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This communication contains certain statements that are forward-looking, as that term is defined in the Private Securities Litigation Reform Act of 1995. 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). Although management believe that the expectations reflected in these forward-looking statements are reasonable, it can give no assurance that these expectations will prove to be correct. Additional information about Willis Towers Watson's directors and executive officers is contained in Willis Towers Watson's Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on February 26, 2020, and its Proxy Statement on Schedule 14A, dated and filed with the SEC on April 3, 2019. 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. DUBLIN, June 3, 2021 /PRNewswire/ -- Aon plc (NYSE: AON ), a leading global professional services firm providing a broad range of risk, retirement and health solutions, today announced the firm. The estimates should therefore be read in conjunction with the bases and assumptions for these synergy numbers which are set out in Appendix I of the Rule 2.5 Announcement. Accordingly, you should not place undue reliance on forward-looking statements, which speak only as of the date on which they are made. However, there were still. 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). Aon and Willis Towers Watson continue to work toward obtaining additional regulatory approval in all relevant jurisdictions, including the United States, where regulators are conducting an independent review of the Aon and WTW combination. Subject to the right of Aon UK (and Aon Ireland, as applicable) to implement the proposed combination by way of a Takeover Offer as an alternative to the Scheme, and subject to the provisions of the Business Combination Agreement and with the Irish Takeover Panel's consent, the proposed combination will be implemented solely by means of the Scheme documentation, which will contain the full terms and conditions of the proposed combination, including details of how Willis Towers Watson shareholders may vote in respect of the proposed combination. The estimates should therefore be read in conjunction with the bases and assumptions for these synergy numbers, which are set out in Appendix I of the Rule 2.5 Announcement made on March 9th, 2020, along with the reports accompanying such statements in Appendix 4 and Appendix 5 to the Rule 2.5 Announcement. 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, goals and expectations with respect to performance, business strategies, competitive strengths, goals, plans, references to future successes, the termination of the Combination, the termination of litigation relating to the Combination and payment of the termination fee under the BCA, are forward-looking statements. Aon and Willis Towers Watson have announced the executive team that will lead them when the two global re/insurance brokers merge. The factors identified above are not exhaustive. Additional information about Aon UK's directors and executive officers is contained in Aon UK's Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on February 14, 2020, and its Proxy Statement on Schedule 14A, dated and filed with the SEC on April 26, 2019. 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. Striving to do what is right even when difficult. Aon today confirms that it does not intend to pursue this business combination. For more information about Willis Towers Watson, see www.willistowerswatson.com. Interests in securities arise, in summary, when a person has a long economic exposure, whether conditional or absolute, to changes in the price of securities. 28 January 2021. Forward-looking statements should therefore be construed in the light of such factors. As a result of the decision to drop the merger, Aon will pay a $1 billion (864 million) break fee to Willis. These forward-looking statements include information about the legal action taken by the U.S. Department of Justice regarding the pending combination of Aon and WTW (the "Combination"); Aon's and WTW's responses to such action; the possible resolution, legal or otherwise, of such action; expectations related to regulatory approvals of the Combination; the termination of the Business Combination Agreement between Aon and WTW (the "BCA"); the payment of the termination fee under the BCA; and information about possible or assumed future results of operations. 3 Statements in this announcement that the combination of Aon and Willis Towers Watson is accretive to adjusted EPS should not be interpreted to mean that Aon 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. Aon, WTW and their respective subsidiaries operate in a dynamic business environment in which new risks may emerge frequently. Sign up for News Alertshere. Market-leading rankings and editorial commentary - see the top law firms & lawyers for Competition and antitrust in Mexico Important Additional Information Will Be Filed With The SEC. European Union antitrust regulators have set a deadline of July 27 for their decision on the Aon-Willis Towers Watson mega-merger.Reuters has today revealed that a European Commission filing shows . "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.". ", "This combination will create a more innovativeplatform capable of deliveringbetter outcomes for all stakeholders, including clients, colleagues, partners and investors," said Aon CEO Greg Case. "The DOJ position overlooks that our complementary businesses operate across broad, competitive areas of the economy. 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. We believe we are well-positioned to compete vigorously across our businesses around the world and will continue to introduce important innovations to the market. For more information about Willis Towers Watson, see www.willistowerswatson.com. Save article. Forward-looking statements are prospective in nature and are not based on historical facts, but rather current expectations of management about future events. John Haley will take on the role of Executive Chairman with a focus on growth and innovation strategy. In connection with the termination of the business combination agreement, Aon will pay the $1 billion termination fee to Willis Towers Watson, Willis Towers Watson's proposed scheme of arrangement has now lapsed, and both organizations will move forward independently. Investor_Relations@willistowerswatson.com. The directors of WTW accept responsibility for the information contained in this document relating to WTW. 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 . Any vote in respect of resolutions to be proposed at the Willis Towers Watson shareholders meetings to approve the proposed combination, the Scheme or related matters, or other responses in relation to the proposed combination, should be made only on the basis of the information contained in the joint proxy statement (including the Scheme documentation). I have provided economic analysis and advice in UK, European, and international merger proceedings, follow-on damages cases, and competition litigation. Technology, Operations & Change leader with a proven track record of shaping & delivering wide ranging impact globally across diverse businesses and cultures. "We've used this time to align our future leadership team around a one-firm culture that will create new opportunities for colleagues, accelerate innovation on behalf of clients and deliver shareholders the long-term value creation they have come to expect from our team.". Aon plc(NYSE: AON) is a leading global professional services firm providing a broad range of risk, retirement and health solutions. As laid out in the business combination agreement, Aon will pay Willis a $1 billion termination fee.. 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). On the same day the Aon-Willis merger was terminated (July 26), Aon announced that CEO Case and CFO Case had extended their employment agreements until 2026. The agreement resolves questions raised by the European Commission and is intended to address certain questions raised by regulators in certain other jurisdictions. 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. 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. Guided by a one firm mindset, the new leadership team will come together following the close of the combination to deliver new . Chicago, Illinois, United States. 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. 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. Health & Benefits business units in France, Spain and Germany. 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. As a result of the Aon-Willis agreement collapsing, Gallagher said later on . <br><br>Diverse experiences in leadership roles include running a global function with teams across . Upon completion of the Reorganization, it is expected that the Aon Ireland Directors will be the same as the current Aon UK Directors. "We appreciate the extraordinary value these colleagues have delivered to our clients and our company. 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. 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. The factors identified above are not exhaustive. 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 communication contains certain statements that are forward-looking, as that term is defined in the Private Securities Litigation Reform Act of 1995. 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. ", "Our team's resilience and commitment are a source of pride and confidence. We appreciate and deeply respect all the Aon colleagues we got to know through this process.". 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. You are about to review presentations, reports, filings and/or other materials regarding Aon plc (NYSE: AON) that contain time-sensitive information. July 26 (Reuters) - Aon Plc (AON.N) and Willis Towers Watson Plc on Monday called off a $30 billion merger that would have created the world's largest insurance broker, saying U.S.. The deal had a value of about $30 billion. 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. 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. Forward-looking statements should therefore be construed in the light of such factors. While Aon and WTW are working to complete their combination as soon as possible during the third quarter of 2021,the completion remains subject to the receipt of required regulatory approvals and clearances, including with respect to United States antitrust laws, as well as other customary closing conditions. Originally the end-date had been May 27th 2021, but this will now push-back to an as yet unannounced date, with the ACCC saying it will announce a proposed decision date in due course. Forward-looking statements should therefore be construed in the light of such factors. The directors of Willis Towers Watson accept responsibility for the information contained in this document relating to Willis Towers Watson and the directors of Willis Towers Watson and members of their immediate families, related trusts and persons connected with them, except for the statements made by Aon UK in respect of Willis Towers Watson. Krasner has been the CFO of insurance brokerage AssuredPartners for . Aon expressly disclaims any obligation to review, update or correct these materials after the date thereof. 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.
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