Summary
Aon plc (AON) filed this Current Report on Form 8-K on August 31, 2012, primarily to file an updated shelf registration statement on Form S-3. This new registration statement supersedes a prior one and reflects Aon plc becoming the ultimate holding company following a "Redomestication" on April 2, 2012. The filing also includes additional financial information to be incorporated into Aon Delaware's previously filed 2011 Annual Report on Form 10-K.
Key Highlights
- 1Aon plc has become the ultimate holding company of the Aon group as of April 2, 2012 (Redomestication).
- 2Filing of a new shelf registration statement on Form S-3, superseding a prior one from June 2009.
- 3Inclusion of additional notes (Note 20, 21, 22) and the Consolidated Statements of Comprehensive Income to Aon Delaware's 2011 audited consolidated financial statements.
- 4Note 20 provides condensed consolidating financial information due to guarantees between Aon plc and Aon Delaware.
- 5Restatement of consolidated financial statements for 2011, 2010, and 2009 to reflect the retrospective application of new FASB accounting standards for the presentation of comprehensive income (ASU No. 2011-05 and 2011-12).
- 6The 2011 Form 10-K is being amended in its entirety to incorporate these changes, with other disclosures remaining unchanged.
- 7The report includes XBRL-related exhibit documents.
Frequently Asked Questions
The main purpose of this 8-K filing is to update Aon's shelf registration statement on Form S-3 to reflect Aon plc becoming the ultimate holding company and to provide updated financial information for Aon Delaware's 2011 Annual Report on Form 10-K.
In this context, 'Redomestication' refers to the corporate restructuring where Aon plc, an England and Wales entity, became the ultimate holding company of the Aon group, replacing Aon Corporation (Aon Delaware) as the parent entity, effective April 2, 2012.
The consolidated financial statements for 2011, 2010, and 2009 are being revised to retrospectively apply new accounting standards from the FASB (ASU No. 2011-05 and 2011-12) regarding the presentation of comprehensive income. This change affects presentation but not the underlying recognition or measurement of financial data.
The filing amends Aon Delaware's 2011 Annual Report on Form 10-K to include updated financial information, specifically the Consolidated Statements of Comprehensive Income and certain notes. While the presentation of comprehensive income is revised, the filing states that no attempt has been made to modify or update other disclosures from the original 2011 Annual Report.