Aon plc and Willis Towers Watson announced a definitive agreement to combine in an all-stock transaction. Aon expressly disclaims any obligation to review, update or correct these materials after the date thereof. The factors identified above are not exhaustive. To the best of the knowledge and belief of the directors of WTW (who have taken all reasonable care to ensure that such is the case), the information contained in this document for which they accept responsibility is in accordance with the facts and does not omit anything likely to affect the import of such information. "The DOJ position overlooks that our complementary businesses operate across broad, competitive areas of the economy. Forward-looking statements should therefore be construed in the light of such factors. Save article. Aon will maintain operating headquarters in London. The combined company, to be named Aon, will be a premier, technology-enabled global professional services firm focused on the areas of risk, retirement and health, the firms say. Aon and Willis Towers Watson have terminated their $30bn mega merger in the face of opposition from the Department of Justice (DoJ) in a move that will send shock waves through the sector. Other unknown or unpredictable factors could also cause actual results and developments to differ materially from those expressed or implied by the forward-looking statements. Aon, Willis $30B merger canceled after Justice Department suit Under the terms of the agreement unanimously approved by the Boards of Directors of both companies, each Willis Towers Watson shareholder will receive 1.08 Aon ordinary shares for each Willis Towers Watson ordinary share, and Aon shareholders will continue to own the same number of ordinary shares in the combined company as they do immediately prior to the closing. By their nature, forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from either historical or anticipated results depending on a variety of factors. The requirement will continue until this offer period ends. Eversheds Sutherland > Dublin > Ireland | The Legal 500 law firm profiles Further information concerning Aon, WTW and their respective businesses, including factors that potentially could materially affect Aon's or WTW's financial results, are contained in Aon's and WTW's respective filings with the Securities and Exchange Commission (the "SEC"). Other than in accordance with legal or regulatory obligations, neither Willis Towers Watson nor Aon UK is under any obligation, and each expressly disclaims any intention or obligation, to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. Decision Follows DOJ Lawsuit to Prevent Harmful Consolidation and Preserve Competition Attorney General Merrick B. Garland today released the following statement on Aon plc's and Willis Towers Watson's announcement that the firms agreed to terminate their planned $30 billion merger. As laid out in the business combination agreement, Aon will pay Willis a $1 billion termination fee.. The joint proxy statement will be filed with the SEC. Aon and Willis had agreed to sell $3.6bn worth of assets to their rival Gallagher to smooth that aspect of the deal. The announcements ar All subsequent written and oral forward-looking statements attributable to Aon, WTW and/or any person acting on behalf of any of them are expressly qualified in their entirety by the foregoing paragraphs, and the information contained on any websites referenced in this communication is not incorporated by reference into this communication. Willis Towers Watson has more than 45,000 employees and services clients in more than 140 countries. Related: Arthur J. Gallagher. Aon and Willis Towers Watson establish 'One Firm' vision, name [23] Carl Hess becomes CEO [ edit] Market-leading rankings and editorial commentary - see the top law firms & lawyers for Competition and antitrust in Mexico Aon-Willis Towers Watson Merger Faces U.S. Antitrust Suit - The New Willis Towers Watson (WLTW) and AON Merger Falls Apart John Haley will take on the role of Executive Chairman with a focus on growth and innovation strategy. If two or more persons co-operate on the basis of any agreement, either express or tacit, either oral or written, to acquire an interest in relevant securities of Aon UK, Aon Ireland or Willis Towers Watson, they will be deemed to be a single person for the purposes of Rule 8.3 of the Irish Takeover Rules. Media ContactsAon - Nadine Youssef, mediainquiries@aon.com, +1 833 751 8114Willis Towers Watson - Miles Russell, miles.russell@willistowerswatson.com, +44 (0) 7903262118, Investor ContactsAon - Leslie Follmer, investor.relations@aon.com, +1 312 381 3310Willis Towers Watson - Claudia De La Hoz, Investor_Relations@willistowerswatson.com, +1 215 246 6221. This document, if and when filed, as well as Willis Towers Watson's, Aon UK's and Aon Ireland's other public filings with the SEC, may be obtained without charge at the SEC's website at www.sec.gov and, in the case of Aon UK's and Aon Ireland's filings, at Aon UK's website at www.aon.com, and in the case of Willis Towers Watson's filings, at Willis Towers Watson's website at www.willistowerswatson.com. The surprise announcement came as Aon, Willis and the DoJ prepared for a . Aon plc(NYSE:AON) is a leading global professional services firm providing a broad range of risk, retirement and health solutions. In addition, results for the year ended December 31, 2020 and the quarter ended March 31, 2021, are not necessarily indicative of results that may be expected for any future period, particularly in light of the continuing effects of the COVID-19 pandemic. There are a number of factors that could cause actual results and developments to differ materially from those expressed or implied by the forward-looking statements. Aon will maintain operating headquarters in London, United Kingdom. Our 50,000 colleagues in 120 countries empower results for clients by using proprietary data and analytics to deliver insights that reduce volatility and improve performance. Updated: Aon shares up 9.2%, Willis down 9.5% after - Insurance Insider You are about to review presentations, reports, filings and/or other materials regarding Aon plc (NYSE: AON) that contain time-sensitive information. The information contained therein is only current as of the date thereof. (NYSE: AON) is a leading global professional services firm providing a broad range of risk, retirement and health solutions. Such factors include, but are not limited to, the possibility that the proposed combination will not be consummated, failure to obtain necessary shareholder or regulatory approvals or to satisfy any of the other conditions to the proposed combination, adverse effects on the market price of Aon UK, Aon Ireland and/or Willis Towers Watson securities and on Aon UK's, Aon Ireland's and/or Willis Towers Watson's operating results for any reason, including, without limitation, because of the failure to consummate the proposed combination, the failure to realize the expected benefits of the proposed combination (including anticipated revenue and growth synergies), the failure to effectively integrate the combined companies following consummation of the proposed combination, negative effects of an announcement of the proposed combination, changes in global, political, economic, business, competitive, market and regulatory forces, future exchange and interest rates, changes in tax laws, regulations, rates and policies, future business acquisitions or disposals, or any announcement relating to the proposed consummation of or failure to consummate the proposed combination on the market price of Aon UK, Aon Ireland and/or Willis Towers Watson securities, significant transaction and integration costs or difficulties in connection with the proposed combination and/or unknown or inestimable liabilities, potential litigation associated with the proposed combination, the potential impact of the announcement or consummation of the proposed combination on relationships, including with suppliers, customers, employees and regulators, and general economic, business and political conditions (including any epidemic, pandemic or disease outbreak) that affect the combined companies following the consummation of the proposed combination. Aon-Willis mega-merger decision deadline announced Safe Harbor StatementThis communication contains certain statements that are forward-looking, as that term is defined in the Private Securities Litigation Reform Act of 1995. Aon UK, Aon Ireland, Willis Towers Watson and their subsidiaries operate in a dynamic business environment in which new risks may emerge frequently. DUBLIN, July 26, 2021 /PRNewswire/ -- Aon plc (NYSE: AON) and Willis Towers Watson (NASDAQ: WLTW) announced today that the firms have agreed to terminate their business combination agreement. Get this Chicago Tribune page for free from Thursday, May 22, 1986 wiciuiiu iiiuuiic, iiiuiSuay, iviay cl, idoo Almanac. Allocation of any divestiture proceeds according to Aon's ROIC framework, in which the firm expects that share buyback will continue to be its highest return activity. Further information concerning Willis Towers Watson and its businesses, including economic, competitive, governmental, regulatory, technological and other factors that could materially affect Willis Towers Watson's results of operations and financial condition, is contained in Willis Towers Watson's filings with the SEC. The company is headquartered in Rolling Meadows, Ill. and has more than 34,000 employees in 56 countries. Aon today confirms that it does not intend to pursue this business combination. No offer of securities shall be made in the United States absent registration under the U.S. Securities Act of 1933, as amended, or pursuant to an exemption from, or in a transaction not subject to, such registration requirements. The following factors, among others, could cause actual results to differ from those set forth in or anticipated by the forward-looking statements: the impact of pending or potential lawsuits and other claims against Aon and/or WTW; the impact of, and potential challenges in complying with, legislation and regulation in the jurisdictions in which Aon and/or WTW operates, particularly given the global scope of Aon's and/or WTW's businesses and the possibility of conflicting regulatory requirements across jurisdictions in which Aon and/or WTW does business; the impact of any investigations brought by regulatory authorities in the U.S., Ireland, the UK and other countries; general economic, business and political conditions in different countries in which Aon and/or WTW does business around the world (including any epidemic, pandemic or disease outbreak, including COVID-19); the effects of Irish law on Aon's and/or WTW's operating flexibility and the enforcement of judgments against Aon and/or WTW; the failure to retain and attract qualified personnel, whether as a result of the failure of the Combination or divestitures planned in connection with the Combination or otherwise; adverse effects on the market price of Aon's and/or WTW's securities and/or operating results for any reason, including, without limitation, because of the failure to consummate the Combination or the divestitures that had been proposed to be made in connection with the Combination or the payment of the termination fee under the BCA; the failure to realize the expected benefits of the Combination (including anticipated revenue and growth synergies); significant transaction costs in connection with the terminated Combination, and divestitures that had been planned in connection with the Combination; the potential impact of the termination of the Combination, and divestures planned in connection with the Combination, on relationships, including with suppliers, customers, employees and regulators; and changes in the competitive environment or damage to Aon's and/or WTW's reputation. Arab Reinsurance Company: a new dimension This communication should be read in conjunction with, and is subject to, the full text of the Rule 2.5 Announcement (including its Appendices), which shall take precedence in the event of any inconsistency. Follow Aon on Twitterand LinkedIn Stay up to date by visiting the Aon Newsroom and hear from Aon's expert advisors in The One Brief.Sign up for News Alertshere. The information contained therein is only current as of the date thereof. See Legal Notice for further information regarding such statements and additional disclaimers with respect to the materials and sites that you may access through the Investors section of our Web site. Aon's $30bn acquisition of Willis Towers Watson collapses Insurance brokers Aon and Willis Towers Watson said on Monday they had agreed to terminate their $30 billion merger agreement and end their litigation with the U.S. Department of Justice. However, there were still. About Aon These factors may be revised or supplemented in subsequent reports filed with the SEC. Aon and Willis Towers Watson Establish 'One Firm' Vision, Name Form 10-K (annual report [section 13 and 15(d), not s-k item 405]) filed with the SEC For more information about Willis Towers Watson, see www.willistowerswatson.com. Any securities issued as a result of the proposed combination by means of a scheme of arrangement are anticipated to be issued in reliance upon the exemption from the registration requirements of the U.S. Securities Act of 1933, as amended, pursuant to the exemption from registration set forth in Section 3(a)(10) thereof. Aon, Willis Announce Leadership Team for Post-Merger Brokerages Gallagher has agreed to purchase a group of businesses from Willis Towers Watson that includes: The transaction with Gallagher is contingent on the completion of the pending Aon and Willis Towers Watson combination, as well as other customary closing conditions. The enhanced ability to innovate is a principal motivator for Aon's proposed acquisition of Aon and Willis Towers Watson. View original content to download multimedia:https://www.prnewswire.com/news-releases/aon-and-willis-towers-watson-mutually-agree-to-terminate-combination-agreement-301340911.html, Aon and Willis Towers Watson Mutually Agree to Terminate Combination Agreement, Human Resources Business Process Outsourcing, Investor_Relations@willistowerswatson.com, https://www.prnewswire.com/news-releases/aon-and-willis-towers-watson-mutually-agree-to-terminate-combination-agreement-301340911.html. As a result of this announcement, Aon is bound by the restrictions set out in Rule 2.8 of the Irish Takeover Rules. These forward-looking statements include information about possible or assumed future results of Aon's and/or WTW's operations, the uncertainty surrounding the COVID-19 pandemic, the pending combination of Aon and WTW (the "Combination"), expectations related to regulatory approvals of the Combination, and divestitures to be made in connection with the Combination. "Our world-class expertise across risk, retirement and health will accelerate the creation of new solutions that more efficiently match capital with unmet client needs in high-growth areas like cyber, delegated investments, intellectual property, climate risk and health solutions.". Since then, Aon and Willis Towers Watson had been working to gain regulatory approval around the world. Aon plc - Aon and Willis Towers Watson Mutually - Aon plc - About Aon Aon and Willis Towers Watson Mutually Agree to Terminate Combination Richelle Nielsen - Head of Department | Business Integration | R&D Aon and Willis Towers Watson announce the future leadership team Aon may update, amend, supplement or otherwise alter the information contained in any such materials by subsequent presentations, reports, filings, or other means without notice. Aon and Willis name post-merger executive team - Royal Gazette Upon completion of the Reorganization, it is expected that the Aon Ireland Directors will be the same as the current Aon UK Directors. Both firms will provide further financial updates and outlooks on their respective Q2 2021 earnings calls, which take place on July 30 for Aon and August 3 for Willis Towers Watson. In the the termination announcement, Willis CEO . Forward-looking statements are prospective in nature and are not based on historical facts, but rather current expectations of management about future events. Forward-looking statements can often, but not always, be identified by the use of words such as "plans," "expects," "is subject to," "budget," "scheduled," "estimates," "forecasts," "potential," "continue," "intends," "anticipates," "believes," or variations of such words, and statements that certain actions, events or results "may," "could," "should," "would," "might" or "will" be taken, occur or be achieved. The mega-merger deal, first announced in March 2020, already has shareholder approval from both companies, who had hoped to complete the transaction by the first half of 2021. Aon remains positioned to further build on the firm's track record of over a decade of progress on key financial metrics and achievement of external commitments. Similarly, any vote in respect of resolutions to be proposed at the Aon Ireland shareholders meeting to approve the issuance of Class A ordinary shares of Aon Ireland under the proposed combination should be made only on the basis of the information contained in the joint proxy statement. It is intended that the combination will be implemented by means of a court-sanctioned scheme of arrangement of Willis Towers Watson and Willis Towers Watson Shareholders under Chapter 1, Part 9 of the Irish Companies Act of 2014. All statements other than statements of historical facts that address activities, events or developments that Aon and/or WTW expects or anticipates may occur in the future, including such things as its or their outlook, future capital expenditures, growth in commissions and fees, changes to the composition or level of its or their revenues, cash flow and liquidity, expected tax rates, business strategies, competitive strengths, goals, the benefits of new initiatives, growth of its or their business and operations, plans, references to future successes, and expectations with respect to the timing, closing and benefits of the Combination, including divestitures made in connection with the Combination, are forward-looking statements. In particular, this communication is not an offer of securities for sale into the United States. DUBLIN, Jan. 27, 2021 /PRNewswire/ -- Aon plc (NYSE: AON) and Willis Towers Watson plc (NASDAQ: WLTW) today announced the future leadership team for the firm that will be effective upon the completion of the proposed combination of Aon and Willis Towers Watson. The directors of WTW accept responsibility for the information contained in this document relating to WTW, except for statements made by Aon in respect of WTW. The directors of Aon UK accept responsibility for the information contained in this document relating to Aon UK, the directors of Aon UK and members of their immediate families, related trusts and persons connected with them, except for the statements made by Willis Towers Watson in respect of Aon UK or Aon Ireland. Joint Conference Call and Other Materials, Aon and Willis Towers Watson will conduct a joint live conference call and webcast today (March 9, 2020) at 8:30 a.m. (EDT). NEWS. Previous reports that the DOJ was likely to approve the $30 billion mega-merger appear to have been false, as the U.S. regulator looks to block the deal on the grounds it threatens to eliminate competition and increase prices, among other concerns. No statement in this announcement is intended to constitute a profit forecast for any period, nor should any statements be interpreted to mean that earnings or earnings per share will necessarily match or be greater or lesser than those for the relevant preceding financial periods for Aon and/or WTW as appropriate. Willis Re operations globally, excluding operations in mainland China and Hong Kong; Global cedent facultative reinsurance, excluding operations in mainland China and Hong Kong; Corporate Risk and Broking business unit known as Inspace globally and certain business undertaken for Aerospace Manufacturing clients; Corporate Risk and Broking services in certain countries in Europe (France, Germany, the Netherlands and Spain), excluding Affinity; Bermuda; cyber in the UK; and certain accounts in the Houston and San Francisco offices in the U.S.; Corporate Risk and Broking services for Property & Casualty and Finex insurance in the European Economic Area, UK, U.S., Brazil and Hong Kong relating to certain large multinational companies headquartered in France, Germany, the Netherlands and Spain; Corporate Risk and Broking Finex accounts relating to certain large multinational companies headquartered in the UK; and. Today, the companies announced an agreement to merge their operations in an all-stock transaction with an implied combined equity value of around $80 billion, according to a press release. They have continued to bring to life Willis Towers Watson's compelling value proposition to better serve our clients in the areas of people, risk and capital," said Willis Towers Watson CEO John Haley. The proposed $30 billion merger of insurance brokerage giants Aon Plc and Willis Towers Watson Plc would create the world's largest outsourced investment management firm.. Aon Signs Agreements to Sell its U.S. Retirement Business to Aquiline DUBLIN, May 12, 2021 /PRNewswire/ --Aon plc (NYSE: AON) and Willis Towers Watson (NASDAQ: WLTW) today announced they have signed a definitive agreement to sell Willis Re and a set of Willis Towers Watson corporate risk and broking and health and benefits services to Arthur J. Gallagher & Co. (Gallagher). See Legal Notice for further information regarding such statements and additional disclaimers with respect to the materials and sites that you may access through the Investors section of our Web site. See Legal Notice for further information regarding such statements and additional disclaimers with respect to the materials and sites that you may access through the Investors section of our Web site. or more of any class of "relevant securities" of Aon UK, Aon Ireland or Willis Towers Watson, all "dealings" in any "relevant securities" of Aon UK, Aon Ireland or Willis Towers Watson (including by means of an option in respect of, or a derivative referenced to, any such relevant securities) must be publicly disclosed by no later than 3:30 p.m. (Eastern time) in respect of the relevant securities of Aon UK, Aon Ireland and Willis Towers Watson on the business day following the date of the relevant transaction. This communication contains certain statements that are forward-looking, as that term is defined in the Private Securities Litigation Reform Act of 1995. ", "Our team's resilience and commitment are a source of pride and confidence. Aon - WTW merger review extended by Australian regulator <br><br>Significant experience across Insurance, Markets, International Banking, Corporate Banking, Retail Banking and Wealth businesses. Aon. On 9 March 2020, Aon announced its planned acquisition of Willis Towers Watson [20] [21] for nearly $30 billion in an all-stock deal that would have created the world's largest insurance broker. While. For more information about Willis Towers Watson, see www.willistowerswatson.com. Technology, Operations & Change leader with a proven track record of shaping & delivering wide ranging impact globally across diverse businesses and cultures. 4 "The combination of Willis Towers Watson and Aon is a natural next step in our journey to better serve our clients in the areas of people . Obituaries r Helen Brooke Taussig, leading cardiologist Ralph S. Evinrude . You are about to review presentations, reports, filings and/or other materials regarding Aon plc (NYSE: AON) that contain time-sensitive information. The synergies and other cost reductions have been reported on in accordance with Rule 19.3(b) of the Irish Takeover Rules by (i) Ernst & Young and (ii) Credit Suisse International. The pending combination with Willis Towers Watson is expected to deliver: Aon andWillis Towers Watson continue to progress with their integration planning, most recently highlighted by the announcement of the future leadership team that, following the close of the combination, will collaborate to deliver new sources of value to clients and create new opportunities for colleagues. 1This statement should not be construed as a profit forecast or interpreted to mean that Willis Towers Watson, Aon UK or Aon Ireland's profits or earnings in the first full year following the Proposed Combination, or in any subsequent period, will necessarily match or be greater than or be less than those of Willis Towers Watson, Aon UK and/or Aon Ireland for the relevant preceding financial period or any other period.
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