8-KRegulation FD

Aon plc 8-K Report, Regulation FD Disclosure (Oct 10, 2008)

Filed October 10, 2008For Securities:AON

Summary

Aon Corporation (Aon) has filed an 8-K report detailing its recent open market purchases of common shares in Benfield Group Limited (Benfield). These purchases, initiated on October 9, 2008, are being made by Aon on behalf of its wholly-owned subsidiary, Aon Benfield Holdings Limited (ABHL). As of the close of trading on October 9, ABHL had acquired 1.5 million Benfield shares. These acquisitions are part of Aon's broader strategy to acquire Benfield, an agreement for which was previously announced on August 22, 2008. The report clarifies that these open market purchases may continue up until the closing of the Benfield acquisition, though there is no guarantee of further share acquisitions or the total number of shares that might be purchased. Aon states it has no obligation to update investors on any future purchase decisions. This move signals Aon's active management of its stake in Benfield as it works towards completing the previously announced acquisition, which is subject to shareholder approval and other customary closing conditions.

Key Highlights

  • 1Aon is actively purchasing shares of Benfield Group Limited on the open market.
  • 2These purchases are being made by Aon on behalf of its subsidiary, Aon Benfield Holdings Limited (ABHL).
  • 3As of October 9, 2008, 1.5 million Benfield shares had been acquired by ABHL.
  • 4The share purchases are related to Aon's previously announced definitive agreement to acquire all of Benfield's share capital.
  • 5Purchases may continue until the closing of the Benfield acquisition, but future purchases are not guaranteed.
  • 6Aon has no obligation to update the market on subsequent purchase decisions or lack thereof.

Frequently Asked Questions

The primary purpose of these purchases is to acquire shares of Benfield Group Limited in preparation for Aon's previously announced acquisition of Benfield. These actions are being taken by Aon on behalf of its subsidiary, Aon Benfield Holdings Limited (ABHL).

As of the close of trading on October 9, 2008, ABHL had acquired 1.5 million Benfield shares through Aon's open market purchases.

Aon has stated that ABHL may continue making additional purchases until the closing of Aon's acquisition of Benfield. However, there is no guarantee of any further purchases, nor is there a commitment to a specific number of shares.

The acquisition of Benfield by Aon is subject to Benfield shareholder approval and other customary closing conditions, as previously disclosed in Aon's Form 8-K filed on August 22, 2008.