4Calculated as the sum of the market capitalization of Aon UK, based on the closing price of Aon ordinary shares of $214.81 on 6 March 2020, and the equity value of Willis Towers Watson as implied by the Proposed Combination. 4 The deal had a value of about $30 billion. This was a bold piece of deal-making and successful execution looked likely to create significant upside. The information contained therein is only current as of the date thereof. 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. As a result of this announcement, Aon is bound by the restrictions set out in Rule 2.8 of the Irish Takeover Rules. An energetic leader and consultant unafraid of detail or complexity. Aon will maintain operating headquarters in London. We are confident they have a bright future at Gallagher.". The proposed combination was first announced on March 9, 2020. You are about to review presentations, reports, filings and/or other materials regarding Aon plc (NYSE: AON) that contain time-sensitive information. 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. 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. 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. 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. 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. 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. 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. For more information about Willis Towers Watson, see www.willistowerswatson.com. Related: Arthur J. Gallagher. The move comes. "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. Upon completion of the Reorganization, it is expected that the Aon Ireland Directors will be the same as the current Aon UK Directors. You are about to review presentations, reports, filings and/or other materials regarding Aon plc (NYSE: AON) that contain time-sensitive information. Investegate takes no responsibility for the accuracy of the information within this site. Under Rule 8.1 of the Irish Takeover Rules, all dealings in relevant securities of Willis Towers Watson by Aon UK or Aon Ireland, or relevant securities of Aon UK or Aon Ireland by Willis Towers Watson, or by any party acting in concert with either of them must also be disclosed by no later than 12 noon (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. 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. 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. 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. 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. Aon plc and Willis Towers Watson announced a definitive agreement to combine in an all-stock transaction. The events of the last year have only reinforced that rationale, and this announcement is an important step toward realizing that potential," said John Haley, Willis Towers Watson's CEO. Statements Required by the Irish Takeover RulesThe directors of Aon accept responsibility for the information contained in this document relating to Aon. The agreement resolves questions raised by the European Commission and is intended to address certain questions raised by regulators in certain other jurisdictions. "This transaction accelerates that journey by providing our combined teams the opportunity to drive innovation more quickly and deliver more value. [22] The deal was called off on 26 July 2021 after failing to reach agreement with the US Department of Justice. This communication contains certain statements that are forward-looking, as that term is defined in the Private Securities Litigation Reform Act of 1995. 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. - 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. 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. (Reuters) - Aon Plc AON.N said on Monday it would buy Willis Towers Watson Plc WLTW.O for nearly $30 billion, in an all-stock deal which will make it the world's biggest insurance broker and. The combined firm is committed to maintaining long-term financial goals of mid-single digit or greater organic revenue growth and double-digit free cash flow growth; and is expected to maintain Aon's current credit rating. Aon plc 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. As laid out in the business combination agreement, Aon will pay Willis a $1 billion termination fee.. . [23] Carl Hess becomes CEO [ edit] 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. Accretion to adjusted EPS, reflecting the synergy potential of the combination, consistent with initially announced accretion projections in year three and over the long term. 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. The defensive tackle announced on Friday evening he would be taking his talents to Louisiana Tech. Aon and Willis Towers Watson said they have, "agreed to terminate their business combination agreement and end litigation with the U.S. Department of Justice (DOJ)." The $30 billion acquisition. Aon today confirms that it does not intend to pursue this business combination. 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. Striving to do what is right even when difficult. 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. Internship on the deal side of Aon's Corporate Development team where I gained exposure to the $30 billion Aon-Willis Towers . No statement in this announcement constitutes an asset valuation. 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. 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. The deal's cancellation comes just over a month after the DOJ filed a lawsuit to block the merger.