Acquisitions and Dispositions (Tables)

12 Months Ended

Dec. 31, 2011

Acquisitions and Dispositions

Consideration transferred and preliminary value of intangible assets

Years ended December 31	2011		2010
Consideration transferred:
Hewitt	$	—	$	4,932
Other acquisitions		103		157
Total	$	103	$	5,089
Intangible assets:
Goodwill:
Hewitt	$	50	$	2,715
Other acquisitions		76		59
Other intangible assets:
Hewitt		—		2,905
Other acquisitions		33		78
Total	$	159	$	5,757

Calculation of the final consideration transferred to acquire Hewitt's stock

$ and common share data in millions, except per share data
Cash consideration
Cash electing consideration
Number of shares of Hewitt common shares outstanding electing cash consideration		7.78
Cash consideration per common share outstanding	$	50.46
Total cash paid to Hewitt shareholders electing cash consideration	$	393
Mixed consideration
Number of shares of Hewitt common shares outstanding electing mixed consideration or not making an election		44.52
Cash consideration per common share outstanding	$	25.61
Total cash paid to Hewitt shareholders electing mixed consideration or not making an election	$	1,140
Stock electing consideration
Number of shares of Hewitt common shares outstanding electing stock consideration		43.67
Cash consideration per common share outstanding	$	21.19
Total cash paid to Hewitt shareholders electing stock consideration	$	925
Total cash consideration			$	2,458
Stock consideration
Stock electing consideration
Number of shares of Hewitt common shares outstanding electing stock consideration		43.67
Exchange ratio		0.7494
Aon shares issued to Hewitt stockholders electing stock consideration		32.73
Mixed consideration
Number of shares of Hewitt common shares outstanding electing mixed consideration or not making an election		44.52
Exchange ratio		0.6362
Aon shares issued to Hewitt shareholders electing mixed consideration or not making an election		28.32
Total Aon common shares issued		61.05
Aon's closing common share price as of October 1, 2010	$	39.28
Total fair value of stock consideration			$	2,398
Fair value of Hewitt stock options converted to options to acquire Aon common stock			$	76
Total fair value of cash and stock consideration			$	4,932

Summary of the preliminary values of assets acquired and liabilities assumed as of the acquisition date

	Amounts recorded as of the acquisition date
Working capital (1)	$	348
Property, equipment, and capitalized software		297
Identifiable intangible assets:
Customer relationships		1,800
Trademarks		890
Technology		215
Other noncurrent assets (2)		344
Long-term debt		346
Other noncurrent liabilities (3)		360
Net deferred tax liability (4)		1,021
Net assets acquired		2,167
Goodwill		2,765
Total consideration transferred	$	4,932

(1)

Includes cash and cash equivalents, short-term investments, client receivables, other current assets, accounts payable and other current liabilities.

(2)

Includes primarily deferred contract costs and long-term investments.

(3)

Includes primarily unfavorable lease obligations and deferred contract revenues.

(4)

Included in Other current assets ($31 million), Deferred tax assets ($30 million), Other current liabilities ($7 million) and Deferred tax liabilities ($1.1 billion) in the Company's Consolidated Statements of Financial Position.

Hewitt's results of operations included in entity's consolidated statements of income

	Hewitt's operations included in Aon's 2010 results
Revenues	$	791
Operating income (1)		23

(1)

Includes amortization related to identifiable intangible assets ($37 million), acquisition and integration costs ($18 million) and restructuring expenses ($52 million).

Pro forma consolidated results of operations, Hewitt merger

	2010		2009
Revenue	$	10,831	$	10,669
Net income from continuing operations attributable to Aon stockholders	$	736	$	758
Earnings per share from continuing operations attributable to Aon stockholders
Basic	$	2.17	$	2.20
Diluted	$	2.14	$	2.15

Gains (losses) recorded as a result of dispositions

Years ended December 31	2011		2010			2009
Revenues:
AIS	$	—	$	—		$	—
Other		—		—			—
Total revenues	$	—	$	—		$	—
Income before income taxes:
Operations:
AIS	$	—	$	—		$	—
Other		—		—			5
		—		—			5
Gain (loss) on sale:
AIS		—		—			86
Other		5		(39	)		(8	)
		5		(39	)		78
Total pretax gain (loss)	$	5	$	(39	)	$	83
Net (loss) income:
Operations	$	—	$	—		$	3
Gain (loss) on sale		4		(27	)		108
Total	$	4	$	(27	)	$	111