EX-99.1 2 a12-11198_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Investor Relations

 

 

 

 

News from Aon

 

Aon Reports First Quarter 2012 Results

 

- Total revenue increased 3% to $2.8 billion with organic revenue growth of 4% -

- EPS from continuing operations was $0.71 -

 

First Quarter Summary

 

·      EPS from continuing operations, adjusted for certain items, was $0.98

·      Risk Solutions revenue increased 3% to $1.9 billion with organic revenue growth of 4%

·      Risk Solutions operating margin was 19.2% and the operating margin, adjusted for certain items, decreased 20 basis points to 21.4%

·      HR Solutions revenue increased 3% to $945 million with organic revenue growth of 3%

·      HR Solutions operating margin was 7.7% and the operating margin, adjusted for certain items, decreased 180 basis points to 16.5%

·      Repurchased 2.1 million shares of common stock for approximately $100 million

·      Subsequent to the close of the first quarter, the Company completed its change in corporate domicile of the parent company of the Aon group of companies from Delaware to the U.K.

·      Subsequent to the close of the first quarter, the Company announced the authorization of a $5 billion share repurchase program and a 5% increase to the annual cash dividend

 

CHICAGO, IL — May 4, 2012 - Aon plc (NYSE: AON) today reported results for the first quarter ended March 31, 2012.

 

Net income attributable to Aon stockholders from continuing operations was $238 million, or $0.71 per share, compared to $246 million, or $0.71 per share, for the prior year quarter.  Net income per share attributable to Aon stockholders from continuing operations, adjusted for certain items, was $0.98, compared to $0.99 in the prior year quarter, including an unfavorable impact from foreign currency movement of $0.04 per share on remeasurement of assets and liabilities in non-functional reporting currencies and a $0.02 per share unfavorable impact if the Company were to translate prior year results at current quarter foreign exchange rates.  Certain items that impacted first quarter results and comparisons with the prior year quarter are detailed in the “Reconciliation of Non-GAAP Measures - Operating Income and Diluted Earnings per Share” on page 12 of this press release.

 

“Our first quarter results reflect the strongest rate of organic revenue growth since the second quarter of 2007 despite overall results that were unfavorably impacted by foreign currency movement and investments to strengthen our client-serving capabilities,” said Greg Case, president and chief executive officer .  “We have taken significant steps to position the firm for long-term growth, strong free cash flow generation and increased financial flexibility as highlighted by the completed redomestication to London, the authorization of a five billion dollar share repurchase program and a five percent increase in our dividend.”

 



 

FIRST QUARTER FINANCIAL SUMMARY

 

Total revenue increased 3% to $2.8 billion from the prior year quarter driven by a 4% increase in organic revenue, partially offset by a 1% decrease from unfavorable foreign currency translation.

 

Total operating expenses increased 3%, or $78 million, to $2.4 billion due primarily to a 4% increase in organic revenue, the inclusion of $25 million of expenses from acquisitions, primarily Glenrand M·I·B, net of divestitures, and a $13 million increase in intangible asset amortization expense, partially offset by a $29 million favorable impact from foreign currency translation, benefits related to the formal restructuring programs and a $15 million decline in Hewitt related costs.

 

Depreciation expense increased 4%, or $2 million, to $55 million compared to the prior year quarter.

 

Intangible asset amortization expense increased 14%, or $13 million, to $104 million compared to the prior year quarter due primarily to a $14 million increase relating to assets associated with the merger with Hewitt.

 

Restructuring expenses were $20 million compared to $30 million in the prior year quarter.  In the first quarter, the Company incurred $12 million of costs under the Aon Hewitt restructuring program and $8 million of costs under the Aon Benfield restructuring program.  The Company has closed and completed all restructuring activities and incurred 100% of the total costs for the Aon Benfield restructuring program.  An analysis of restructuring-related costs by type and segment are detailed on page 13 of this release.

 

Restructuring savings in the first quarter related to the Aon Hewitt restructuring program are estimated at $48 million compared to $24 million in the prior year quarter.  Of the estimated savings in the first quarter, approximately $8 million were related to the Risk Solutions segment.  The Company expects to deliver cumulative expense savings of $355 million in 2013 related to the Aon Hewitt restructuring program, including $280 million related to the restructuring program and $75 million in additional synergy savings from areas such as information technology, procurement and public company costs.

 

Associated with the transfer of the Health and Benefits business effective January 1, 2012, approximately $46 million of the estimated savings under the Aon Hewitt restructuring program will be achieved in Risk Solutions.  As of the first quarter, an estimated $18 million of cumulative savings have been achieved in Risk Solutions.

 

Restructuring savings in the first quarter related to the Aon Benfield restructuring program are estimated at $34 million compared to $29 million in the prior year quarter.  Before any potential reinvestment of savings, the Benfield restructuring program is expected to deliver cumulative expense savings of $146 million in 2012 related to the Risk Solutions segment.

 

Foreign currency exchange rates in the first quarter had an $8 million pretax ($8 million in Risk Solutions), or $0.02 per share, unfavorable impact on adjusted net income from continuing operations if the Company were to translate prior year quarter results at current quarter foreign exchange rates.  Further, in the first quarter, the Company recognized an $18 million pretax, or

 

2



 

$0.04 per share, loss in other income due to the unfavorable impact of exchange rates on remeasurement of assets and liabilities in non-functional currencies.

 

Effective tax rate on net income from continuing operations declined to 28.0% in the first quarter compared to 29.0% in the prior year quarter due primarily to changes in the geographical distribution of income and certain deferred tax adjustments.  The Company anticipates an effective tax rate on net income from continuing operations of approximately 28.0% in 2012.

 

Average diluted shares outstanding decreased to 336.6 million in the first quarter compared to 345.4 million in the prior year quarter due primarily to the Company’s share repurchase program in 2011.  The Company repurchased 2.1 million shares of common stock for approximately $100 million in the first quarter.  Subsequent to the close of the first quarter, as part of the change in corporate domicile, Aon plc’s Board of Directors authorized a $5 billion share repurchase program that replaces and cancels the $2 billion share repurchase program previously authorized by Aon Corporation’s Board of Directors in January 2010, which had approximately $1.1 billion of remaining authorization.

 

FIRST QUARTER SEGMENT REVIEW

 

Certain noteworthy items impacted operating income and operating margins in the first quarter of 2012 and 2011.  The first quarter segment reviews provided below include supplemental information related to organic revenue, adjusted operating income and operating margin, which is described in detail on the “Reconciliation of Non-GAAP Measures - Organic Revenue” on page 11 and “Reconciliation of Non-GAAP Measures - Operating Income and Diluted Earnings per Share” on page 12 of this press release.

 

RISK SOLUTIONS

 

 

 

 

 

 

 

 

 

 

 

Less:

 

 

 

(millions)

 

First Quarter Ended

 

 

 

Less:

 

Acquisitions,

 

 

 

Commissions, 

 

Mar 31,

 

Mar 31,

 

%

 

Currency

 

Divestitures,

 

Organic

 

Fees and Other

 

2012

 

2011

 

Change

 

Impact

 

Other

 

Revenue

 

Retail

 

$

1,494

 

$

1,453

 

3

%

(2

)%

1

%

4

%

Reinsurance

 

399

 

387

 

3

 

(1

)

(1

)

5

 

Subtotal

 

$

1,893

 

$

1,840

 

3

%

(2

)%

1

%

4

%

Investment Income

 

12

 

11

 

9

 

 

 

 

 

 

 

Total Revenue

 

$

1,905

 

$

1,851

 

3

%

 

 

 

 

 

 

 

Risk Solutions total revenue increased 3% to $1.9 billion compared to the prior year quarter due to 4% organic growth in commissions and fees and a 1% favorable impact from acquisitions, net of divestitures, partially offset by a 2% unfavorable impact from foreign currency.

 

Retail Brokerage organic revenue increased 4% reflecting revenue growth in both the Americas and International businesses.  Americas organic revenue increased 4% primarily as a result of strong management of the renewal book portfolio across all regions and solid new business growth in Latin America.  International organic revenue increased 4% driven by strong growth in Asia, New Zealand and emerging markets, and improved management of the renewal book

 

3



 

portfolio across continental Europe, despite continued macro-economic pressures.  Reinsurance organic revenue increased 5% due primarily to strong new business growth in treaty placements globally and a modest favorable impact from pricing internationally, partially offset by higher cedent retentions.

 

 

 

First Quarter Ended

 

 

 

 

 

Mar 31,

 

Mar 31,

 

%

 

(millions)

 

2012

 

2011

 

Change

 

Revenue

 

$

1,905

 

$

1,851

 

3

%

Expenses

 

 

 

 

 

 

 

Compensation and benefits

 

1,071

 

1,011

 

6

 

Other expenses

 

468

 

493

 

(5

)

Total operating expenses

 

1,539

 

1,504

 

2

%

 

 

 

 

 

 

 

 

Operating income

 

$

366

 

$

347

 

5

%

Operating margin

 

19.2

%

18.7

%

 

 

 

 

 

 

 

 

 

 

Operating income - adjusted

 

$

407

 

$

399

 

2

%

Operating margin - adjusted

 

21.4

%

21.6

%

 

 

 

Compensation and benefits for the first quarter increased 6%, or $60 million, compared to the prior year quarter due primarily to 4% organic revenue growth, investments in key talent, the inclusion of $14 million of expenses from acquisitions, primarily Glenrand M·I·B, net of divestitures and $4 million of project-related costs in Australia, partially offset by a $12 million favorable impact from foreign currency translation, an $8 million decline in formal restructuring costs and benefits related to the formal restructuring programs.

 

Other expenses for the first quarter decreased 5%, or $25 million, primarily due to an $18 million decline in lease termination costs, a $9 million favorable impact from foreign currency translation and benefits related to the formal restructuring programs, partially offset by the inclusion of $11 million of expenses from acquisitions, primarily Glenrand M·I·B, net of divestitures, 4% organic revenue growth and $5 million of integration costs related to the acquisition of Glenrand M·I·B.

 

First quarter operating income increased 5% to $366 million.  Adjusting for certain items detailed on page 12 of this press release, operating income increased 2% or $8 million compared to the prior year quarter, and operating margin decreased 20 basis points to 21.4% due primarily to a 60 basis point unfavorable impact from integration and project-related costs, investments in key talent and a 10 basis point unfavorable impact from foreign currency translation, partially offset by organic revenue growth, a decrease in lease termination costs and savings related to the restructuring programs.

 

4



 

HR SOLUTIONS

 

(millions)

 

First Quarter Ended

 

 

 

Less:

 

Less:
Acquisitions,

 

 

 

Commissions, 

 

Mar 31,

 

Mar 31,

 

%

 

Currency

 

Divestitures,

 

Organic

 

Fees and Other

 

2012

 

2011

 

Change

 

Impact

 

Other

 

Revenue

 

Consulting Services

 

$

380

 

$

371

 

2

%

(1

)%

2

%

1

%

Outsourcing

 

568

 

552

 

3

 

(1

)

1

 

3

 

Intersegment

 

(3

)

(8

)

N/A

 

N/A

 

N/A

 

N/A

 

Subtotal

 

$

945

 

$

915

 

3

%

(1

)%

1

%

3

%

Investment Income

 

 

 

N/A

 

 

 

 

 

 

 

Total Revenue

 

$

945

 

$

915

 

3

%

 

 

 

 

 

 

 

HR Solutions total revenue increased 3% to $945 million compared to the prior year quarter due to 3% organic growth in commissions and fees and a 1% favorable impact from acquisitions, net of divestitures, partially offset by a 1% unfavorable impact from foreign currency.

 

Organic revenue in Consulting Services increased 1% driven primarily by strong growth across businesses in Asia, compensation consulting and investment consulting, partially offset by a decline in discretionary demand in retirement consulting.  Organic revenue in Outsourcing increased 3% due primarily to new client wins in HR business process outsourcing and healthcare exchanges, partially offset by anticipated price compression and client losses in benefits administration.

 

 

 

First Quarter Ended

 

 

 

 

 

Mar 31,

 

Mar 31,

 

%

 

(millions)

 

2012

 

2011

 

Change

 

Revenue

 

$

945

 

$

915

 

3

%

Expenses

 

 

 

 

 

 

 

Compensation and benefits

 

569

 

563

 

1

 

Other expenses

 

303

 

269

 

13

 

Total operating expenses

 

872

 

832

 

5

%

 

 

 

 

 

 

 

 

Operating income

 

$

73

 

$

83

 

(12

)%

Operating margin

 

7.7

%

9.1

%

 

 

 

 

 

 

 

 

 

 

Operating income - adjusted

 

$

156

 

$

167

 

(7

)%

Operating margin - adjusted

 

16.5

%

18.3

%

 

 

 

Compensation and benefits for the first quarter increased 1% or $6 million compared to the prior year quarter, due primarily to 3% organic revenue growth and investments in key talent, primarily offset by benefits related to the Aon Hewitt restructuring program and a $5 million favorable impact from foreign currency translation.

 

Other expenses increased 13%, or $34 million, from the prior year quarter due primarily to a $14 million increase in intangible asset amortization expense, a $13 million increase in deferred costs related to new client implementations, 3% organic revenue growth and investments in the business, partially offset by a $15 million decline in Hewitt related costs.

 

First quarter operating income decreased 12% to $73 million.  Adjusting for certain items detailed on page 12 of this press release, operating income decreased 7%, or $11 million to $156 million, and operating margin decreased 180 basis points to 16.5% versus the prior year quarter

 

5



 

due primarily to a $20 million, or 210 basis point, unfavorable impact for investment spend in new growth opportunities, primarily in healthcare exchanges and HR business process outsourcing, an unfavorable revenue mix shift, and a $13 million increase in deferred costs, partially offset by benefits related to the formal restructuring program.

 

INCOME FROM CONTINUING OPERATIONS

 

 

 

First Quarter Ended

 

 

 

 

 

Mar 31,

 

Mar 31,

 

%

 

(millions)

 

2012

 

2011

 

Change

 

Risk Solutions

 

$

366

 

$

347

 

5

%

HR Solutions

 

73

 

83

 

(12

)

Unallocated expenses

 

(37

)

(32

)

16

 

Operating income from continuing operations before tax

 

$

402

 

$

398

 

1

%

Interest income

 

3

 

6

 

(50

)

Interest expense

 

(59

)

(63

)

(6

)

Other income

 

 

15

 

 

Income from continuing operations before tax

 

$

346

 

$

356

 

(3

)%

 

Unallocated expenses increased $5 million to $37 million including $3 million of costs for project-related work.   Interest income decreased $3 million to $3 million due to lower average interest rates and lower average cash balances.  Interest expense decreased $4 million to $59 million due primarily to a decline in the average rate on total debt outstanding.  Other income included an $18 million loss due to the unfavorable impact of exchange rates on remeasurement of assets and liabilities in non-functional currencies, offset by a gain on certain Company owned life insurance plans and distributions from certain private equity securities.  The prior year quarter primarily included gains from the sale of certain investments and distributions from certain private equity securities.

 

Conference Call, Presentation Slides and Webcast Details

 

The Company will host a conference call on Friday, May 4, 2012 at 7:30 a.m. central time.  Interested parties can listen to the conference call via a live audio webcast and view the presentation slides at www.aon.com.

 

About Aon

 

Aon plc (NYSE: AON) is the leading global provider of risk management, insurance and reinsurance brokerage, and human resources solutions and outsourcing services. Through its more than 61,000 colleagues worldwide, Aon unites to empower results for clients in over 120 countries via innovative and effective risk and people solutions and through industry-leading global resources and technical expertise. Aon has been named repeatedly as the world’s best broker, best insurance intermediary, reinsurance intermediary, captives manager and best employee benefits consulting firm by multiple industry sources. Visit www.aon.com for more information on Aon and www.aon.com/manchesterunited to learn about Aon’s global partnership and shirt sponsorship with Manchester United.

 

Safe Harbor Statement

 

This communication 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: the change in global headquarters and

 

6



 

jurisdiction of incorporation may affect our operations and financial results, including the reaction of clients, employees and other constituents, compliance with U.K. regulatory regimes or the failure to realize some of the anticipated benefits; changes in circumstances beyond Aon’s control, including changes in foreign or domestic laws, regulatory actions, orders or rulings by foreign or domestic governmental entities, the possibility that the expected efficiencies and cost savings from the merger with Hewitt Associates Inc. (“Hewitt”) will not be realized, or will not be realized within the expected time period; the risk that the Aon and Hewitt businesses will not be integrated successfully; general economic conditions in different countries in which Aon does 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 Aon’s ability to borrow funds; funding of Aon’s various pension plans; our ability to implement restructuring initiatives and other initiatives intended to yield cost savings, and the ability to achieve those cost savings; changes in the competitive environment; changes in commercial property and casualty markets and commercial premium rates that could impact revenues; continued compliance with settlement agreements 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 and ERISA class actions; the cost of resolution of other contingent liabilities and loss contingencies, including potential liabilities arising from error and omissions claims against Aon; the extent to which Aon retains existing clients and attracts new businesses; the extent to which Aon manages certain risks created in connection with the various services, including fiduciary and advisory services, among others, that Aon currently provides, or will provide in the future, to clients; the extent to which Aon retains existing employees and attracts new personnel, including potential difficulties in executive succession planning related to our need to attract talent to London; Aon’s ability to maintain the security and privacy of confidential information belonging to its clients or their personnel; Aon’s ability to innovate and keep pace with rapid and continuing changes in technology, industry standards and client preferences; the impact of, and potential challenges in complying with, legislation and regulation in the jurisdictions in which Aon operates, particularly given the global scope of Aon’s businesses and the possibility of conflicting regulatory requirements across jurisdictions in which Aon does business; changes in costs or assumptions associated with our outsourcing and consulting engagements that affect the profitability of these engagements; and the implementation of changes to the methods in which Aon internally process and monitors transactions. Further information concerning Aon and its business, including factors that potentially could materially affect Aon’s financial results, is contained in Aon’s filings with the SEC. See Aon’s Annual Report on Form 10-K and Annual Report to Stockholders for the fiscal year ended December 31, 2011 and other public filings with the SEC for a further discussion of these and other risks and uncertainties applicable to our businesses. Aon does not undertake, and expressly disclaims, any duty to update any forward-looking statement whether as a result of new information, future events or changes in their respective expectations, except as required by law.

 

Explanation of Non-GAAP Measures

 

This communication includes supplemental information related to organic revenue and several additional measures including expenses, margins and income per share, that exclude the effects of restructuring charges, transaction and integration costs and certain other noteworthy items that affected results for the comparable periods.  Organic revenue 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 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 Financial Statements.  Industry peers provide similar supplemental information regarding their performance, although they may not make identical adjustments.

 

#

 

Investor Contact:

 

Media Contact:

Scott Malchow

 

David Prosperi

Vice President, Investor Relations

 

Vice President, Global Public Relations

312-381-3983

 

312-381-2485

 

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Aon plc

Condensed Consolidated Statements of Income (Unaudited)

 

 

 

First Quarter Ended

 

(millions, except per share data)

 

Mar. 31,
2012

 

Mar. 31,
2011

 

Percent
Change

 

Revenue

 

 

 

 

 

 

 

Commissions, fees and other

 

$

2,829

 

$

2,748

 

3

%

Fiduciary investment income

 

12

 

11

 

9

 

Total revenue

 

2,841

 

2,759

 

3

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

Compensation and benefits

 

1,661

 

1,597

 

4

 

Other general expenses (1)

 

778

 

764

 

2

 

Total operating expenses

 

2,439

 

2,361

 

3

 

Operating income

 

402

 

398

 

1

 

 

 

 

 

 

 

 

 

Interest income

 

3

 

6

 

(50

)

Interest expense

 

(59

)

(63

)

(6

)

Other income (1)

 

 

15

 

(100

)

Income from continuing operations before income taxes

 

346

 

356

 

(3

)

Income taxes (2) 

 

97

 

103

 

(6

)

Income from continuing operations

 

249

 

253

 

(2

)

 

 

 

 

 

 

 

 

Income from discontinued operations before income taxes

 

 

4

 

(100

)

Income taxes (3) 

 

 

2

 

(100

)

Income from discontinued operations

 

 

2

 

(100

)

 

 

 

 

 

 

 

 

Net income

 

249

 

255

 

(2

)

Less: Net income attributable to the noncontrolling interests

 

11

 

9

 

22

 

Net income attributable to Aon stockholders

 

$

238

 

$

246

 

(3

)%

 

 

 

 

 

 

 

 

Net income attributable to Aon stockholders:

 

 

 

 

 

 

 

Income from continuing operations

 

$

238

 

$

244

 

(2

)%

Income from discontinued operations

 

 

2

 

(100

)

Net income

 

$

238

 

$

246

 

(3

)%

Basic net income per share attributable to Aon stockholders:

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.72

 

$

0.72

 

%

Income from discontinued operations

 

 

 

N/A

 

Net income

 

$

0.72

 

$

0.72

 

%

 

 

 

 

 

 

 

 

Diluted net income per share attributable to Aon stockholders:

 

 

 

 

 

 

 

Income from continuing operations

 

$

0.71

 

$

0.71

 

%

Income from discontinued operations

 

 

 

N/A

 

Net income

 

$

0.71

 

$

0.71

 

%

 

 

 

 

 

 

 

 

Weighted average common shares outstanding - diluted

 

336.6

 

345.4

 

(3

)%

 


(1)

Beginning in Q1 2012, amounts related to gains and losses on foreign currency transactions have been included in Other income. These amounts in prior periods, which were historically included in Other general expenses, have been reclassified to conform with current presentation. The amount reclassified in Q1 2011 was $2 million of expense from Other general expenses to Other income.

 

 

(2)

Tax rate for continuing operations is 28.0% and 29.0% for the first quarter ended March 31, 2012 and 2011, respectively.

 

 

(3)

Tax rate for discontinued operations is not applicable for the first quarter ended March 31, 2012 and 34.8% for the first quarter ended March 31, 2011.

 

8



 

Aon plc

Revenue from Continuing Operations (Unaudited)

 

 

 

First Quarter Ended

 

(millions)

 

Mar. 31,
2012

 

Mar. 31,
2011

 

Percent
Change

 

Organic
Revenue
Growth (1)

 

Commissions, Fees and Other

 

 

 

 

 

 

 

 

 

Risk Solutions

 

$

1,893

 

$

1,840

 

3

%

4

%

HR Solutions

 

945

 

915

 

3

 

3

 

Total Operating Segments

 

$

2,838

 

$

2,755

 

3

%

4

%

 

 

 

 

 

 

 

 

 

 

Fiduciary Investment Income

 

 

 

 

 

 

 

 

 

Risk Solutions

 

$

12

 

$

11

 

9

%

 

 

HR Solutions

 

 

 

N/A

 

 

 

Total Operating Segments

 

$

12

 

$

11

 

9

%

 

 

 

 

 

 

 

 

 

 

 

 

Total Revenue

 

 

 

 

 

 

 

 

 

Risk Solutions

 

$

1,905

 

$

1,851

 

3

%

 

 

HR Solutions

 

945

 

915

 

3

 

 

 

Intersegment

 

(9

)

(7

)

29

 

 

 

Total

 

$

2,841

 

$

2,759

 

3

%

 

 

 


(1)

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

 

9



 

Aon plc

Segments (Unaudited)

 

Risk Solutions

 

 

 

First Quarter Ended

 

(millions)

 

Mar. 31,
2012

 

Mar. 31,
2011

 

Percent
Change

 

Revenue

 

 

 

 

 

 

 

Commissions, fees and other

 

$

1,893

 

$

1,840

 

3

%

Fiduciary investment income

 

12

 

11

 

9

 

Total revenue

 

1,905

 

1,851

 

3

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

Compensation and benefits

 

1,071

 

1,011

 

6

 

Other general expenses

 

468

 

493

 

(5

)

Total operating expenses

 

1,539

 

1,504

 

2

 

 

 

 

 

 

 

 

 

Operating income

 

$

366

 

$

347

 

5

%

 

 

 

 

 

 

 

 

Operating margin

 

19.2

%

18.7

%

 

 

 

HR Solutions

 

 

 

First Quarter Ended

 

(millions)

 

Mar. 31,
2012

 

Mar. 31,
2011

 

Percent
Change

 

Revenue

 

 

 

 

 

 

 

Commissions, fees and other

 

$

945

 

$

915

 

3

%

Fiduciary investment income

 

 

 

N/A

 

Total revenue

 

945

 

915

 

3

 

 

 

 

 

 

 

 

 

Expenses

 

 

 

 

 

 

 

Compensation and benefits

 

569

 

563

 

1

 

Other general expenses

 

303

 

269

 

13

 

Total operating expenses

 

872

 

832

 

5

 

 

 

 

 

 

 

 

 

Operating income

 

$

73

 

$

83

 

(12

)%

 

 

 

 

 

 

 

 

Operating margin

 

7.7

%

9.1

%

 

 

 

Total Operating Income (Loss)

 

 

 

First Quarter Ended

 

(millions)

 

Mar. 31,
2012

 

Mar. 31,
2011

 

Percent
Change

 

Risk Solutions

 

$

366

 

$

347

 

5

%

HR Solutions

 

73

 

83

 

(12

)

Unallocated

 

(37

)

(32

)

16

 

Total operating income

 

$

402

 

$

398

 

1

%

 

 

 

 

 

 

 

 

Total operating margin

 

14.1

%

14.4

%

 

 

 

10



 

Aon plc

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

 

 

 

First Quarter Ended

 

(millions)

 

Mar. 31,
2012

 

Mar. 31,
2011

 

Percent
Change

 

Less:
Currency
Impact (1)

 

Less:
Acquisitions,
Divestitures &
Other

 

Organic
Revenue
Growth (2)

 

Commissions, Fees and Other

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Solutions Segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail brokerage

 

 

 

 

 

 

 

 

 

 

 

 

 

Americas

 

$

651

 

$

631

 

3

%

(1

)%

%

4

%

International

 

843

 

822

 

3

 

(2

)

1

 

4

 

Total Retail brokerage

 

1,494

 

1,453

 

3

 

(2

)

1

 

4

 

Reinsurance brokerage

 

399

 

387

 

3

 

(1

)

(1

)

5

 

Total Risk Solutions

 

1,893

 

1,840

 

3

 

(2

)

1

 

4

 

HR Solutions Segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

Consulting services

 

380

 

371

 

2

 

(1

)

2

 

1

 

Outsourcing

 

568

 

552

 

3

 

(1

)

1

 

3

 

Intrasegment

 

(3

)

(8

)

N/A

 

N/A

 

N/A

 

N/A

 

Total HR Solutions

 

945

 

915

 

3

 

(1

)

1

 

3

 

Total Operating Segments

 

$

2,838

 

$

2,755

 

3

%

(1

)%

%

4

%

 


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

 

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

 

11



 

Aon plc

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

 

 

 

First Quarter Ended March 31, 2012

 

(millions)

 

Risk
Solutions

 

HR
Solutions

 

Unallocated
Income &
Expense

 

Total

 

Revenue

 

$

1,905

 

$

945

 

$

(9

)

$

2,841

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss) - as reported (2)

 

$

366

 

$

73

 

$

(37

)

$

402

 

Restructuring charges

 

11

 

9

 

 

20

 

Intangible asset amortization

 

30

 

74

 

 

104

 

Headquarters relocation costs

 

 

 

3

 

3

 

Operating income (loss) - as adjusted

 

$

407

 

$

156

 

$

(34

)

$

529

 

 

 

 

 

 

 

 

 

 

 

Operating margins - as adjusted

 

21.4

%

16.5

%

N/A

 

18.6

%

 

 

 

First Quarter Ended March 31, 2011

 

(millions)

 

Risk
Solutions

 

HR
Solutions

 

Unallocated
Income &
Expense

 

Total

 

Revenue

 

$

1,851

 

$

915

 

$

(7

)

$

2,759

 

 

 

 

 

 

 

 

 

 

 

Operating income (loss) - as reported (2)

 

$

347

 

$

83

 

$

(32

)

$

398

 

Restructuring charges

 

21

 

9

 

 

30

 

Intangible asset amortization

 

31

 

60

 

 

91

 

Hewitt related costs

 

 

15

 

 

15

 

Operating income (loss) - as adjusted

 

$

399

 

$

167

 

$

(32

)

$

534

 

 

 

 

 

 

 

 

 

 

 

Operating margins - as adjusted

 

21.6

%

18.3

%

N/A

 

19.4

%

 

 

 

First Quarter Ended

 

 

 

 

 

 

 

March 31,

 

 

 

 

 

(millions except per share data)

 

2012

 

2011

 

 

 

 

 

Operating income - as adjusted

 

$

529

 

$

534

 

 

 

 

 

Interest income

 

3

 

6

 

 

 

 

 

Interest expense

 

(59

)

(63

)

 

 

 

 

Other income (2)

 

 

15

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes - as adjusted

 

473

 

492

 

 

 

 

 

Income taxes (3)

 

132

 

142

 

 

 

 

 

Income from continuing operations - as adjusted

 

341

 

350

 

 

 

 

 

Less: Net income attributable to noncontrolling interests

 

11

 

9

 

 

 

 

 

Income from continuing operations attributable to Aon stockholders - as adjusted

 

$

330

 

$

341

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share from continuing operations - as adjusted

 

$

0.98

 

$

0.99

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding - diluted

 

336.6

 

345.4

 

 

 

 

 

 


(1)   Certain noteworthy items impacting operating income in 2011 and 2010 are described in this schedule.  The items shown with the caption “as adjusted” are non-GAAP measures.

 

(2)   Beginning in Q1 2012, amounts related to gains and losses on foreign currency transactions have been inlcuded in Other income. These amounts in prior periods, which were historically included in Other general expenses, have been reclassified to conform with current presentation. The amount reclassified in Q1 2011 was $2 million of expense in the Risk Solutions segment.

 

(3)   The effective tax rate for continuing operations is 28.0% and 29.0% for the first quarters ended March 31, 2012 and 2011, respectively. Adjusting items are generally taxed at the effective tax rate.

 

12


 


 

Aon plc

Restructuring Plans (Unaudited) (1)

 

Aon Hewitt Restructuring Plan

By Type:

 

 

 

Actual

 

 

 

(millions)

 

Full Year
2010

 

Full Year
2011

 

First
Quarter
2012

 

Total to
Date

 

Estimated
Total

 

Workforce reduction

 

$

49

 

$

64

 

$

7

 

$

120

 

$

180

 

Lease consolidation

 

3

 

32

 

4

 

39

 

95

 

Asset impairments

 

 

7

 

1

 

8

 

47

 

Other costs associated with restructuring

 

 

2

 

 

2

 

3

 

Total restructuring and related expenses

 

$

52

 

$

105

 

$

12

 

$

169

 

$

325

 

 

 

 

 

 

 

 

 

 

 

 

 

By Segment: (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

HR Solutions

 

52

 

49

 

9

 

110

 

257

 

Risk Solutions

 

 

56

 

3

 

59

 

68

 

Total restructuring and related expenses

 

$

52

 

$

105

 

$

12

 

$

169

 

$

325

 

 

Aon Benfield Restructuring Plan

By Type:

 

 

 

 

 

Operations

 

 

 

(millions)

 

Purchase
Price
Allocation (3)

 

Full
Year
2009

 

Full
Year
2010

 

Full Year
2011

 

First
Quarter
2012

 

Total
Operations
to Date

 

Completed
Plan Total

 

Workforce reduction

 

$

32

 

$

38

 

$

15

 

$

33

 

$

8

 

$

126

 

$

126

 

Lease consolidation (4)

 

20

 

14

 

7

 

(15

)

 

26

 

26

 

Asset impairments

 

 

2

 

2

 

 

 

4

 

4

 

Other costs associated with restructuring

 

1

 

1

 

2

 

1

 

 

5

 

5

 

Total restructuring and related expenses

 

$

53

 

$

55

 

$

26

 

$

19

 

$

8

 

$

161

 

$

161

 

 


(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)

Costs included in the Risk Solutions segment are associated with the transfer of the Health and Benefits Consulting business from HR Solutions to Risk Solutions effective January 1, 2012. Costs incurred in 2011 in the HR Solutions segment of $41 million related to the Health and Benefits Consulting business have been reclassified and presented in the Risk Solutions segment.

 

 

(3)

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

 

 

(4)

Includes impact of reoccupying previously vacated leased properties. Total restructuring reversal was $19 million related to the Aon Benfield Plan during 2011.

 

13



 

Aon plc

Condensed Consolidated Statements of Financial Position (Unaudited)

 

 

 

As of

 

(millions)

 

March 31,
2012

 

December 31,
2011

 

 

 

(Unaudited)

 

 

 

ASSETS

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash and cash equivalents

 

$

323

 

$

272

 

Short-term investments

 

510

 

785

 

Receivables, net

 

3,164

 

3,183

 

Fiduciary assets (1) 

 

11,795

 

10,838

 

Other current assets

 

415

 

427

 

Total Current Assets

 

16,207

 

15,505

 

Goodwill

 

8,896

 

8,770

 

Intangible assets, net

 

3,203

 

3,276

 

Fixed assets, net

 

808

 

783

 

Investments

 

211

 

239

 

Other non-current assets

 

946

 

979

 

Total Assets

 

$

30,271

 

$

29,552

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Fiduciary liabilities

 

$

11,795

 

$

10,838

 

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

 

286

 

337

 

Accounts payable and accrued liabilities

 

1,432

 

1,832

 

Other current liabilities

 

739

 

753

 

Total Current Liabilities

 

14,252

 

13,760

 

Long-term debt

 

4,168

 

4,155

 

Pension and other post employment liabilities

 

2,072

 

2,192

 

Other non-current liabilities

 

1,363

 

1,325

 

Total Liabilities

 

21,855

 

21,432

 

 

 

 

 

 

 

EQUITY

 

 

 

 

 

STOCKHOLDER’S EQUITY

 

 

 

 

 

Common stock-$1 par value

 

386

 

386

 

Additional paid-in capital

 

3,913

 

4,021

 

Retained earnings

 

8,770

 

8,594

 

Accumulated other comprehensive loss

 

(2,239

)

(2,370

)

Treasury stock at cost

 

(2,472

)

(2,553

)

Total Aon Stockholders’ Equity

 

8,358

 

8,078

 

Noncontrolling interests

 

58

 

42

 

Total Equity

 

8,416

 

8,120

 

Total Liabilities and Equity

 

$

30,271

 

$

29,552

 

 


(1) Includes short-term investments:  2012 - $4,354, 2011 - $4,190.

 

14



 

Aon plc

Condensed Consolidated Statements of Cash Flows (Unaudited)

 

 

 

First Quarter Ended

 

(millions) 

 

March 31,
2012

 

March 31,
2011

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

Net income

 

$

249

 

$

255

 

Adjustments to reconcile net income to cash (used for) provided by operating activities:

 

 

 

 

 

Depreciation of fixed assets

 

55

 

53

 

Amortization of intangible assets

 

104

 

91

 

Stock compensation expense

 

55

 

74

 

Deferred income taxes

 

16

 

11

 

Change in assets and liabilities:

 

 

 

 

 

Fiduciary receivables

 

(644

)

181

 

Short term investments - funds held on behalf of clients

 

(62

)

(427

)

Fiduciary liabilities

 

706

 

246

 

Receivables, net

 

61

 

108

 

Accounts payable and accrued liabilities

 

(451

)

(327

)

Restructuring reserves

 

(16

)

(28

)

Current income taxes

 

41

 

58

 

Pension and other post employment liabilities

 

(110

)

(81

)

Other assets and liabilities

 

(19

)

(59

)

CASH (USED FOR) PROVIDED BY OPERATIONS

 

(15

)

155

 

 

 

 

 

 

 

CASH FLOWS FROM INVESTING ACTIVITIES

 

 

 

 

 

Sales of long-term investments

 

36

 

17

 

Purchases of long-term investments

 

(3

)

(6

)

Net sales of short-term investments - non-fiduciary

 

283

 

218

 

Acquisition of businesses, net of cash acquired

 

(23

)

(3

)

Capital expenditures

 

(71

)

(56

)

CASH PROVIDED BY INVESTING ACTIVITIES

 

222

 

170

 

 

 

 

 

 

 

CASH FLOWS FROM FINANCING ACTIVITIES

 

 

 

 

 

Purchase of treasury stock

 

(100

)

(350

)

Issuance of stock for employee benefit plans

 

49

 

85

 

Issuance of debt

 

75

 

429

 

Repayment of debt

 

(140

)

(79

)

Cash dividends to stockholders

 

(49

)

(51

)

Dividends paid to non controlling interests

 

(1

)

 

CASH (USED FOR) PROVIDED BY FINANCING ACTIVITIES

 

(166

)

34

 

 

 

 

 

 

 

Effect of Exchange Rate Changes on Cash and Cash Equivalents

 

10

 

(23

)

Net Increase in Cash and Cash Equivalents

 

51

 

336

 

Cash and Cash Equivalents at Beginning of Period

 

272

 

346

 

Cash and Cash Equivalents at End of Period

 

$

323

 

$

682

 

 

15