aon willis merger announcement
We are confident that the combination would have accelerated our shared ability to innovate on behalf of clients, but the inability to secure an expedited resolution of the litigation brought us to this point. About Aon About Willis Towers WatsonWillis Towers Watson is a leading global advisory, broking and solutions company that designs and delivers solutions that manage risk, optimize benefits, cultivate talent and expand the power of capital to protect and strengthen institutions and individuals. No statement in this announcement constitutes an asset valuation. In the the termination announcement, Willis CEO . 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. Guided by a one firm mindset, the new leadership team will come together following the close of the combination to deliver new . Critics worry the giant companies taking over outsourced responsibilities are too big to effectively manage individual investors and that many employers are too small to adequately keep those firms in check. Insurance brokerage Arthur J. Gallagher & Co. is in talks to buy a portfolio of assets from Aon Plc and Willis Towers Watson Plc for about $3 billion, according to people familiar with the matter. Headlines & Bits of Interest - 28 April 2021 Aon / Willis deal closer to done and much more. 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 and end litigation with the U.S. Department of Justice (DOJ). DUBLIN, January 27, 2021 -- 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. 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 announcement 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 Reorganization remains conditional on, among other things, the sanction of the UK scheme of arrangement forming part of the Reorganization by the UK Court, as more particularly described in the Reorganization Proxy Statement. The information contained therein is only current as of the date thereof. Because of this delay in receiving information from Aon and Willis Towers Watson, the ACCC said that it will now push-back the end-date of its review. London-based advisory insurance and risk management broker Willis Towers Watson has rehired Andrew Krasner, a former executive, as CFO, part of its effort to realign its strategic priorities following its attempted merger with Aon, which failed because of antitrust concerns. Defending itself in the courts against the United States Department of Justice's objections to its proposed merger with rival insurance and reinsurance broker Willis Towers Watson (WTW), Aon. John . 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. 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. 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 and end litigation with the U.S. Department of Justice (DOJ). NEWS. March 01, 2021 Last week, Willis's stock closed 3.1% below Aon's. Using the deal price of 1.08 Aon shares per Willis share, the current prices reflect a 10.3% discount on Willis relative to the price implied by the offer, a figure often referred to as the merger arbitrage spread (arb spread). 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. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that will occur in the future. Neither Aon nor WTW is under, and each expressly disclaims, any obligation to update or alter any forward-looking statement that it may make from time to time, whether as a result of new information, future events or otherwise. Forward-looking statements should therefore be construed in the light of such factors. I hold an MPhil in Economic Research and a BA in Economics from the University of . About Aon Willis Towers Watson has more than 45,000 employees and services clients in more than 140 countries. See Aon's and WTW's respective Annual Reports on Form 10-K for the year ended December 31, 2020 and their respective Quarterly Reports on Form 10-Q for the quarter ended March 31, 2021 for a further discussion of these and other risks and uncertainties applicable to Aon and WTW and their respective businesses. The principal sources of potential synergies and other cost reductions are as follows: The transaction is expected to be accretive to Aon adjusted EPS in the first full year of the combination with peak adjusted EPS accretion in the high teens2 after full realization of $800 million of pre-tax synergies.3 Willis Towers Watson and Aon anticipate savings of $267 million in the first full year of the combination, reaching $600 million in the second full year, with the full $800 million achieved in the third full year.3 Free cash flow accretion is expected to breakeven in the second full year of the combination with free cash flow accretion of more than 10% after full realization of synergies.3 The transaction is expected to generate over $10 billion of shareholder value creation from the capitalized value of the expected pre-tax synergies, based on the blended 2020 price to earnings ratio of Willis Towers Watson and Aon UK on 6 March 2020, net of $2.0 billion in one-time transaction, retention and integration costs.5. The enhanced ability to innovate is a principal motivator for Aon's proposed acquisition of Aon and Willis Towers Watson. Under the provisions of Rule 8.3 of the Irish Takeover Panel Act, 1997, Takeover Rules, 2013 (the "Irish Takeover Rules"), if, during an "offer period," any person is, or becomes "interested" (directly or indirectly) in 1 per cent. Aon anticipates that the transaction will provide annual pre-tax synergies and other cost reductions of $800 million by the third full year of combination, thereby allowing the firm to continue significant investment in innovation and growth. Gregory Case, Aon's chief executive officer, will be CEO of the . The announcement that Aon and Willis would call off the deal, unveiled in March 2020 just before the pandemic upended commerce around the world, came after the Justice Department sued to block the . Certain statements made on this web site or in materials accessed in or through this section of our web site are forward-looking statements, which are subject to risks and uncertainties, and Aon's actual results may differ (possibly materially) from those indicated in such statements. The proposed combination was first announced on March 9, 2020. "The DOJ position overlooks that our complementary businesses operate across broad, competitive areas of the economy. 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. The requirement will continue until this offer period ends. Aon and Willis Towers Watson agreed to merge in March 2020 in an all-stock deal, worth around $30 billion at the time. View original content to download multimedia:http://www.prnewswire.com/news-releases/aon-and-willis-towers-watson-wtw-take-important-step-toward-the-close-of-proposed-combination-with-agreement-to-sell-set-of-wtw-assets-to-gallagher-301289733.html, Aon and Willis Towers Watson (WTW) Take Important Step Toward the Close of Proposed Combination with Agreement to Sell Set of WTW Assets to Gallagher, Human Resources Business Process Outsourcing, Investor_Relations@willistowerswatson.com, http://www.prnewswire.com/news-releases/aon-and-willis-towers-watson-wtw-take-important-step-toward-the-close-of-proposed-combination-with-agreement-to-sell-set-of-wtw-assets-to-gallagher-301289733.html. Aon expressly disclaims any obligation to review, update or correct these materials after the date thereof. LONDON, March 9,2020 /PRNewswire/ --Aon plc(NYSE:AON) and Willis Towers Watson(NASDAQ: WLTW) today announced a definitive agreement to combine in an all-stock transaction with an implied combined equity value of approximately $80 billion.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, risk and capital," said Willis Towers Watson CEO John Haley. Willis Towers Watson's financial advisor in respect of the Proposed Combination is Goldman Sachs & Co. LLC and its legal advisors are Weil, Gotshal & Manges LLP, Skadden, Arps, Slate, Meagher & Flom LLP and Matheson. "This agreement demonstrates strong momentum on the path to close our proposed combination with Willis Towers Watson," said Greg Case, Aon's CEO. View original content to download multimedia:http://www.prnewswire.com/news-releases/aon-to-combine-with-willis-towers-watson-to-accelerate-innovation-on-behalf-of-clients-301019648.html, - Aligns Aon United and Willis Towers Watson growth strategies to accelerate innovation from both organizations to benefit clients, Aon to Combine with Willis Towers Watson To Accelerate Innovation on Behalf of Clients, Human Resources Business Process Outsourcing, http://www.prnewswire.com/news-releases/aon-to-combine-with-willis-towers-watson-to-accelerate-innovation-on-behalf-of-clients-301019648.html, Approximately 73% from the consolidation of business and central support functions, including leveraging the capabilities of the Aon Business Services operational platform across the combined group; and, Approximately 27% from the consolidation of infrastructure related to technology, real estate and third-party contracts. If you are in any doubt as to whether or not you are required to disclose dealings under Rule 8 of the Irish Takeover Rules, consult with the Irish Takeover Panel's website at www.irishtakeoverpanel.ie or contact the Irish Takeover Panel by telephone on +353 1 678 9020. 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. "We announced this combination knowing that the complementary capabilities of our two firms would allow us to deliver more value to clients and opportunities for colleagues. The move comes. 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. In particular, this communication is not an offer of securities for sale into the United States. This also marks the end of the litigation with the U.S. Department of Justice (DOJ). Chicago, Illinois, United States. 2Statements in this document that the Proposed Combination is accretive to adjusted EPS should not be interpreted to mean that Aon UK, Aon Ireland or Willis Towers Watson earnings per share in the current or any future financial period will necessarily match or be greater than or be less than those for the relevant preceding financial period. The announcements ar 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"). For more information about Willis Towers Watson, see www.willistowerswatson.com. Any or all of Aon's and WTW's forward-looking statements may turn out to be inaccurate, and there are no guarantees about Aon's or WTW's performance. - Transaction is a key step on path to close proposed combination designed to accelerate innovation on behalf of clients, - Aon remains committed to $800 million of cost synergies and expects the combination to create significant shareholder value. While. Upon completion of the combination, existing Aon shareholders will own approximately 63% and existing Willis Towers Watson shareholders will own approximately 37% of the combined company on a fully diluted basis. This communication contains certain statements that are forward-looking, as that term is defined in the Private Securities Litigation Reform Act of 1995. This communication is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed combination or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. In a joint statement, Aon and WTW noted their disagreement with the decision. The announcement of these leaders follows this week's announcement that the contracts of Case and Aon CFO Christa Davies would be extended through April 1, 2026. 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. All subsequent written and oral forward-looking statements attributable to Aon UK, Aon Ireland, Willis Towers Watson 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. This was a bold piece of deal-making and successful execution looked likely to create significant upside. Aon, WTW and their respective subsidiaries operate in a dynamic business environment in which new risks may emerge frequently. To the best of the knowledge and belief of the directors of Aon (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. 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. Aon UK, Aon Ireland, Willis Towers Watson and their subsidiaries operate in a dynamic business environment in which new risks may emerge frequently. 5Aon anticipates the cost to achieve expected synergies will be $1.4 billion, excluding transaction costs of approximately $200 million and retention costs of up to $400 million. Save article. To the best of the knowledge and belief of the directors of Willis Towers Watson (who have taken all reasonable care to ensure such is the case), the information contained in this document for which they respectively accept responsibility is in accordance with the facts and does not omit anything likely to affect the import of such information. Revenue growth, margin expansion through delivery of better solutions, increased cash flow and earnings growth and a strong balance sheet, to generate attractive returns for shareholders in the future. 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. 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. None of thesynergies or other cost reductions statements or the EPS or cash flow accretion statements should 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. The transaction is subject to the approval of the shareholders of both Aon Ireland and Willis Towers Watson, as well as other customary closing conditions, including required regulatory approvals. 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. Information regarding the persons who may, under the rules of the SEC, be deemed to be participants in the solicitation of shareholders, including a description of their direct or indirect interests, by security holdings or otherwise, will be set forth in the joint proxy statement. ", "Our team's resilience and commitment are a source of pride and confidence. Aon earned $379 million, $1.66 per fully diluted share, on revenue of $2.88 billion during the second quarter. 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. A replay of the conference call will be available for 30 days following the live conference call and can be accessed by dialing (866) 452-2113 (within the U.S.) or (203) 369-1217 (outside of the U.S.). 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. About Aon 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. We are confident they have a bright future at Gallagher.". Market-leading rankings and editorial commentary - see the top law firms & lawyers for Competition and antitrust in Mexico Aon. The. Krasner has been the CFO of insurance brokerage AssuredPartners for . 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. 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 and Willis Tower had been betting on the merger to generate annual cost savings of $800 million and boost revenue through the sale of the new products, in areas such as intellectual. 2 This statement should not be construed as a profit forecast or interpreted to mean that the profits or earnings of Aon will necessarily match or be greater than or be less than those for the relevant preceding financial period or any other period. 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.Guided by a one firm mindset, the new leadership team will come together following the close of the combination to deliver new sources . Forward-looking statements are prospective in nature and are not based on historical facts, but rather current expectations of management about future events.
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