EX-99.1 2 a10-8966_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 



Investor Relations

 

News from Aon

 

Aon Reports First Quarter 2010 Results

 

First Quarter Highlights

 

·                  Total revenue increased 3% to $1.9 billion with a decline in organic revenue of 3%

·                  EPS from continuing operations was $0.63 and adjusted EPS from continuing operations, excluding certain items, increased 11% to $0.83

·                  Brokerage revenue increased 3% to $1.6 billion with a decline in organic revenue of 3%

·                  Brokerage operating margin was 16.2% and the adjusted operating margin, excluding certain items, was similar to the prior year quarter at 20.5%

·                  Consulting revenue increased 4% to $322 million with a decline in organic revenue of 1%

·                  Consulting operating margin was 15.2% and the adjusted operating margin, excluding certain items, increased 60 basis points to 17.4%

·                  Repurchased 1.2 million shares of common stock for $50 million

·                  Completed acquisition of J.P. Morgan Compensation and Benefits Strategies Division of J.P. Morgan Retirement Plan Services, LLC

 

CHICAGO, IL — April 30, 2010 - Aon Corporation (NYSE: AON) today reported results for the first quarter ended March 31, 2010.

 

Net income attributable to Aon stockholders was $178 million or $0.63 per share, compared to $280 million or $0.96 per share for the prior year quarter.  The prior year quarter included an $83 million pretax gain related to the U.S. pension curtailment and a $43 million after-tax gain on the sale of Automobile Insurance Specialists (AIS).  Net income attributable to Aon stockholders from continuing operations decreased 23% to $178 million or $0.63 per share, compared to $230 million or $0.79 per share for the prior year quarter.  Net income attributable to Aon stockholders from continuing operations per share, excluding certain items, increased 11% to $0.83 compared to $0.75 for the prior year quarter.  Certain items that impacted first quarter results and comparisons with the prior year quarter are detailed in the reconciliation of non-GAAP measures on page 12 of this press release.

 

“Our first quarter results reflect solid operational performance across both the Brokerage and Consulting segments.  Despite difficult economic and soft market conditions and a 48 percent decline in investment income, on an adjusted basis, we held total operating margins constant and increased EPS from continuing operations 11 percent,” said Greg Case, president and chief executive officer.  “Our restructuring programs are expected to deliver additional cost savings and margin improvement, while the substantial investments across our organization in areas such as construction, professional liability and retirement consulting continue to strengthen our client-serving capability.  Finally, our balance sheet and strong cash flow provide significant financial flexibility to create long-term shareholder value, as highlighted by the repurchase of an additional $50 million of stock during the quarter.”

 



 

FIRST QUARTER FINANCIAL SUMMARY

 

Total revenue increased 3% to $1.9 billion from the prior year quarter due to a 6% increase from foreign currency translation and a 1% increase from acquisitions, primarily Allied North America, net of dispositions, partially offset by a 3% organic revenue decline in commissions and fees and a $12 million or 48% decline in investment income.

 

Total operating expenses increased 10% or $151 million to $1.6 billion due primarily to an estimated $92 million unfavorable impact from foreign currency translation and a $33 million increase in restructuring related expenses, partially offset by benefits related to the 2007 and Aon Benfield restructuring programs.  The prior year quarter expenses included an $83 million pension curtailment gain.

 

Restructuring expenses were $76 million in the first quarter compared to $43 million in the prior year quarter.  An analysis of restructuring-related expenses by segment and type for both the 2007 and Aon Benfield restructuring programs are detailed on page 13 of this release.

 

Restructuring savings in the first quarter related to the 2007 restructuring program are estimated at $110 million compared to $41 million in the prior year quarter.  Of the estimated restructuring savings in the first quarter, $92 million were related to the Brokerage segment primarily from workforce reductions.  Before any potential reinvestment of savings, the 2007 restructuring program is expected to deliver $536 million of annualized run-rate cost savings by the end of 2010.

 

Restructuring savings in the first quarter related to the Aon Benfield restructuring program are estimated at $22 million.  Before any potential reinvestment of savings, the Benfield restructuring program is expected to deliver cumulative cost savings of $90-100 million in 2010 and $122 million in 2011.

 

Currency fluctuations in the first quarter favorably impacted net income from continuing operations by $0.04 per diluted share when the Company translates prior year quarter results at current quarter foreign exchange rates.

 

Effective tax rate on net income from continuing operations decreased to 24.9% in the first quarter compared to 31.5% for the prior year quarter.  The first quarter was favorably impacted by certain deferred tax adjustments.  The prior year quarter reflected an underlying tax rate on operations of approximately 29%, plus the impact of a non-cash deferred tax expense on the U.S. pension curtailment gain.  The Company anticipates an underlying effective tax rate on continuing operations of 28% for 2010.

 

Average diluted shares outstanding decreased to 283.4 million in the first quarter compared to 292.0 million in the prior year quarter due primarily to the Company’s share repurchase program.  During the quarter, the Company repurchased 1.2 million shares of common stock for $50 million.  The company has approximately $215 million remaining under the share repurchase program previously authorized in 2005 and $2 billion under the share repurchase program previously authorized in 2010.

 

Discontinued Operations after-tax income had no impact on results in the first quarter compared to an after-tax gain of $50 million or $0.17 per share in the prior year quarter.  The prior year quarter primarily includes a $43 million after-tax gain on the sale of AIS.

 

2



 

FIRST QUARTER SEGMENT REVIEW

 

Certain noteworthy items impacted operating income and operating margins in the first quarter of 2010 and 2009.  The first quarter segment reviews provided below include supplemental information related to organic revenue growth, adjusted operating income and operating margin which is described in detail on the “Reconciliation of Non-GAAP Measures - Organic Revenue Growth” on page 11 and “Reconciliation of Non-GAAP Measures - Operating Income and Diluted Earnings Per Share” on page 12 of this press release.

 

RISK AND INSURANCE BROKERAGE SERVICES

 

 

 

 

 

 

 

 

 

 

 

Less:

 

 

 

(millions)

 

First Quarter Ended

 

 

 

Less:

 

Acquisitions,

 

Organic

 

Commissions,

 

Mar 31,

 

Mar 31,

 

%

 

Currency

 

Divestitures,

 

Revenue

 

Fees and Other

 

2010

 

2009

 

Change

 

Impact

 

Other

 

Growth

 

Retail

 

$

1,186

 

$

1,124

 

6

%

6

%

3

%

(3

)%

Reinsurance

 

388

 

395

 

(2

)

4

 

(2

)

(4

)

Subtotal

 

$

1,574

 

$

1,519

 

4

%

6

 

1

 

(3

)

Investment Income

 

13

 

24

 

(46

)%

 

 

 

 

 

 

Total Revenue

 

$

1,587

 

$

1,543

 

3

%

 

 

 

 

 

 

 

Risk and Insurance Brokerage Services total revenue increased 3% to $1.6 billion compared to the prior year quarter due to a 6% favorable impact from foreign currency translation on commissions and fees and a 1% increase from acquisitions, primarily Allied North America, net of dispositions, partially offset by a 3% organic revenue decline in commissions and fees revenue and an $11 million or 46% decline in investment income.

 

Retail organic revenue declined 3% compared to the prior year quarter.  By geographic region in Retail, the Americas organic revenue declined 5% due to an unfavorable timing impact for certain renewal business and the impact of soft pricing, lower exposure units and lower construction demand in U.S. Retail, partially offset by solid growth in Latin America.  U.K. organic revenue decreased 2% due primarily to weak economic conditions, partially offset by strong growth in captives business.  EMEA organic revenue decreased 2% due to weak economic conditions and lower exposure units in Continental Europe and Ireland, partially offset by modest growth in emerging markets.  APAC organic revenue increased 1% reflecting strong growth in emerging markets, partially offset by soft market conditions in Australia.  Reinsurance organic revenue decreased 4% due primarily to higher cedent retentions globally in treaty placements and lower facultative and capital markets transactions, partially offset by new business growth in the Americas for treaty placements.

 

3



 

 

 

First Quarter Ended

 

 

 

 

 

Mar 31,

 

Mar 31,

 

%

 

(millions)

 

2010

 

2009

 

Change

 

Revenue

 

$

1,587

 

$

1,543

 

3

%

Expenses

 

 

 

 

 

 

 

Compensation and benefits

 

951

 

837

 

14

 

Other expenses

 

379

 

383

 

(1

)

Total operating expenses

 

1,330

 

1,220

 

9

 

 

 

 

 

 

 

 

 

Operating income

 

$

257

 

$

323

 

(20

)%

Operating margin

 

16.2

%

20.9

%

 

 

 

 

 

 

 

 

 

 

Operating income - adjusted

 

$

326

 

$

316

 

3

%

Operating margin - adjusted

 

20.5

%

20.5

%

 

 

 

Compensation and benefits for the first quarter increased 14% or $114 million compared to the prior year quarter including a $53 million unfavorable impact from foreign currency translation and a $24 million increase in restructuring related costs, partially offset by benefits related to the restructuring programs.  The prior year quarter included a $58 million pension curtailment gain.  Other expenses for the first quarter decreased 1% or $4 million from the prior year quarter due primarily to benefits related to the restructuring programs, partially offset by a $24 million unfavorable impact from foreign currency translation.  The prior year quarter included $10 million of Benfield integration costs.

 

First quarter operating income decreased 20% to $257 million.  Adjusting for certain items detailed on page 12 of this press release, operating income increased 3% or $10 million to $326 million and operating margin was similar to the prior year quarter at 20.5% due primarily to benefits of the restructuring programs, offset by lower organic revenue, an $11 million or 46% decrease in investment income and an unfavorable margin impact from foreign currency translation.

 

CONSULTING

 

(millions)

 

First Quarter Ended

 

 

 

Less:

 

Less:
Acquisitions,

 

Organic

 

Commissions,

 

Mar 31,

 

Mar 31,

 

%

 

Currency

 

Divestitures,

 

Revenue

 

Fees and Other

 

2010

 

2009

 

Change

 

Impact

 

Other

 

Growth

 

Services

 

$

275

 

$

263

 

5

%

6

%

%

(1

)%

Outsourcing

 

47

 

45

 

4

 

7

 

1

 

(4

)

Subtotal

 

$

322

 

$

308

 

5

%

6

%

%

(1

)%

Investment Income

 

 

1

 

(100

)%

 

 

 

 

 

 

Total Revenue

 

$

322

 

$

309

 

4

%

 

 

 

 

 

 

 

Consulting total revenue increased 4% to $322 million compared to the prior year quarter due primarily to a 6% favorable impact from foreign currency translation, partially offset by a 1% decline in organic commissions and fees revenue.  Organic revenue in Services decreased 1% primarily reflecting the impact of weak economic conditions in our health and benefits and retirement consulting businesses, partially offset by strong growth in global compensation consulting.  Organic revenue in Outsourcing declined 4% due to lower payroll counts impacting certain employee benefits and retirement outsourcing contracts.

 

4



 

 

 

First Quarter Ended

 

 

 

 

 

Mar 31,

 

Mar 31,

 

%

 

(millions)

 

2010

 

2009

 

Change

 

Revenue

 

$

322

 

$

309

 

4

%

Expenses

 

 

 

 

 

 

 

Compensation and benefits

 

196

 

162

 

21

 

Other expenses

 

77

 

77

 

 

Total operating expenses

 

273

 

239

 

14

 

 

 

 

 

 

 

 

 

Operating income

 

$

49

 

$

70

 

(30

)%

Operating margin

 

15.2

%

22.7

%

 

 

 

 

 

 

 

 

 

 

Operating income - adjusted

 

$

56

 

$

52

 

8

%

Operating margin - adjusted

 

17.4

%

16.8

%

 

 

 

Compensation and benefits for the first quarter increased 21% or $34 million from the prior year quarter including a $10 million unfavorable impact from foreign currency translation and a $3 million increase in restructuring related costs, partially offset by benefits related to the 2007 restructuring program.  The prior year quarter included a $21 million pension curtailment gain.  Other expenses were similar to the prior year quarter due primarily to benefits related to the 2007 restructuring program, partially offset by a $5 million unfavorable impact from foreign currency translation.

 

First quarter operating income decreased 30% to $49 million.  Adjusting for certain items detailed on page 12 of this press release, operating income increased 8% or $4 million to $56 million and operating margin increased 60 basis points to 17.4% versus the prior year quarter due primarily to benefits related to the 2007 restructuring program, partially offset by lower organic revenue.

 

INCOME FROM CONTINUING OPERATIONS

 

 

 

First Quarter Ended

 

 

 

 

 

Mar 31,

 

Mar 31,

 

%

 

(millions)

 

2010

 

2009

 

Change

 

Risk and Insurance Brokerage Services

 

$

257

 

$

323

 

(20

)%

Consulting

 

49

 

70

 

(30

)

Unallocated expenses

 

(33

)

(27

)

22

 

Operating income from continuing operations before tax

 

$

273

 

$

366

 

(25

)%

Interest income

 

1

 

7

 

(86

)

Interest expense

 

(34

)

(29

)

17

 

Other income (expense)

 

7

 

(1

)

N/A

 

Income from continuing operations before tax

 

$

247

 

$

343

 

(28

)%

 

Unallocated expenses increased $6 million to $33 million due primarily to higher performance-based incentive compensation.  Interest income decreased $6 million compared to the prior year quarter due primarily to lower cash balances and lower income related to certain private equity securities.  Interest expense increased $5 million to $34 million due to an increase in the

 

5



 

average rate on outstanding debt.  Other income was $7 million including $4 million related to gains on sales of certain businesses.

 

Conference Call and Webcast Details

The Company will host a conference call on Friday, April 30, 2010 at 7:30 a.m. central time.  Interested parties can listen to the conference call via a live audio webcast at www.aon.com.

 

About Aon

Aon Corporation (NYSE: AON) is the leading global provider of risk management services, insurance and reinsurance brokerage, and human capital consulting. Through its more than 36,000 colleagues worldwide, Aon readily delivers distinctive client value via innovative and effective risk management and workforce productivity solutions. Aon’s industry-leading global resources and technical expertise are delivered locally through more than 500 offices in more than 120 countries. Named the world’s best broker by Euromoney magazine’s 2008 and 2009 Insurance Survey, Aon also ranked highest on Business Insurance’s listing of the world’s largest insurance brokers based on commercial retail, wholesale, reinsurance and personal lines brokerage revenues in 2008 and 2009. A.M. Best deemed Aon the number one insurance broker based on brokerage revenues in 2007, 2008, and 2009, and Aon was voted best insurance intermediary, best reinsurance intermediary and best employee benefits consulting firm in 2007, 2008 and 2009 by the readers of Business Insurance. For more information on Aon, log onto http://www.aon.com.

 

Safe Harbor Statement

This press release contains certain statements related to future results, or states our intentions, beliefs and expectations or predictions for the future which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from either historical or anticipated results depending on a variety of factors. Potential factors that could impact results include: general economic conditions in different countries in which we do business around the world, changes in global equity and fixed income markets that could affect the return on invested assets, fluctuations in exchange and interest rates that could influence revenue and expense, rating agency actions that could affect our ability to borrow funds, funding of our various pension plans, changes in the competitive environment, our ability to implement restructuring initiatives and other initiatives intended to yield cost savings, changes in commercial property and casualty markets and commercial premium rates that could impact revenues, the outcome of inquiries from regulators and investigations related to compliance with the U.S. Foreign Corrupt Practices Act and non-U.S. anti-corruption laws, the impact of investigations brought by U.S. state attorneys general, U.S. state insurance regulators, U.S. federal prosecutors, U.S. federal regulators, and regulatory authorities in the U.K. and other countries, the impact of class actions and individual lawsuits including client class actions, securities class actions, derivative actions, ERISA class actions, the cost of resolution of other contingent liabilities and loss contingencies, and to realize the anticipated benefits of the Benfield merger.  Further information concerning the Company and its business, including factors that potentially could materially affect the Company’s financial results, is contained in the Company’s filings with the Securities and Exchange Commission.

 

Explanation of Non-GAAP Measures

This press release includes supplemental information related to organic revenue growth and several additional measures including expenses, margins and income per share, that exclude the effects of restructuring charges and certain other noteworthy items that affected results for the comparable periods.  Organic revenue growth excludes from reported revenues the impact of foreign exchange, acquisitions, divestitures, transfers between business units, reimbursable expenses and unusual items.  The impact of foreign exchange is determined by translating last year’s revenue, expense or net income at this year’s foreign exchange rates.  Reconciliations are provided in the attached schedules.  Supplemental organic revenue growth information and additional measures that exclude the effects of the restructuring charges and certain other items do not affect net income or any other GAAP reported amounts.  Management believes that these measures are important to make meaningful period-to-period comparisons and that this supplemental information is helpful to investors.  They should be viewed in addition to, not in lieu of, the Company’s Consolidated Statements of Income.  Industry peers provide similar supplemental information regarding their performance, although they may not make identical adjustments.

 

 

#

 

 

Investor Contact:

Media Contact:

 

6



 

Scott Malchow

David Prosperi

Vice President, Investor Relations

Vice President, Global Public Relations

312-381-3983

312-381-2485

 

7



 

Aon Corporation

Consolidated Statements of Income (Unaudited)

 

 

 

First Quarter Ended

 

(millions except per share data)

 

Mar. 31,
2010

 

Mar. 31,
2009

 

Percent
Change

 

Revenue

 

 

 

 

 

 

 

Commissions, fees and other

 

$

1,891

 

$

1,821

 

4

%

Fiduciary investment income

 

13

 

25

 

(48

)

Total revenue

 

1,904

 

1,846

 

3

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

Compensation and benefits

 

1,163

 

1,014

 

15

 

Other general expenses

 

468

 

466

 

 

Total operating expenses

 

1,631

 

1,480

 

10

 

Operating income

 

273

 

366

 

(25

)

 

 

 

 

 

 

 

 

Interest income

 

1

 

7

 

(86

)

Interest expense

 

(34

)

(29

)

17

 

Other income (expense)

 

7

 

(1

)

N/A

 

Income from continuing operations before income taxes

 

247

 

343

 

(28

)

Income taxes (1)

 

61

 

108

 

(44

)

Income from continuing operations

 

186

 

235

 

(21

)

 

 

 

 

 

 

 

 

Income from discontinued operations before income taxes

 

2

 

91

 

(98

)

Income taxes (2)

 

2

 

41

 

(95

)

Income from discontinued operations

 

 

50

 

(100

)

 

 

 

 

 

 

 

 

Net income

 

186

 

285

 

(35

)

Less: Net income attributable to the noncontrolling interests

 

8

 

5

 

60

 

Net income attributable to Aon stockholders

 

$

178

 

$

280

 

(36

)%

 

 

 

 

 

 

 

 

Net income attributable to Aon stockholders:

 

 

 

 

 

 

 

Income from continuing operations

 

$

178

 

$

230

 

(23

)%

Income from discontinued operations

 

 

50

 

(100

)

Net income

 

$

178

 

$

280

 

(36

)%

Basic net income per share attributable to Aon stockholders:

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.65

 

$

0.81

 

(20

)%

Income from discontinued operations

 

 

0.18

 

(100

)

Net income

 

$

0.65

 

$

0.99

 

(34

)%

 

 

 

 

 

 

 

 

Diluted net income per share attributable to Aon stockholders:

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.63

 

$

0.79

 

(20

)%

Income from discontinued operations

 

 

0.17

 

(100

)

Net income

 

$

0.63

 

$

0.96

 

(34

)%

 

 

 

 

 

 

 

 

Weighted average common shares outstanding - diluted

 

283.4

 

292.0

 

(3

)%

 


(1)

Tax rate for continuing operations is 24.9% and 31.5% for the first quarter ended March 31, 2010 and 2009, respectively. The underlying tax rate on continuing operations for 2010 is approximately 28%.

 

 

(2)

Tax rate for discontinued operations is 74.4% and 45.1% for the first quarter ended March 31, 2010 and 2009, respectively.

 

8



 

Aon Corporation

Revenue from Continuing Operations (Unaudited)

 

 

 

First Quarter Ended

 

(millions)

 

Mar. 31,
2010

 

Mar. 31,
2009

 

Percent
Change

 

Organic
Revenue
Growth (1)

 

Commissions, Fees and Other

 

 

 

 

 

 

 

 

 

Risk and Insurance Brokerage Services

 

$

1,574

 

$

1,519

 

4

%

(3

)%

Consulting

 

322

 

308

 

5

 

(1

)

Total Operating Segments

 

$

1,896

 

$

1,827

 

4

%

(3

)%

 

 

 

 

 

 

 

 

 

 

Fiduciary Investment Income

 

 

 

 

 

 

 

 

 

Risk and Insurance Brokerage Services

 

$

13

 

$

24

 

(46

)%

 

 

Consulting

 

 

1

 

(100

)

 

 

Total Operating Segments

 

$

13

 

$

25

 

(48

)%

 

 

 

 

 

 

 

 

 

 

 

 

Total Revenue

 

 

 

 

 

 

 

 

 

Risk and Insurance Brokerage Services

 

$

1,587

 

$

1,543

 

3

%

 

 

Consulting

 

322

 

309

 

4

 

 

 

Intersegment

 

(5

)

(6

)

(17

)

 

 

Total

 

$

1,904

 

$

1,846

 

3

%

 

 

 


(1)

Organic revenue growth excludes the impact of foreign exchange, acquisitions, divestitures, transfers, reimbursable expenses and unusual items. Organic revenue growth, a non-GAAP measure, is reconciled to the corresponding U.S. GAAP percent change in revenue on page 11 of this release.

 

9



 

Aon Corporation

Segments (Unaudited)

 

Risk and Insurance Brokerage Services

 

 

 

First Quarter Ended

 

(millions)

 

Mar. 31,
2010

 

Mar. 31,
2009

 

Percent
Change

 

Revenue

 

 

 

 

 

 

 

Commissions, fees and other

 

$

1,574

 

$

1,519

 

4

%

Fiduciary investment income

 

13

 

24

 

(46

)

Total revenue

 

1,587

 

1,543

 

3

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

Compensation and benefits

 

951

 

837

 

14

 

Other general expenses

 

379

 

383

 

(1

)

Total operating expenses

 

1,330

 

1,220

 

9

 

 

 

 

 

 

 

 

 

Operating income

 

$

257

 

$

323

 

(20

)%

 

 

 

 

 

 

 

 

Operating margin

 

16.2

%

20.9

%

 

 

 

Consulting

 

 

 

First Quarter Ended

 

(millions)

 

Mar. 31,
2010

 

Mar. 31,
2009

 

Percent
Change

 

Revenue

 

 

 

 

 

 

 

Commissions, fees and other

 

$

322

 

$

308

 

5

%

Fiduciary investment income

 

 

1

 

(100

)

Total revenue

 

322

 

309

 

4

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

Compensation and benefits

 

196

 

162

 

21

 

Other general expenses

 

77

 

77

 

 

Total operating expenses

 

273

 

239

 

14

 

 

 

 

 

 

 

 

 

Operating income

 

$

49

 

$

70

 

(30

)%

 

 

 

 

 

 

 

 

Operating margin

 

15.2

%

22.7

%

 

 

 

Total Operating Income

 

 

 

First Quarter Ended

 

(millions)

 

Mar. 31,
2010

 

Mar. 31,
2009

 

Percent
Change

 

Risk and Insurance Brokerage Services

 

$

257

 

$

323

 

(20

)%

Consulting

 

49

 

70

 

(30

)

Unallocated expenses

 

(33

)

(27

)

22

 

Total operating income

 

$

273

 

$

366

 

(25

)%

 

 

 

 

 

 

 

 

Total operating margin

 

14.3

%

19.8

%

 

 

 

10



 

Aon Corporation

Reconciliation of Non-GAAP Measures - Organic Revenue Growth (Unaudited)

 

 

 

First Quarter Ended

 

(millions)

 

Mar. 31,
2010

 

Mar. 31,
2009

 

Percent
Change

 

Less:
Currency
Impact (1)

 

Less:
Acquisitions,
Divestitures &
Other

 

Organic
Revenue
Growth (2)

 

Commissions, Fees and Other

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk and Insurance Brokerage Services Segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail brokerage

 

 

 

 

 

 

 

 

 

 

 

 

 

Americas

 

$

487

 

$

477

 

2

%

3

%

4

%

(5

)%

United Kingdom

 

121

 

116

 

4

 

6

 

 

(2

)

Europe, Middle East & Africa

 

477

 

447

 

7

 

7

 

2

 

(2

)

Asia Pacific

 

101

 

84

 

20

 

20

 

(1

)

1

 

Total Retail brokerage

 

1,186

 

1,124

 

6

 

6

 

3

 

(3

)

Reinsurance brokerage

 

388

 

395

 

(2

)

4

 

(2

)

(4

)

Total Risk and Insurance Brokerage Services

 

1,574

 

1,519

 

4

 

6

 

1

 

(3

)

Consulting Segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

Consulting services

 

275

 

263

 

5

 

6

 

 

(1

)

Outsourcing

 

47

 

45

 

4

 

7

 

1

 

(4

)

Total Consulting

 

322

 

308

 

5

 

6

 

 

(1

)

Total Operating Segments

 

$

1,896

 

$

1,827

 

4

%

6

%

1

%

(3

)%

 


(1)

 

Currency impact is determined by translating last year’s revenue at this year’s foreign exchange rates.

 

 

 

(2)

 

Organic revenue growth excludes the impact of foreign exchange, acquisitions, divestitures, transfers, reimbursable expenses and unusual items.

 

11



 

Aon Corporation

Reconciliation of Non-GAAP Measures - Operating Income and Diluted Earnings Per Share (Unaudited) (1)

 

 

 

First Quarter Ended March 31, 2010

 

(millions)

 

Risk and
Insurance
Brokerage
Services

 

Consulting

 

Unallocated
Income &
Expense

 

Total

 

Revenue

 

$

1,587

 

$

322

 

$

(5

)

$

1,904

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss) - as reported

 

$

257

 

$

49

 

$

(33

)

$

273

 

Restructuring charges

 

69

 

7

 

 

76

 

Operating income (loss) - as adjusted

 

$

326

 

$

56

 

$

(33

)

$

349

 

 

 

 

 

 

 

 

 

 

 

Operating margins - as adjusted

 

20.5

%

17.4

%

N/A

 

18.3

%

 

 

 

 

 

 

 

 

 

 

 

 

First Quarter Ended March 31, 2009

 

(millions)

 

Risk and
Insurance
Brokerage
Services

 

Consulting

 

Unallocated
Income &
Expense

 

Total

 

Revenue

 

$

1,543

 

$

309

 

$

(6

)

$

1,846

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss) - as reported

 

$

323

 

$

70

 

$

(27

)

$

366

 

Restructuring charges

 

40

 

3

 

 

43

 

Pension curtailment

 

(58

)

(21

)

(4

)

(83

)

Benfield integration costs

 

10

 

 

 

10

 

Anti-bribery and compliance initiatives

 

1

 

 

 

1

 

Operating income (loss) - as adjusted

 

$

316

 

$

52

 

$

(31

)

$

337

 

 

 

 

 

 

 

 

 

 

 

Operating margins - as adjusted

 

20.5

%

16.8

%

N/A

 

18.3

%

 

 

 

 

 

 

 

 

 

 

 

 

First Quarter Ended

 

 

 

 

 

 

 

March 31,

 

 

 

 

 

(millions except per share data)

 

2010

 

2009

 

 

 

 

 

Operating income - as adjusted

 

$

349

 

$

337

 

 

 

 

 

Interest income

 

1

 

7

 

 

 

 

 

Interest expense

 

(34

)

(29

)

 

 

 

 

Other income (expense)

 

7

 

(1

)

 

 

 

 

Income from continuing operations before income taxes - as adjusted

 

323

 

314

 

 

 

 

 

Income taxes (2)

 

80

 

90

 

 

 

 

 

Income from continuing operations - as adjusted

 

243

 

224

 

 

 

 

 

Less: Net income attributable to noncontrolling interests

 

8

 

5

 

 

 

 

 

Income from continuing operations attributable to Aon stockholders - as adjusted

 

$

235

 

$

219

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share from continuing operations - as adjusted

 

$

0.83

 

$

0.75

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding - diluted

 

283.4

 

292.0

 

 

 

 

 

 


(1)

Certain noteworthy items impacting operating income in 2010 and 2009 are described in this schedule. The items shown with the caption “as adjusted” are non-GAAP measures.

 

 

(2)

Tax rate for continuing operations is 24.9% and 31.5% for the first quarter ended March 31, 2010 and 2009, respectively (U.S. GAAP). All reconciling items are taxed at the effective tax rate. However, the 2009 U.S. GAAP effective tax rate was adjusted to 28.7% to exclude the impact of the 40% tax rate applied to the $83 million U.S. pension curtailment gain.

 

12



 

Aon Corporation

Restructuring Plans (Unaudited) (1)

 

2007 Restructuring Plan

 

By Type:

 

 

 

Actual

 

 

 

(millions)

 

Full
Year
2007

 

Full
Year
2008

 

Full
Year
2009

 

First
Quarter
2010

 

Total
to
Date

 

Estimated
Total

 

Workforce reduction

 

$

17

 

$

166

 

$

251

 

$

57

 

$

491

 

$

510

 

Lease consolidation

 

22

 

38

 

78

 

6

 

144

 

149

 

Asset impairments

 

4

 

18

 

15

 

1

 

38

 

39

 

Other costs associated with restructuring

 

3

 

29

 

13

 

3

 

48

 

52

 

Total restructuring and related expenses

 

$

46

 

$

251

 

$

357

 

$

67

 

$

721

 

$

750

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

By Segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk and Insurance Brokerage Services

 

$

41

 

$

234

 

$

322

 

$

60

 

$

657

 

$

683

 

Consulting

 

5

 

17

 

35

 

7

 

64

 

67

 

Total restructuring and related expenses

 

$

46

 

$

251

 

$

357

 

$

67

 

$

721

 

$

750

 

 

Benfield Restructuring Plan

 

By Type:

 

 

 

 

 

Operations

 

 

 

(millions)

 

Purchase
Price
Allocation (2)

 

Full
Year
2009

 

First
Quarter
2010

 

Total
to
Date

 

Estimated
Total

 

Workforce reduction

 

$

32

 

$

38

 

$

5

 

$

75

 

$

93

 

Lease consolidation

 

22

 

14

 

3

 

39

 

55

 

Asset impairments

 

 

2

 

 

2

 

4

 

Other costs associated with restructuring

 

1

 

1

 

1

 

3

 

3

 

Total restructuring and related expenses

 

$

55

 

$

55

 

$

9

 

$

119

 

$

155

 

 


(1)

In the Consolidated Statements of Income, workforce reductions are included in “Compensation and benefits”; lease consolidations, asset impairments, and other costs associated with restructuring are included in “Other general expenses”.

 

 

(2)

Represents costs associated with the execution of restructuring activity identified at the acquisition date (November 30, 2008).

 

13



 

Aon Corporation

Condensed Consolidated Statements of Financial Position

 

 

 

As of

 

(millions)

 

March 31,
2010

 

December 31,
2009

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash and cash equivalents

 

$

422

 

$

217

 

Short-term investments

 

312

 

422

 

Receivables, net

 

1,983

 

2,052

 

Fiduciary assets (1)

 

11,089

 

10,835

 

Other current assets

 

462

 

463

 

Total Current Assets

 

14,268

 

13,989

 

Goodwill

 

5,887

 

6,078

 

Intangible assets, net

 

770

 

791

 

Fixed assets, net

 

452

 

461

 

Investments

 

308

 

319

 

Other non-current assets

 

1,274

 

1,320

 

Total Assets

 

$

22,959

 

$

22,958

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Fiduciary liabilities

 

$

11,089

 

$

10,835

 

Short-term debt and current portion of long-term debt

 

84

 

10

 

Accounts payable and accrued liabilities

 

1,269

 

1,535

 

Other current liabilities

 

334

 

260

 

Total Current Liabilities

 

12,776

 

12,640

 

Long-term debt

 

2,013

 

1,998

 

Pension and other post employment liabilities

 

1,770

 

1,889

 

Other non-current liabilities

 

943

 

1,000

 

Total Liabilities

 

17,502

 

17,527

 

Total Aon Stockholders’ Equity

 

5,402

 

5,379

 

Noncontrolling interests

 

55

 

52

 

Total Equity

 

5,457

 

5,431

 

Total Liabilities and Equity

 

$

22,959

 

$

22,958

 

 


(1) Includes short-term investments:  2010 - $3,600, 2009 - $3,329.

 

14



 

Aon Corporation

Condensed Consolidated Statements of Cash Flows (Unaudited)

 

 

 

First Quarter Ended

 

(millions)

 

March 31,
2010

 

March 31,
2009

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

Net income

 

$

186

 

$

285

 

Adjustments to reconcile net income to cash provided by operating activities:

 

 

 

 

 

Gains from sales of businesses, net

 

(6

)

(92

)

Depreciation and amortization

 

58

 

60

 

Stock compensation expense

 

66

 

40

 

Deferred income taxes

 

(12

)

14

 

Change in assets and liabilities:

 

 

 

 

 

Change in funds held on behalf of clients

 

396

 

512

 

Receivables, net

 

45

 

179

 

Accounts payable and accrued liabilities

 

(274

)

(260

)

Restructuring reserves

 

(1

)

(8

)

Current income taxes

 

65

 

82

 

Pension and other post employment liabilities

 

(55

)

(142

)

Other assets and liabilities

 

(4

)

(117

)

Cash Provided by Operating Activities

 

464

 

553

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

Sales of long-term investments

 

66

 

7

 

Purchase of long-term investments

 

(10

)

(12

)

Net sales (purchases) of short-term investments - non-fiduciary

 

97

 

(193

)

Net purchases of short-term investments - funds held on behalf of clients

 

(396

)

(512

)

Acquisition of businesses, net of cash acquired

 

(47

)

(33

)

Proceeds from sale of businesses

 

 

128

 

Capital expenditures

 

(33

)

(21

)

Cash Used for Investing Activities

 

(323

)

(636

)

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

Issuance of common stock

 

 

27

 

Purchase of treasury stock

 

(50

)

 

Issuance of stock for employee benefit plans

 

35

 

28

 

Issuance (repayment) of debt

 

73

 

(1

)

Cash dividends to stockholders

 

(41

)

(41

)

Cash Provided by Financing Activities

 

17

 

13

 

 

 

 

 

 

 

Effect of Exchange Rate Changes on Cash

 

47

 

(11

)

Net Increase (Decrease) in Cash and Cash Equivalents

 

205

 

(81

)

Cash and Cash Equivalents at Beginning of Period

 

217

 

582

 

Cash and Cash Equivalents at End of Period

 

$

422

 

$

501

 

 

15