8-KOther EventsExhibits & Filings

Aon plc 8-K Report, Corporate Update (Sep 10, 2010)

Filed September 10, 2010For Securities:AON

Summary

Aon plc (AON) filed a Form 8-K on September 10, 2010, to update investors on its proposed merger with Hewitt Associates, Inc. The report primarily serves to incorporate by reference updated unaudited pro forma condensed combined financial information for the six months ended June 30, 2010, and the fiscal year ended December 31, 2009. This financial information is crucial for investors to assess the potential financial impact and performance of the combined entity post-merger. The filing also reiterates the status of the merger agreement, noting that it remains subject to customary closing conditions, including foreign regulatory approvals and stockholder approvals from both Aon and Hewitt. The company provides extensive risk factors and disclaimers related to forward-looking statements, emphasizing the uncertainties and potential challenges associated with completing the transaction and integrating the two businesses. Investors are directed to various SEC filings for more comprehensive information.

Key Highlights

  • 1Aon plc is providing updated unaudited pro forma condensed combined financial statements for the merger with Hewitt Associates.
  • 2The financial information covers the six months ended June 30, 2010, and the fiscal year ended December 31, 2009.
  • 3The merger remains subject to customary closing conditions, including regulatory and stockholder approvals.
  • 4The filing includes a detailed "Safe Harbor Statement" outlining numerous risks and uncertainties associated with the proposed transaction and its integration.
  • 5Investors are urged to review the definitive joint proxy statement/prospectus filed with the SEC for detailed information about the merger.
  • 6The report is being made in respect of the proposed transaction and includes information regarding participant solicitations.

Frequently Asked Questions

The primary purpose of this 8-K filing is to provide investors with updated unaudited pro forma condensed combined financial information related to Aon's proposed merger with Hewitt Associates. It also serves to reiterate the status of the merger and the conditions that must be met for its completion.

The merger is subject to customary closing conditions, which include obtaining necessary foreign regulatory approvals and securing approval from the stockholders of both Aon and Hewitt. The successful satisfaction of these conditions is critical for the transaction to proceed.

Investors are strongly encouraged to review the definitive joint proxy statement/prospectus that Aon has filed with the SEC. This document, along with other relevant filings from Aon and Hewitt available on the SEC's website (www.sec.gov) and the companies' respective investor relations pages, contains crucial information about the proposed transaction and associated risks.

The filing details a wide range of potential risks, including the possibility that expected efficiencies and cost savings may not be realized, difficulties in obtaining regulatory and stockholder approvals, potential loss of key employees, challenges in integrating the businesses, disruption to business relationships, and general economic or market-related risks. It also mentions ongoing investigations and potential litigation.