UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Form 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Aon plc | Aon plc | |
(Exact Name of Registrant as Specified in Its Charter) | (Exact Name of Registrant as Specified in Its Charter) | |
Ireland | England and Wales | |
(Jurisdiction of Incorporation or Organization) | (Jurisdiction of Incorporation or Organization) | |
Applied For | 98-1030901 | |
(I.R.S. Employer Identification no.) | (I.R.S. Employer Identification no.) | |
The Aon Centre |
The Aon Centre | |
122 Leadenhall Street |
122 Leadenhall Street | |
London, England, EC3V 4AN |
London, England, EC3V 4AN | |
(Address of Principal Executive Offices) | (Address of Principal Executive Offices) | |
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| |
Aon Corporation | Aon Global Holdings Limited | |
(Exact Name of Registrant as Specified in Its Charter) | (Exact Name of Registrant as Specified in Its Charter) | |
Delaware | England and Wales | |
(Jurisdiction of Incorporation or Organization) | (Jurisdiction of Incorporation or Organization) | |
36-3051915 | 98-1199820 | |
(I.R.S. Employer Identification no.) | (I.R.S. Employer Identification no.) | |
200 East Randolph Street | The Aon Centre | |
Chicago, Illinois 60601 | 122 Leadenhall Street | |
United States of America | London, England, EC3V 4AN | |
(Address of Principal Executive Offices) | (Address of Principal Executive Offices) | |
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Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class to be so registered |
Name of each exchange on which each class is to be registered | |
4.000% Senior Notes due 2023 | The New York Stock Exchange |
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. ☒
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. ☐
Securities Act registration statement file number to which this form relates: 333-183686
Securities to be registered pursuant to Section 12(g) of the Act: None.
EXPLANATORY NOTE
On May 24, 2013, Aon plc, a company incorporated under the laws of England and Wales (Aon UK), entered into an indenture (as amended and restated on May 20, 2015, the Indenture) with Aon Corporation, a Delaware corporation (Aon Delaware), and The Bank of New York Mellon Trust Company, N.A. (the Trustee). On November 26, 2013, Aon UK issued its 4.000% Senior Notes due 2023 (the Senior Notes), which are guaranteed by Aon Delaware, pursuant to the Indenture.
The Senior Notes are listed on the New York Stock Exchange and were registered under Section 12(b) of the Securities Exchange Act of 1934, as amended (the Exchange Act), pursuant to a Registration Statement on Form 8-A filed with the Securities and Exchange Commission (the Commission) on November 26, 2013 (File No. 001-07933).
On April 1, 2020, Aon UK, Aon Delaware, Aon plc, an Irish public limited company (Aon Ireland), Aon Global Holdings Limited, a company incorporated under the laws of England and Wales (AGH), and the Trustee entered into a supplemental indenture amending and restating the Indenture, pursuant to which each of Aon Ireland and AGH provided a guarantee (together, the Additional Guarantees) in respect of the Senior Notes pursuant to the terms of the Indenture.
Item 1. Description of Registrants Securities to be Registered.
The information required by this item is incorporated herein by reference to the information set forth under the caption Description of the Securities in the Prospectus Supplement, dated November 21, 2013, and under the caption Description of Debt Securities and Guarantees in the accompanying Prospectus, dated August 31, 2012, filed with the Commission on November 22, 2013 and August 31, 2012, respectively.
The information required by this item in relation to the Additional Guarantees is incorporated herein by reference to the information set forth under the caption Description of Debt Securities and Guarantees in Exhibit 4.7 to the Current Report on Form 8-K filed with the Commission on April 1, 2020.
Item 2. Exhibits.
Exhibit No. |
Description | |
4.1 |
Second Amended and Restated Indenture, dated April 1, 2020, among Aon UK, Aon Delaware, Aon Ireland, AGH and the Trustee (amending and restating the Amended and Restated Indenture, dated May 20, 2015, among Aon UK, Aon Delaware and the Trustee) (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed with the Commission on April 1, 2020) | |
4.2 |
Form of 4.000% Senior Note due 2023 (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed with the Commission on November 26, 2013) |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrants have duly caused this registration statement to be signed on their behalf by the undersigned, thereto duly authorized.
Dated: April 1, 2020
AON PLC | ||
(Registrant) | ||
By: | /s/ Molly Johnson | |
Name: | Molly Johnson | |
Title: | Assistant Secretary |
AON CORPORATION | ||
(Registrant) | ||
By: | /s/ Molly Johnson | |
Name: | Molly Johnson | |
Title: | Vice President and Secretary |
AON PLC | ||
(Registrant) | ||
By: | /s/ Molly Johnson | |
Name: | Molly Johnson | |
Title: | Assistant Secretary |
AON GLOBAL HOLDINGS LIMITED | ||
(Registrant) | ||
By: | /s/ Domingo Garcia | |
Name: | Domingo Garcia | |
Title: | Director |