Willis Towers Watson said its subsidiary Willis North America Inc. completed an offering of $700,000,000 aggregate principal amount of 4.550% Senior Notes due 2031 and $300,000,000 aggregate principal amount of 5.150% Senior Notes due 2036 on December 22, 2025.

1. 01

   Willis Towers Watson said its subsidiary Willis North America Inc. completed an offering of $700,000,000 aggregate principal amount of 4.550% Senior Notes due 2031 and $300,000,000 aggregate principal amount of 5.150% Senior Notes due 2036 on December 22, 2025.

2. 02

   The company said the 2031 Notes mature on March 15, 2031 and the 2036 Notes mature on March 15, 2036, with interest accruing from the issue date and payable in cash on March 15 and September 15 of each year, with the first payment on September 15, 2026. The Notes are fully and unconditionally guaranteed by the Guarantors.

3. 03

   Willis Towers Watson said the net proceeds from the offering, after deducting the underwriting discount and estimated offering expenses, are approximately $990 million. If the previously announced Newfront acquisition closes, the company intends to use the net proceeds, together with other potential funding sources and cash on hand, to pay the consideration for the Newfront acquisition and related fees, costs and expenses and to repay $550 million aggregate principal amount of 4.400% senior notes due 2026 and related accrued interest.

4. 04

   The company said if the Newfront acquisition does not close, it intends to use the net proceeds from the offering, together with cash on hand, to repay in full the 4.400% senior notes due 2026 and to redeem the 2036 Notes pursuant to a special mandatory redemption. The Notes are senior unsubordinated unsecured obligations of the Issuer and rank equally in right of payment with all of the Issuer's existing and future unsubordinated and unsecured senior debt.

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