer to Exchange, dated May 17, 2010.(1) | |
(a)(1)(B)
|
Letter of Transmittal.(1) | |
(a)(5)(A)
|
Press Release issued by the Company, dated May 17, 2010.(1) | |
(a)(5)(B)
|
Canadian Issuer Bid Circular.(1) | |
(a)(5)(C)
|
Supplement to the Offer to Exchange, dated May 20, 2010 (2) | |
(d)(1)
|
Form of Towers Watson Notes Indenture and Form of Towers Watson Notes.(1) |
(1) | Incorporated by reference from the Initial Schedule TO, filed by the Company with the Securities and Exchange Commission on May 17, 2010. | |
(2) | Incorporated by reference from Amendment No. 1, filed by the Company with the Securities and Exchange Commission on May 21, 2010. |