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Watson Wyatt & Co Holdings SECURITIES AND EXCHANGE COMMISSION FORM S-3/A Registration statement for specified transactions by certain issuers [amend] Filing Date: 2001-06-07 SEC Accession No. 0000912057-01-518973 (HTML Version on secdatabase.com) FILER WATSON WYATT & CO HOLDINGS Mailing Address Business Address 6707 DEMOCRACY BLVD 1717 H STREET N W CIK:1103126| State of Incorp.:DE | Fiscal Year End: 0630 SUITE 800 SUITE 800 Type: S-3/A | Act: 33 | File No.: 333-62252 | Film No.: 1656219 BETHESDA MD 20817 WASHINGTON DC 20006 SIC: 8742 Management consulting services 3015814600 Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 7, 2001 REGISTRATION NO. 333-62252 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------ AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ------------------------------ WATSON WYATT & COMPANY HOLDINGS (Exact Name of Registrant as Specified in Its Charter) <TABLE> <S> <C> <C> DELAWARE 6719 52-2211537 (State or Other Jurisdiction (Primary Standard (I.R.S. Employer of Incorporation or Organization) Industrial Identification Number) Classification Code Number) </TABLE> 1717 H STREET, N.W. WASHINGTON, D.C. 20006 (202) 715-7000 (Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant's Principal Executive Offices) JOHN J. HALEY PRESIDENT AND CHIEF EXECUTIVE OFFICER WATSON WYATT & COMPANY HOLDINGS 1717 H STREET, N.W., SUITE 800 WASHINGTON, D.C. 20006 (202) 715-7000 (Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service) ------------------------------ COPIES TO: <TABLE> <S> <C> <C> BRIAN J. LANE, ESQ. WALTER W. BARDENWERPER, ESQ. WILLIAM J. GRANT, JR., ESQ. RONALD O. MUELLER, ESQ. JAMES S. MINOGUE, III, ESQ. WILLKIE FARR & GALLAGHER GIBSON, DUNN & CRUTCHER LLP HONG LE NGUYEN, ESQ. 787 SEVENTH AVE. 1050 CONNECTICUT AVENUE, NW WATSON WYATT & COMPANY HOLDINGS NEW YORK, N.Y. 10019 WASHINGTON, D.C. 20036 1717 H STREET, N.W., SUITE 800 212-728-8000 (202) 955-8500 WASHINGTON, D.C. 20006 (202) 715-7000 </TABLE> ------------------------------ APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: As soon as practicable after this registration statement becomes effective. If the only securities being registered in this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. / / If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. / / Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. / / If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. / / If delivery of the prospectus is expected to be made pursuant to Rule 434, check the following box. / / ------------------------------ CALCULATION OF REGISTRATION FEE <TABLE> <CAPTION> PROPOSED PROPOSED MAXIMUM MAXIMUM TITLE OF EACH CLASS OF AMOUNT OFFERING PRICE AGGREGATE AMOUNT OF SECURITIES TO BE REGISTERED TO BE REGISTERED PER UNIT OFFERING PRICE(1) REGISTRATION FEE <S> <C> <C> <C> <C> Class A common stock offered by selling shareholders, par value $.01 per share........................... 2,845,715 $22.00 $62,605,730 $15,651 Class A common stock offered by selling shareholders, par value $.01 per share, subject to the exercise of the underwriters' over-allotment...................... 442,500 $22.00 $ 9,735,000 $ 2,434 Class A common stock offered by Watson Wyatt & Company Holdings, par value $.01 per share...................... 104,285 $22.00 $ 2,294,270 $ 574 Total................................. 3,392,500 $22.00 $74,635,000 $18,659(2) </TABLE> (1) Estimated under Rule 457(c) solely for the purpose of calculating the registration fee. (2) Previously paid. THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR DATES AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT FILES A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT THEREAFTER SHALL BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF THE SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT BECOMES EFFECTIVE ON SUCH DATE AS THE SECURITIES AND EXCHANGE COMMISSION, ACTING PURSUANT TO SECTION 8(A), MAY DETERMINE. -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- SUBJECT TO COMPLETION, DATED JUNE 7, 2001 THE INFORMATION IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IS EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR SALE IS NOT PERMITTED. [WATSON WYATT LOGO] 2,950,000 SHARES CLASS A COMMON STOCK This is a public offering of class A common stock of Watson Wyatt & Company Holdings. We are offering 104,285 shares of our common stock. Selling shareholders are offering an additional 2,845,715 shares of our common stock. We will not receive any proceeds from the sale of shares by the selling shareholders. Our common stock is traded on the New York Stock Exchange under the symbol "WW." On June 1, 2001, the last reported sale price of our common stock was $22.00 per share. Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document INVESTING IN THE COMMON STOCK INVOLVES RISKS. SEE "RISK FACTORS" BEGINNING ON PAGE 6. NEITHER THE SECURITIES AND EXCHANGE COMMISSION NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OR ACCURACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. <TABLE> <CAPTION> PER SHARE TOTAL <S> <C> <C> Public offering price $ $ Underwriting discounts and commissions $ $ Proceeds, before expenses, to Watson Wyatt & Company Holdings $ $ Proceeds, before expenses, to the selling shareholders $ $ </TABLE> The selling shareholders have granted the underwriters the right to purchase up to 442,500 additional shares of common stock to cover over-allotments. DEUTSCHE BANC ALEX. BROWN ROBERT W. BAIRD & CO. UBS WARBURG The date of this prospectus is , 2001. INSIDE FRONT COVER GATEFOLD WATSON WYATT Founded in 1946, Watson Wyatt is a global human capital consulting firm. We help our clients enhance their business performance by improving their ability to attract, retain and motivate qualified employees. We design, develop and implement solutions through three closely related practice areas: BENEFITS - Retirement plans (pension & 401(k)) - Actuarial services - Healthcare, disability and group plans - Investment consulting services to pension plans HR TECHNOLOGIES - eHR-TM- solutions - Integrated HR delivery channels - Employee self-service applications - HR call center solutions - Benefits administration systems - eHR-TM- strategy consulting HUMAN CAPITAL - Executive compensation - Strategic Rewards-Registered Trademark- - Organization effectiveness INSIDE CENTER WATSON WYATT & COMPANY LIST OF OFFICES WORLDWIDE 18 COUNTRIES, 62 OFFICES INSIDE CENTER WATSON WYATT PARTNERS LIST OF OFFICES WORLDWIDE 11 COUNTRIES, 25 OFFICES Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document PROSPECTUS SUMMARY THIS SUMMARY HIGHLIGHTS SELECTED INFORMATION CONTAINED IN GREATER DETAIL ELSEWHERE IN THIS PROSPECTUS. THIS SUMMARY MAY NOT CONTAIN ALL OF THE INFORMATION THAT YOU SHOULD CONSIDER BEFORE INVESTING IN OUR COMMON STOCK. YOU SHOULD CAREFULLY READ THE ENTIRE PROSPECTUS, INCLUDING "RISK FACTORS" AND THE FINANCIAL STATEMENTS, BEFORE MAKING AN INVESTMENT DECISION. OUR BUSINESS Founded in 1946, Watson Wyatt is a global human capital consulting firm. We operate from 62 offices in 18 countries. Together with our affiliate, Watson Wyatt Partners, we operate from 87 offices in 29 countries under the name Watson Wyatt Worldwide. We help our clients enhance business performance by improving their ability to attract, retain and motivate qualified employees. We design, develop and implement human resources strategies and programs through our closely related practice areas, the Benefits Group, HR Technologies Group and the Human Capital Group. We also offer our clients technologies that transform the way they implement and deliver HR programs and improve communications with their employees. We provide human capital consulting services to many of the world's largest corporations as well as emerging growth
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