Executive search firm Korn Ferry International Inc. (NYSE: KFY) entered into a definitive agreement to acquire Hay Group, a Philadelphia-based human resource consultancy, for approximately $452 million, including approximately $252 million in cash and $200 million of Korn Ferry stock.

Korn Ferry will combine Hay Group with its leadership and talent consulting segment and brand the combined advisory business as Hay Group. Stephen Kaye, CEO of Hay Group, will remain with the company.

The transaction is expected to close before the end of the year, subject to Hay Group shareholder approval, receipt of antitrust clearance and other customary conditions.

Korn Ferry CEO Gary Burnison first reached out to Hay Group about eight years ago. The firms have been talking intermittently over the years, Burnison said this morning in a conference call with investors.

“I believe that this is incredibly transformative for our organization and it’s really going to cement our firm as the preeminent global people and organizational advisory firm,” he said.

“We can really go to a client and do everything from strategy implementation, to organizational design, to workforce planning, employer branding, assessment, hiring, developing, then rewards and incentives,” Burnison said. “It’s really a string of pearls, a complete consultancy when it comes to the world's most precious commodity, which is people.”

Hay Group generates approximately $500 million of revenue on a current annual run-rate basis. Combined, the businesses would be on a current run-rate basis of about $1.7 billion.

About 80% of Hay’s business is outside the US. About half its business is in strategy implementation, organizational design, organizational performance, engagement, culture shaping and leadership. The other half is in compensation and rewards.

Geographically, 47% of Hay Group’s standalone business is in Europe, 22% in Asia, 11% in Latin America, and 21% in North America. The firm has approximately 3,100 colleagues worldwide, with 88 offices in 50 countries, and holds management data in 114 countries.