Coopers & Lybrand's Human Resource Advisory services and Kwasha Lipton set to merge.

NEW YORK--(BUSINESS WIRE)--Jan. 13, 1997--Coopers & Lybrand L.L.P today announced it has agreed to merge its Human Resource Advisory business with Kwasha Lipton, L.L.C., one of the nation's leading benefits consulting firms.

The combination, with annual revenues of $256 million in 1996, will solidify Coopers & Lybrand's Human Resource Advisory (HRA) practice's position as one of the five largest benefits consulting organizations in the United States and will make it the largest in the New York metropolitan area.

Making the announcement, Coopers & Lybrand Chairman and CEO Nicholas G. Moore said, "Kwasha Lipton, combined with our Human Resource Advisory practice, will position Coopers & Lybrand with a true signature practice in human resource, actuarial and benefits consulting services. We have been in this business for over 30 years and are staking our claim as the leader in this arena with the deepest, most talented and most diverse practice in the profession."

The combined entity, continuing to be called Human Resource Advisory services (HRA), will be led by Reed A. Keller, currently Vice Chairman in charge of HRA at Coopers & Lybrand.

The Kwasha Lipton name will be maintained through The Kwasha Lipton Group which will consist of the combined entity's retirement and benefits administration services. Robert S. Byrne, Jr., currently CEO at Kwasha Lipton, will lead The Kwasha Lipton Group and will be partner in charge of HRA's New York metro area practice. He will also be a member of the operating committee responsible for managing Coopers & Lybrand's Human Resource Advisory services.

Kwasha Lipton, headquartered in Fort Lee, N.J., will bring 42 partners and nearly 550 staff to the combination. Coopers & Lybrand's Human Resource Advisory practice presently consists of 81 partners and more than 1,140 staff.

Moore said, "Given the challenges all companies face, knowledge--the intellectual capital of their people--is the only asset that offers assurance of a thriving competitive future. Companies need to be intensely focused on managing these knowledge assets. This means that human resource management practices--how companies hire, reward, develop and manage their people--are paramount. We believe that human resource consulting will be of increasing strategic importance to clients in helping them harness and unleash the full potential of their people."

Coopers & Lybrand's Human Resource Advisory group is one of the world's top five benefits consulting practice and has long been the largest benefits consulting practice among the Big 6 firms. In the United States, Coopers & Lybrand's HRA practice consists of benefits and human resources consultants, risk managers, actuaries, and data management and technology experts serving more than 2,000 clients in every type and size of business.

Kwasha Lipton enjoys an enviable industry profile and is highly regarded for creativity and innovation in consulting processes, providing services in the areas of benefits administration, actuarial services and human resource/benefits consulting. In the retirement planning area, for example, they originated and developed the Cash Balance Plan which has become an increasingly popular retirement plan design for use among Fortune 500 companies. In benefit administration, their capabilities are recognized to be among the industry leaders in terms of technology, knowledge and market track record.

Commenting on the merger, Keller said, "This combination will create depth in areas that are vital to our clients' futures. Kwasha Lipton will be a tremendous addition and complement to Coopers & Lybrand's HRA practice. Their position with large accounts is consistent with our own strategy and trend over the past several years. Kwasha Lipton will give us additional depth in capabilities and we will bring them a broader range of competencies to solve client problems and channels to markets both in the United States and abroad."

Byrne added, "The expected benefit to both Kwasha Lipton and Coopers & Lybrand clients is the driving force behind our strategic combination. The merger will offer clients access to consulting services such as compensation, organizational effectiveness, and training and development. With additional resources, we will be able to expand our benefits administration business into the broader overall support of an organization's processes in the human resource area and beyond. The merger will further our efforts to provide clients with the personalized, high-quality service that is our trademark and the foundation for the relationship between Kwasha Lipton and Coopers & Lybrand."

"This is an ideal fit," Keller added. "Both organizations are aggressive, ambitious and forward thinking in our commitment to superior client service. We expect our people, our technologies and our services to blend together quickly and well. Our expectations for the combined business are quite high, and we project a rapidly growing market converging with our significantly enhanced capabilities to serve clients."

The transaction is expected to close later this month. Financial terms of the agreement were not released.

One of the world's leading professional services firms, Coopers & Lybrand L.L.P. provides services for enterprises in a wide variety of industries. The firm offers clients the expertise of more than 16,000 professionals and staff in offices located in 100 U.S. cities and, through the global network of Coopers & Lybrand International, more than 74,000 people in 142 countries worldwide. -0-

                    COOPERS & LYBRAND HRA
                            AND
                       KWASHA LIPTON
                        FACT SHEET

                  Coopers & Lybrand   Kwasha Lipton   Combined
                         HRA

1996 revenues       $177 million       $79 million    $256 million
Partners              81                42             123
Staff              1,140               550           1,690
  Total            1,221               592           1,813
Office locations      23                 2              25

CONTACT: Coopers & Lybrand

David Nestor, 212/259-4855

or

Doris Brown, 212/259-2013

or

Kwasha Lipton

Ted Barna, 201/302-5232