Aon Plc · NYSE:AON
Aon — Merger or Acquisition (March 2020)
16 slides from Aon's merger presentation, Mar 9, 2020
Slide 1: Combination of Aon and Willis Towers Watson
Exhibit 99.3 Combination of Aon and Willis Towers Watson Creating a Next Generation Global Professional Services Firm March 9, 2020 John Haley Chief Executive Officer, Willis Towers Watson Greg Case Christa Davies Chief Executive Officer, Aon Chief Financial Officer, AonExhibit 99.3 Combination of A
Slide 2: Conference Call and Webcast Details
Conference Call and Webcast Details Aon will host a conference call today, March 9, 2020 at 7:30 a.m. central time. Interested parties can listen to the conference call by dialing (800) 369-3354 (within the U.S.) or (210) 234-0114 (outside of the U.S.) using access code: Aon, or via a live audio web
Slide 3: No Offer or Solicitation; Forward-Looking Statements
No Offer or Solicitation This document is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or t
Slide 4: Participants in the Solicitation
Participants in the Solicitation Aon UK, Aon Ireland and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from shareholders in connection with the Proposed Combination. Information regarding the persons who may, under the rules of the
Slide 5: No Profit Forecast / Asset Valuations
No Profit Forecast / Asset Valuations No statement in this document is intended to constitute a profit forecast for any period, nor should any statements be interpreted to mean that earnings or earnings per share will necessarily match or be greater or lesser than those for the relevant preceding fi
Slide 6: Aon to Combine with Willis Towers Watson To Accelerate Innovation on Behalf of Clients
Aon to Combine with Willis Towers Watson To Accelerate Innovation on Behalf of Clients Complementary Capabilities Accelerate Proven Aon United Growth Strategy ▪ Aligns Aon United and Willis Towers Watson growth strategies to accelerate innovation from both organizations to benefit clients ▪ Combines
Slide 7: Bringing Together Two Firms With A History of Innovation
Bringing Together Two Firms With A History of Innovation Bringing Together Two Firms With A History of Innovation
Slide 8: Serving Clients Globally Across Risk, Retirement, and Health
Serving Clients Globally Across Risk, Retirement, and Health Combines diverse colleague experience and ▪ ~95,000 colleagues globally accelerating innovation to benefit shared values clients across risk, retirement and to drive distinctive outcomes for clients health ▪ After completion of the transac
Slide 9: Our Aon United Growth Strategy – A Shared Vision for the Future
Our Aon United Growth Strategy – A Shared Vision for the Future Aon United Strategy To Deliver Client Value Shared vision to bring the best of our combined firm to clients on the topics of people, risk and capital; allowing us to win more and do more with clients Accelerated Investment in Innovation
Slide 10: Robust Combined Financial Profile
1 Robust Combined Financial Profile Aon Combined firm has Willis Willis high recurring revenue Towers Towers and a focus on converting Aon Watson Watson ($ billions, FY 2019) each dollar of revenue into Total Revenue $11.0 $9.1 $20.1 the highest level of free cash flow Adjusted Operating $3.0 $1.9 $
Slide 11: Key Transaction Terms
Key Transaction Terms Combination Each Willis Towers Watson share will be exchanged for 1.08 shares of Aon at Structure a fixed exchange ratio ▪ Aon shareholders to own approximately 63% of Aon and Willis Towers Watson shareholders to own approximately 37% on a fully diluted basis ▪ Total considerat
Slide 12: Transaction is Expected to Create Significant Shareholder Value
Transaction is Expected to Create Significant Shareholder Value 1,2 Accretive to Aon adjusted EPS in year one and peak adjusted EPS accretion in the high teens 3 after full realization of expected synergies $20B 1,4 2019 pro-forma Free cash flow expected to breakeven in second year, revenue with fre
Slide 13: Expect $800M Synergies, Accretive to Aon Adjusted EPS in Year One
1 Expect $800M Synergies, Accretive to Aon Adjusted EPS in Year One 1 2 and Accretive to Free Cash Flow After Full Realization of Synergies ▪ Expect $800 million of annual pre-tax synergy 2 Long- savings $ millions Year 1 Year 2 Year 3 Term ▪ Expect total integration costs of ~$1.4 billion, with ~20
Slide 14: Aon Management Has a Strong Record of Execution
Aon Management Has a Strong Record of Execution, Consistently Meeting or Exceeding Financial Commitments Aon United Growth Strategy Has Delivered 1 Accelerated Organic Revenue Growth ▪ Long-term track record of strong 6% 5% financial performance on key metrics, 4% 4% 3% 3% resulting in significant s
Slide 15: Aon Will Deliver More Value to All Stakeholders
Aon Will Deliver More Value to All Stakeholders ▪ Strong combined growth profile as the new organization unites complementary expertise across risk, retirement and health to better understand client need and accelerate innovation ▪ With increased relevance to clients as the combined organization is
Slide 16: Investor Relations Contact Info
Investor Relations Willis Towers Watson Contact Info Aon Contact Info Leslie Follmer Rich Keefe leslie.follmer@aon.com rich.keefe@willistowerswatson.com Office: 312-381-3230 Office: 215-246-3961 Adam Klauss adam.klauss@aon.com Office: 312-381-1801Investor Relations Willis Towers Watson Contact Info