Aon plc Announces $17 Billion Acquisition of USI Advantage Corp.

Summary of Material Definitive Agreement

On August 30, 2026, Aon plc entered into an Agreement and Plan of Merger to acquire USI Advantage Corp. for a total cash consideration of $17 billion. The acquisition will be executed through Aon's subsidiary, Aon North America, Inc.

Key Transaction Details:

• Acquirer: Aon plc (via subsidiaries Aon North America, Inc. and Cortlandt Acquisition Corp.)
• Target: USI Advantage Corp. ("USI")
• Purchase Price: $17 billion in cash, subject to certain downward adjustments.
• Agreement Date: August 30, 2026.
• Closing Conditions: The completion of the transaction is contingent upon the satisfaction or waiver of customary closing conditions, most notably the receipt of applicable regulatory approvals.
• Termination Clause: The agreement includes a termination date of June 1, 2027, which can be extended by up to six months (in two three-month increments) if regulatory approvals are still pending.

Significance:

This is a highly significant strategic transaction for Aon plc, representing a major investment to expand its market position. The $17 billion all-cash deal will likely have a substantial impact on Aon's balance sheet and capital structure. The successful integration of USI and the realization of anticipated synergies will be critical for shareholder value creation. The deal's closure is heavily dependent on navigating the regulatory approval process, as highlighted by the specific extension clauses in the merger agreement.