01—Abstract
Summary
Summary of the 8-K filed September 22, 2026. Cited figures are marked; the original filing is the authoritative source.
Aon plc (AON) announced in this 8-K filing dated September 22, 2026, the execution of a new $4 billiona unsecured delayed draw term loan credit facility and a $3 billion unsecured revolving credit facility, both with Citibank, N.A. as administrative agent.
The term loan facility is specifically to fund a portion of the cash consideration for the previously announced acquisition of USI Advantage Corp. (USI), along with associated fees and expenses. The term loan facility comprises two tranches: a $2 billionb two-year facility (Tranche 1) and a $2 billion three-year facility (Tranche 2), with the borrower being Aon North America, Inc. (ANA). This new financing strengthens Aon's liquidity position and supports its strategic growth initiatives, particularly the significant USI acquisition.
The company has also replaced its prior revolving credit facilities with a larger, longer-dated facility, enhancing its financial flexibility. Key covenants include leverage and interest coverage ratios, which are subject to adjustments post-acquisition. The filing also notes the termination of the prior credit agreements upon the execution of the new facilities.
02—Key points
Key Highlights
- Aon plc entered into a $4 billion unsecured delayed draw term loan credit agreement to finance the USI acquisition.
- The term loan facility consists of two tranches: a $2 billion two-year facility and a $2 billion three-year facility.
- A new $3 billion unsecured revolving credit facility has been established, replacing two previous facilities.
- Borrowings under the new facilities will bear interest based on SOFR/alternate base rate or EURIBOR/SONIA plus an applicable margin tied to Aon's debt rating.
- Key financial covenants include leverage ratios (funded net debt to adjusted EBITDA) and interest coverage ratios (adjusted EBITDA to interest expense).
- The term loan facility matures in September 2028 (Tranche 1) and September 2029 (Tranche 2), with the revolving facility maturing in September 2031.
- Existing credit agreements totaling $2 billion in revolving credit facilities were terminated in connection with the new agreements.
03—Questions
Frequently Asked Questions
What is the primary purpose of the new $4 billion term loan facility?
The primary purpose of the $4 billion unsecured delayed draw term loan facility is to provide a portion of the cash consideration for Aon's acquisition of USI Advantage Corp. (USI), as well as to cover related fees and expenses.
How does the new $3 billion revolving credit facility compare to the previous ones?
The new $3 billion unsecured revolving credit facility is larger and has a longer maturity date (September 18, 2031) compared to the two prior facilities it replaces, which totaled $2 billion and had earlier maturity dates. This provides Aon with increased financial flexibility.
What are the key financial covenants associated with these new credit agreements?
The new credit agreements contain financial covenants related to the ratio of consolidated adjusted EBITDA to consolidated interest expense (minimum 4.00 to 1.00) and the ratio of consolidated funded net debt to consolidated adjusted EBITDA (starting at a maximum of 4.75 to 1.00 post-USI acquisition, with step-downs thereafter, and a maximum of 3.50 to 1.00 pre-acquisition under the revolving facility). There are also customary covenants and events of default.
Can Aon prepay the new term loans?
Yes, both Tranche 1 and Tranche 2 term loans under the new agreement are prepayable at any time without penalty or premium.
04—Continue