AGREEMENT AND PLAN OF MERGER among WATSON WYATT WORLDWIDE, INC., TOWERS, PERRIN, FORSTER & CROSBY, INC.,Agreement and Plan of Merger • June 29th, 2009 • Watson Wyatt Worldwide, Inc. • Services-management consulting services • Delaware
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 26, 2009, among Watson Wyatt Worldwide, Inc., a Delaware corporation (“Watson Wyatt”), Towers, Perrin, Forster & Crosby, Inc., a Pennsylvania corporation (“Towers Perrin” ), Jupiter Saturn Holding Company, a Delaware corporation (“Holding Company”), Jupiter Saturn Pennsylvania Inc., a Pennsylvania corporation (“Pennsylvania Merger Sub”), and Jupiter Saturn Delaware Inc., a Delaware corporation (“Delaware Merger Sub” and together with Pennsylvania Merger Sub, the “Merger Subsidiaries”). Capitalized terms that are used but are not otherwise defined herein shall have the meanings set forth in Section 8.3.
