Aon Reports Fourth Quarter and Full Year 2012 Results

            Aon Reports Fourth Quarter and Full Year 2012 Results

- Total revenue was $3.1 billion with organic revenue growth of 4% -

- EPS from continuing operations was $0.93 -

Fourth Quarter Summary

- EPS from continuing operations, adjusted for certain items, increased 9% to
$1.27

- Risk Solutions revenue increased 2% to $2.1 billion with organic revenue
growth of 3%

- Risk Solutions operating margin was 21.2% and the operating margin, adjusted
for certain items, was flat at 23.2%

- HR Solutions revenue increased 7% to $1.1 billion with organic revenue
growth of 6%

- HR Solutions operating margin was 7.2% and the operating margin, adjusted
for certain items, increased 50 basis points to 17.0%

- Cash flow from operations increased 139% to $552 million, and free cash flow
increased 243% to $484 million

- Repurchased 8.9 million Class A ordinary shares for approximately $500
million

- Launched the first fully insured multi-carrier corporate health care
exchange with approximately 100,000 participants

PR Newswire

LONDON, Feb. 1, 2013

LONDON, Feb. 1, 2013 /PRNewswire/ --Aon plc (NYSE: AON) today reported
results for the three months and twelve months ended December 31, 2012.

Net income attributable to Aon shareholders from continuing operations was
$305 million, or $0.93 per share, compared to $277 million, or $0.82 per
share, for the prior year quarter. Net income per share attributable to Aon
shareholders from continuing operations, adjusted for certain items, was
$1.27, an 9% increase compared to $1.16 in the prior year quarter. Certain
items that impacted fourth 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 13 of this press release.

"Our results reflect earnings growth of nine percent driven by a higher rate
of organic revenue growth across each segment, strong free cash flow growth
and effective capital management, as highlighted by the repurchase of $500
million of ordinary shares in the quarter," said Greg Case, president and
chief executive officer. "We finished 2012 having made significant
investments in GRIP and in healthcare exchanges, took significant steps to
increase our strategic position and financial flexibility with the redomicile
to London, delivered record cash flow from operations of $1.4 billion and
created significant value for shareholders through the repurchase of more than
$1.1 billion of ordinary shares. As we look ahead to 2013, we have positioned
our industry-leading platform for solid long-term growth, improved operational
performance, strong free cash flow growth and effective capital management."

FOURTH QUARTER FINANCIAL SUMMARY
Total revenue increased 4% to $3.1 billion compared to the prior year quarter
driven by a 4% increase in organic revenue, partially offset by a 50% decline
in investment income due to lower average interest rates.

Total operating expenses for the fourth quarter increased 4% to $2.7 billion
compared to the prior year quarter at $2.6 billion due primarily to a 4%
increase in organic revenue and a $21 million increase in intangible asset
amortization expense, partially offset by savings related to the formal
restructuring programs and an $18 million decline in non-cash charges related
to the write-off of accounts receivable recognized in the prior year quarter.

Depreciation expense increased 14%, or $8 million, to $64 million compared to
the prior year quarter.

Intangible asset amortization expense increased 24%, or $21 million, to $110
million compared to the prior year quarter due primarily to an $18 million
increase relating to assets associated with the merger with Hewitt.

Restructuring expenses were $36 million compared to $43 million in the prior
year quarter. In the fourth quarter, the Company incurred $30 million of
costs in the HR Solutions segment and $11 million of costs in the Risk
Solutions segment related to the Aon Hewitt restructuring program. The
Company has closed and completed all restructuring activities and incurred
100% of the total costs for the Aon Benfield restructuring program. During
the fourth quarter, a reversal of previously recognized restructuring expenses
of $5 million was recorded ($3 million related to the 2007 restructuring
program and $2 million related to the Aon Benfield restructuring program). An
analysis of restructuring-related costs by type and segment are detailed on
page 14 of this press release.

Restructuring savings in the fourth quarter related to the Aon Hewitt
restructuring program are estimated at $67 million compared to $43 million in
the prior year quarter. Of the estimated savings in the fourth quarter,
approximately $12 million were related to the Risk Solutions segment compared
to $5 million in the prior year quarter. 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 $52 million of the estimated savings under the
Aon Hewitt restructuring program will be achieved in Risk Solutions. As of
the fourth quarter, an estimated $40 million of cumulative savings have been
achieved in Risk Solutions.

Restructuring savings in the fourth quarter related to the Aon Benfield
restructuring program are estimated at $36 million compared to $33 million in
the prior year quarter. Before any potential reinvestment of savings, the Aon
Benfield restructuring program delivered cumulative expense savings of
approximately $146 million in 2012.

Foreign currency exchange rates in the fourth quarter had no material impact
on adjusted net income per share from continuing operations if the Company
were to translate prior year quarter results at current quarter foreign
exchange rates. A favorable impact in operating income for HR Solutions of $3
million was partially offset by a $1 million unfavorable impact in Risk
Solutions.

Effective tax rate on net income from continuing operations decreased to 25.2%
in the fourth quarter compared to 27.0% in the prior year quarter. The
effective tax rate in the fourth quarter of 2012 was favorably impacted by
certain discrete tax adjustments. The Company currently anticipates an
effective tax rate on net income from continuing operations of approximately
26.0% in 2013.

Average diluted shares outstanding decreased to 327.5 million in the fourth
quarter compared to 337.9 million in the prior year quarter. The Company
repurchased 8.9 million Class A ordinary shares for approximately $500 million
in the fourth quarter. The Company has $4.0 billion of remaining
authorization.

Cash flow from operations increased 139% to $552 million in the fourth quarter
due primarily to improved working capital and growth in net income, partially
offset by a $106 million increase in pension contributions. Free cash flow,
as defined by cash flow from operations less capital expenditures, increased
243% to $484 million in the fourth quarter driven by strong cash flow from
operations and a 24%, or $22 million decline in capital expenditures. A
reconciliation of free cash flow to cash flow from operations can be found on
the "Reconciliation of Non-GAAP Measures - Organic Revenue and Free Cash Flow"
on page 12 of this press release.

FOURTH QUARTER SEGMENT REVIEW
Certain noteworthy items impacted operating income and operating margins in
the fourth quarter of 2012 and 2011. The fourth 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 and Free Cash
Flow" on page 12 and "Reconciliation of Non-GAAP Measures - Operating Income
and Diluted Earnings per Share" on page 13 of this press release.

RISK SOLUTIONS

                                                      Less:
(millions)     Three Months                Less:      Acquisitions,
               Ended
Commissions,   Dec 31,  Dec 31,   %        Currency   Divestitures,   Organic
Fees and Other 2012     2011      Change   Impact     Other           Revenue
Retail         $        $         3%       -%         -%              3%
               1,694   1,644
Reinsurance    349      344       1        (1)        -               2
Subtotal       $        $         3%       -%         -%              3%
               2,043   1,988
Investment     7        14        (50)
Income
Total Revenue  $ 2,050  $ 2,002   2%

Risk Solutions total revenue increased 2% to $2.1 billion compared to the
prior year quarter at $2.0 billion due to 3% organic growth in commissions and
fees, partially offset by a 50% decline in investment income.

Retail Brokerage organic revenue increased 3% reflecting revenue growth in
both the Americas and International businesses. Americas organic revenue
increased 4% in the fourth quarter with solid growth across all regions,
including a record quarter of new business for U.S. Retail. International
organic revenue increased 2% driven by strong growth across Asia and emerging
markets and modest growth in continental Europe, partially offset by a decline
in Australia. Reinsurance organic revenue increased 2% with strong growth
across global treaty driven by a favorable benefit from pricing in the
near-term and new business growth, partially offset by a significant decline
in capital market transactions and advisory business.

                              Three Months Ended
                              Dec 31,    Dec 31,    %
(millions)                    2012       2011       Change
Revenue                       $ 2,050   $ 2,002   2%
Expenses
Compensation and benefits     1,114      1,096      2
Other general expenses        502        529        (5)
Total operating expenses      1,616      1,625      (1)%
Operating income              $   434  $   377  15%
Operating margin              21.2%      18.8%
Operating income - adjusted   $   475  $   464  2%
Operating margin - adjusted  23.2%      23.2%

Compensation and benefits for the fourth quarter increased 2%, or $18 million,
compared to the prior year quarter due primarily to 3% organic revenue growth
and incentive-related employee compensation, partially offset by a $33 million
decrease in restructuring costs and benefits related to the formal
restructuring programs.

Other general expenses for the fourth quarter decreased 5%, or $27 million,
compared to the prior year quarter due primarily to an $18 million decline in
non-cash charges related to the write-off of accounts receivable recognized in
the prior year quarter and a $4 million decline in Glenrand M-I-B
restructuring related costs, partially offset by 3% organic revenue growth and
a $7 million unfavorable impact from non-recurring payroll-related expenses in
Denmark.

Fourth quarter operating income increased 15% to $434 million. Adjusting for
certain items detailed on page 13 of this press release, operating income
increased 2%, or $11 million, compared to the prior year quarter, and
operating margin was flat at 23.2%, as organic revenue growth and savings
related to the restructuring programs were primarily offset by a 30 basis
point unfavorable impact from non-recurring payroll-related expenses in
Denmark and a 30 basis point unfavorable impact from a significant decline in
investment income.

HR SOLUTIONS

                                                         Less:
(millions)        Three Months Ended          Less:
                                                        Acquisitions,
Commissions,      Dec 31,   Dec 31,   %       Currency  Divestitures,  Organic
Fees and Other    2012      2011      Change  Impact    Other          Revenue
Consulting        $          $    10%     -%        2%             8%
Services          445          405
Outsourcing       649       603       8       -         2              6
Intersegment      (16)      (5)        N/A    N/A      N/A         N/A
Subtotal          $ 1,078  $ 1,003  7%      -%        1%             6%
Investment Income -         -          N/A
Total Revenue     $ 1,078   $ 1,003   7%

HR Solutions total revenue increased 7% to $1.1 billion compared to the prior
year quarter due to 6% organic growth in commissions and fees and a 1%
favorable impact from acquisitions, net of divestitures.

Organic revenue in Consulting Services increased 8% driven primarily by solid
growth across all businesses with strength in investment consulting, pension
administration services for certain project-related work, talent and rewards,
and communications consulting.Organic revenue in Outsourcing increased 6%
due primarily to strong growth in healthcare exchanges and net new client wins
and demand for discretionary services in HR BPO, partially offset by a modest
decline in benefits administration.

                              Three Months Ended
                              Dec 31,    Dec 31,    %
(millions)                    2012       2011       Change
Revenue                       $ 1,078   $ 1,003   7%
Expenses
Compensation and benefits     657        605        9
Other general expenses        343        301        14
Total operating expenses      1,000      906        10%
Operating income              $   78  $   97  (20)%
Operating margin              7.2%       9.7%
Operating income - adjusted   $  183    $  165   11%
Operating margin - adjusted  17.0%      16.5%

Compensation and benefits for the fourth quarter increased 9%, or $52 million,
compared to the prior year quarter due primarily to 6% organic revenue growth
and a $15 million increase in restructuring costs, partially offset by
benefits related to the Aon Hewitt restructuring program.

Other general expenses for the fourth quarter increased 14%, or $42 million,
from the prior year quarter due primarily to 6% organic revenue growth, an $18
million increase in intangible asset amortization expense and a $9 million
increase in restructuring costs, partially offset by savings related to the
Aon Hewitt restructuring program.

Fourth quarter operating income decreased 20% to $78 million. Adjusting for
certain items detailed on page 13 of this press release, operating income
increased 11%, or $18 million, to $183 million, and operating margin increased
50 basis points to 17.0% versus the prior year quarter due primarily to strong
organic revenue growth and benefits related to the Aon Hewitt restructuring
program, partially offset by investments in the business and an unfavorable
revenue mix shift.

INCOME FROM CONTINUING OPERATIONS

                                                    Three Months Ended
                                                    Dec 31,    Dec 31,  %
(millions)                                          2012       2011     Change
Risk Solutions                                      $ 434     $ 377   15%
HR Solutions                                        78         97       (20)
Unallocated expenses                                (51)       (44)     16
Operating income from continuing operations before  $ 461     $ 430   7%
tax
Interest income                                     4          4        -
Interest expense                                    (55)       (59)     (7)
Other income                                        -          9        (100)
Income from continuing operations before tax        $ 410     $ 384   7%

Unallocated expenses increased $7 million to $51 million due primarily to $3
million of costs related to the debt exchange completed in the quarter and
costs related to relocation of the Company's headquarters. The prior year
quarter included $3 million of costs for certain project-related work.
Interest income was flat at $4 million. Interest expense decreased $4
million to $55 million due primarily to both a decline in the average rate and
the total amount of debt outstanding. Other income had no impact in the
fourth quarter. The prior year quarter includes a $5 million gain due to the
favorable impact of exchange rates on remeasurement of assets and liabilities
in non-functional currencies and $4 million of net gains on certain Company
owned life insurance plans and other long-term investments.

2012 FULL YEAR SUMMARY
Total revenue for 2012 increased 2% to $11.5 billion due to a 4% increase in
organic revenue, partially offset by a 2% unfavorable impact from foreign
currency exchange rates. Risk Solutions total revenue increased 1% to $7.6
billion and HR Solutions total revenue increased 4% to $3.9 billion.

Net income attributable to Aon shareholders for 2012 increased 1% to $993
million compared to $979 million for the prior year. Net income attributable
to Aon shareholders, adjusted for certain items, increased 1% to $1.4
billion. Certain items that impacted full year results and comparisons
against the prior year are detailed in the "Reconciliation of Non-GAAP
Measures - Operating Income and Diluted Earnings per Share" on page 13 of this
press release.

Net income attributable to Aon shareholders for 2012 increased 4% to $2.99 per
share compared to $2.87 per share for the prior year. Net income attributable
to Aon shareholders, adjusted for certain items, increased 4% to $4.21 per
share compared to $4.06 per share for the prior year. Certain items that
impacted full year results and comparisons against the prior year are detailed
in the "Reconciliation of Non-GAAP Measures - Operating Income and Diluted
Earnings per Share" on page 13 of this press release.

Cash flow from operations increased 39% to $1.4 billion in 2012 due primarily
to improved working capital, partially offset by a $186 million increase in
pension contributions. Free cash flow increased 48% to $1.2 billion for 2012
driven by strong cash flow from operations and a 12%, or $28 million increase
in capital expenditures. A reconciliation of free cash flow to cash flow from
operations can be found on the "Reconciliation of Non-GAAP Measures - Organic
Revenue and Free Cash Flow" on page 12 of this press release.

During 2012, the Company repurchased approximately 21.6 million Class A
ordinary shares  for $1.1 billion at an average price of $52.15 per share.

Conference Call, Presentation Slides and Webcast Details
The Company will host a conference call on Friday, February 1, 2013 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 62,000 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. These forward-looking statements include information about
possible or assumed future results of our operations. All statements, other
than statements of historical facts that address activities, events or
developments that we expect or anticipate may occur in the future, including
such things as our outlook, future capital expenditures, growth in commissions
and fees, business strategies, competitive strengths, goals, the benefits of
new initiatives, growth of our business and operations, plans and references
to future successes, are forward-looking statements. Also, when we use the
words such as 'anticipate', 'believe', 'estimate', 'expect', 'intend', 'plan',
'probably', or similar expressions, we are making forward-looking statements.

The following factors, among others, could cause actual results to differ from
those set forth in the forward looking statements: general economic
conditions in different countries in which Aon does business around the world,
including conditions is the European Union relating to sovereign debt and the
Euro; changes in the competitive environment; changes in global equity and
fixed income markets that could affect the return on invested assets; changes
in the funding status of Aon's various defined benefit pension plans and the
impact of any increased pension funding resulting from those changes; rating
agency actions that could affect Aon's ability to borrow funds; fluctuations
in exchange and interest rates that could influence revenue and expense; the
impact of class actions and individual lawsuits including client class
actions, securities class actions, derivative actions and ERISA class actions;
the impact of any investigations brought by regulatory authorities in the
U.S., U.K. and other countries; the cost of resolution of other contingent
liabilities and loss contingencies, including potential liabilities arising
from error and omissions claims against Aon; the failure to retain and attract
qualified personnel; 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; the effect of the change in global headquarters and jurisdiction of
incorporation, including the failure to realize some of the anticipated
benefits; the extent to which Aon retains existing clients and attracts new
businesses and Aon's ability to incentivize and retain key employees; 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
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; Aon's ability to implement
restructuring initiatives and other initiatives intended to yield cost
savings, and the ability to achieve those cost savings; the potential of a
system or network disruption resulting in operational interruption or improper
disclosure of personal data; any inquiries relating to compliance with the
U.S. Foreign Corrupt Practices Act and non-U.S. anti-corruption laws and with
U.S. and non-U.S. trade sanctions regimes; and Aon's ability to grow and
develop companies that it acquires or new lines of business.

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 our
Quarterly Reports on Form 10-Q for a further discussion of these and other
risks and uncertainties applicable to Aon's 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, free cash flow and several additional measures including expenses,
margins and income per share, that exclude the effects of restructuring
charges, intangible asset amortization, capital expenditures, 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. Free cash flow is cash flow from operating activity less capital
expenditures. 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
+44-207-086-0100                   312-381-2485





Aon plc
Consolidated Statements of Income (Unaudited)
                      Three Months Ended              Twelve Months Ended
(millions, except     Dec. 31,   Dec.      Percent    Dec.     Dec.    Percent
per share data)       2012       31,       Change     31,      31,     Change
                                 2011                 2012     2011
Revenue
  Commissions, fees   $         $         4       %  $        $       2     %
  and other           3,108     2,980               11,476   11,235
  Fiduciary           7          14        (50)       38       52      (27)
  investment income
       Total          3,115      2,994     4          11,514   11,287  2
       revenue
Expenses
  Compensation and    1,789      1,724     4          6,709    6,567   2
  benefits
  Other general       865        840       3          3,209    3,124   3
  expenses (1)
       Total
       operating      2,654      2,564     4          9,918    9,691   2
       expenses
Operating income      461        430       7          1,596    1,596   -
  Interest income     4          4         -          10       18      (44)
  Interest expense    (55)       (59)      (7)        (228)    (245)   (7)
  Other income (1)    -          9         (100)      3        15      (80)
Income from
continuing            410        384       7          1,381    1,384   -
operations before
income taxes
  Income taxes (2)   103        104       (1)        360      378     (5)
Income from
continuing            307        280       10         1,021    1,006   1
operations
(Loss) income from
discontinued          -          -         -          (1)      5       (120)
operations before
income taxes
  Income taxes (3)   -          -         -          -        1       (100)
(Loss) income from
discontinued          -          -         -          (1)      4       (125)
operations
Net income           307        280       10         1,020    1,010   1
  Less: Net income
  attributable to
  the                 2          3         (33)       27       31      (13)
  noncontrolling
  interests
Net income            $       $                  $     $  
attributable to Aon   305        277      10      %  993       979   1     %
shareholders
Net income (loss)
attributable to Aon
shareholders:
  Income from         $       $                  $     $  
  continuing          305        277      10      %  994       975   2     %
  operations
  (Loss) income
  from discontinued   -          -         -          (1)      4       (125)
  operations
  Net income         $       $       10      %  $     $     1     %
                      305        277                 993       979
Basic net income
per share
attributable to Aon
shareholders:
  Income from         $        $                  $      $  
  continuing          0.95      0.84      13      %  3.03    2.91   4     %
  operations
  Income from
  discontinued        -          -         -          -        0.01    (100)
  operations
  Net income         $        $       13      %  $      $     4     %
                      0.95      0.84                 3.03    2.92
Diluted net income
per share
attributable to Aon
shareholders:
  Income from         $        $                  $      $  
  continuing          0.93      0.82      13      %  2.99    2.86   5     %
  operations
  Income from
  discontinued        -          -         -          -        0.01    (100)
  operations
  Net income         $        $       13      %  $      $     4     %
                      0.93      0.82                 2.99    2.87
Weighted average
ordinary shares       327.5      337.9     (3)     %  332.6    340.9   (2)   %
outstanding -
diluted
       Beginning in 2012, amounts related to gains and losses on foreign
(1)    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 the current
       presentation. The amounts reclassified in the three and twelve months
       ended December 31, 2011 were $5 million and $10 million, respectively,
       of income from Other general expenses to Other income.
       Tax rate for continuing operations is 25.2% and 27.0% for the three
(2)    months ended December 31, 2012 and 2011, respectively, and 26.1% and
       27.3% for the twelve months ended December 31, 2012 and 2011,
       respectively.
       Tax rate for discontinued operations is 25.7% for the twelve months
(3)    ended December 31, 2011, and is not meaningful for the remaining
       periods presented.



Aon plc
Revenue from Continuing Operations (Unaudited)
               Three Months Ended                Twelve Months Ended
               Dec.    Dec.    Percent  Organic  Dec.    Dec.    Percent  Organic
(millions)     31,     31,     Change   Revenue  31,     31,     Change   Revenue
               2012    2011             (1)      2012    2011             (1)
Commissions,
Fees and
Other
Risk           $       $       3     %  3    %   $      $      1     %  4   %
Solutions      2,043  1,988                    7,594  7,485
HR Solutions   1,078   1,003   7        6        3,925   3,781   4        4
    Total      $       $                         $       $
    Operating  3,121  2,991  4     %  4    %   11,519  11,266  2     %  4   %
    Segments
Fiduciary
Investment
Income
Risk           $     $     (50)  %           $     $     (27)  %
Solutions        7   14                       38    52
HR Solutions   -       -       -                 -       -       -
    Total      $     $                       $     $  
    Operating    7   14   (50)  %             38    52  (27)  %
    Segments
Total Revenue
Risk           $       $       2     %           $      $      1     %
Solutions      2,050  2,002                    7,632  7,537
HR Solutions   1,078   1,003   7                 3,925   3,781   4
Intersegment  (13)    (11)    18                (43)    (31)    39
    Total      $       $       4     %           $       $       2     %
               3,115  2,994                    11,514  11,287
    Organic revenue excludes the impact of foreign exchange, acquisitions,
(1) 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 12 of this
    release.



Aon plc
Segments (Unaudited)
Risk Solutions           Three Months Ended          Twelve Months Ended
                         Dec.     Dec. 31,  Percent  Dec.    Dec.    Percent
(millions)               31,      2011      Change   31,     31,     Change
                         2012                        2012    2011
Revenue
  Commissions, fees and  $      $ 1,988  3     %  $       $       1       %
  other                  2,043                       7,594  7,485
  Fiduciary investment   7        14        (50)     38      52      (27)
  income
   Total revenue         2,050    2,002     2        7,632   7,537   1
Expenses
  Compensation and       1,114    1,096     2        4,260   4,179   2
  benefits
  Other general          502      529       (5)      1,879   1,945   (3)
  expenses
   Total operating       1,616    1,625     (1)      6,139   6,124   -
   expenses
Operating income         $     $       15    %  $       $       6       %
                          434    377               1,493  1,413
Operating margin         21.2%    18.8%              19.6%   18.7%
HR Solutions             Three Months Ended          Twelve Months Ended
                         Dec.     Dec. 31,  Percent  Dec.    Dec.    Percent
(millions)               31,      2011      Change   31,     31,     Change
                         2012                        2012    2011
Revenue
  Commissions, fees and  $      $ 1,003  7     %  $       $       4       %
  other                  1,078                       3,925  3,781
  Fiduciary investment   -        -         -        -       -       -
  income
   Total revenue         1,078    1,003     7        3,925   3,781   4
Expenses
  Compensation and       657      605       9        2,360   2,286   3
  benefits
  Other general          343      301       14       1,276   1,159   10
  expenses
   Total operating       1,000    906       10       3,636   3,445   6
   expenses
Operating income         $     $      (20)  %  $     $     (14)    %
                           78   97                289    336
Operating margin         7.2%     9.7%               7.4%    8.9%
Total Operating Income   Three Months Ended          Twelve Months Ended
(Loss)
                         Dec.     Dec. 31,  Percent  Dec.    Dec.    Percent
(millions)               31,      2011      Change   31,     31,     Change
                         2012                        2012    2011
Risk Solutions           $     $       15    %  $       $       6       %
                          434    377               1,493  1,413
HR Solutions             78       97        (20)     289     336     (14)
Unallocated              (51)     (44)      16       (186)   (153)   22
  Total operating       $     $       7     %  $       $       -       %
  income                  461    430               1,596  1,596
Total operating margin   14.8%    14.4%              13.9%   14.1%







Aon plc
Reconciliation of Non-GAAP Measures - Organic Revenue and Free Cash Flow
(Unaudited)
   Organic
   Revenue
   (Unaudited)
                   Three Months Ended
                   Dec.    Dec.               Less:    Less:           Organic
(millions)         31,     31,     Percent    Currency  Acquisitions,   Revenue
                   2012    2011    Change     Impact    Divestitures    (2)
                                              (1)       & Other
Commissions,
Fees and Other
Risk Solutions
Segment:
  Retail
  brokerage
   Americas        $     $     4        % -      %  -           %   4      %
                    883    847
   International   811     797     2          -         -               2
    Total
    Retail         1,694   1,644   3          -         -               3
    brokerage
  Reinsurance      349     344     1          (1)       -               2
  brokerage
    Total Risk    2,043   1,988   3          -         -               3
    Solutions
HR Solutions
Segment:
   Consulting      445     405     10         -         2               8
   services
   Outsourcing     649     603     8          -         2               6
   Intrasegment    (16)    (5)     N/A      N/A     N/A           N/A
    Total HR      1,078   1,003   7          -         1               6
    Solutions
Total Operating    $      $      4        % -      %  -           %   4      %
Segments           3,121  2,991
                   Twelve Months Ended
                   Dec.    Dec.               Less:    Less:           Organic
(millions)         31,     31,     Percent    Currency  Acquisitions,   Revenue
                   2012    2011    Change     Impact    Divestitures    (2)
                                              (1)       & Other
Commissions,
Fees and Other
Risk Solutions
Segment:
  Retail
  brokerage
   Americas        $      $      2        % (1)    %  -           %   3      %
                   3,071  3,001
   International   3,018   3,021   -          (4)       1               3
    Total Retail   6,089   6,022   1          (3)       1               3
    brokerage
  Reinsurance      1,505   1,463   3          (2)       -               5
  brokerage
    Total Risk    7,594   7,485   1          (3)       -               4
    Solutions
HR Solutions
Segment:
   Consulting      1,585   1,546   3          (1)       -               4
   services
   Outsourcing     2,372   2,258   5          (1)       1               5
   Intrasegment    (32)    (23)    N/A      N/A     N/A           N/A
    Total HR      3,925   3,781   4          (1)       1               4
    Solutions
Total Operating    $       $       2        % (2)    %  -           %   4      %
Segments           11,519  11,266
    Free Cash
    Flow           Three Months Ended       Twelve Months Ended
    (Unaudited)
                   Dec.    Dec.    Percent   Dec. 31,  Dec. 31,      Percent
(millions)         31,     31,     Change    2012      2011          Change
                   2012    2011
Cash Provided by   $     $     139      % $        $             39     %
Operations          552    231              1,419    1,018
  Less: Capital    (68)    (90)    (24)       (269)     (241)           12
  Expenditures
Free Cash Flow     $     $     243      % $        $           48     %
(3)                 484    141              1,150    777
(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.
(3) Free cash flow is defined as cash flow from operations less capital
    expenditures. This non-GAAP measure does not imply or represent a precise
    calculation of residual cash flow available for discretionary expenditures.







Aon plc
Reconciliation of Non-GAAP Measures - Operating Income and Diluted Earnings Per Share (Unaudited) (1)
                     Three Months Ended December 31, 2012      Twelve Months Ended December 31, 2012
                     Risk       HR         Unallocated         Risk       HR         Unallocated
(millions)           Solutions  Solutions  Income &     Total  Solutions  Solutions  Income &     Total
                                           Expense                                   Expense
Revenue             $      $       $       $     $        $       $       $
                     2,050     1,078        (13)     3,115  7,632      3,925       (43)       11,514
Operating income     $      $      $       $    $        $      $       $ 
(loss) - as            434     78        (51)     461   1,493      289       (186)        1,596
reported (2)
    Restructuring    6          30         -            36     35         66         -            101
    charges (3)
    Intangible
    asset            35         75         -            110    126        297        -            423
    amortization
    Headquarters
    relocation       -          -          3            3      -          -          24           24
    costs
Operating income     $      $      $       $    $        $      $       $ 
(loss) - as            475    183         (48)     610   1,654      652       (162)        2,144
adjusted
Operating margins -  23.2%      17.0%      N/A          19.6%  21.7%      16.6%      N/A          18.6%
as adjusted
                     Three Months Ended December 31, 2011      Twelve Months Ended December 31, 2011
                     Risk       HR         Unallocated         Risk       HR         Unallocated
(millions)           Solutions  Solutions  Income &     Total  Solutions  Solutions  Income &     Total
                                           Expense                                   Expense
Revenue             $      $       $       $     $        $       $       $
                     2,002     1,003        (11)     2,994  7,537      3,781       (31)       11,287
Operating income     $      $      $       $    $        $      $       $ 
(loss) - as            377     97        (44)     430   1,413      336       (153)        1,596
reported (2)
    Restructuring    37         6          -            43     65         48         -            113
    charges
    Intangible
    asset            32         57         -            89     129        233        -            362
    amortization
    Legacy
    receivables      18         -          -            18     18         -          -            18
    write-off
    Headquarters
    relocation       -          -          3            3      -          -          3            3
    costs
    Hewitt related   -          5          -            5      -          47         -            47
    costs
Operating income     $      $      $       $    $        $      $       $ 
(loss) - as            464    165         (41)     588   1,625      664       (150)        2,139
adjusted
Operating margins -  23.2%      16.5%      N/A          19.6%  21.6%      17.6%      N/A          19.0%
as adjusted
                     Three Months Ended                        Twelve Months Ended
                     December 31,                              December 31,
(millions except     2012       2011                           2012       2011
per share data)
Operating income -   $      $                          $        $   
as adjusted            610    588                           2,144      2,139
    Interest income  4          4                              10         18
    Interest         (55)       (59)                           (228)      (245)
    expense
    Other income -   -          9                              3          15
    as reported
     Headquarters
     relocation      -          -                              2          -
     costs
     Loss on debt    -          -                              -          19
     extinguishment
    Other income -   -          9                              5          34
    as adjusted (2)
Income from
continuing
operations before    559        542                            1,931      1,946
income taxes - as
adjusted
    Income taxes     141        146                            504        531
    (4)
Income from
continuing           418        396                            1,427      1,415
operations - as
adjusted
    Less: Net
    income
    attributable to  2          3                              27         31
    noncontrolling
    interests
Income from
continuing
operations           $      $                          $       $
attributable toAon    416    393                           1,400      1,384
shareholders - as
adjusted
Diluted earnings
per share from       $      $                          $       $    
continuing            1.27    1.16                           4.21      4.06
operations - as
adjusted
Weighted average
ordinary shares      327.5      337.9                          332.6      340.9
outstanding -
diluted
(1)  Certain noteworthy items impacting operating income in 2012 and 2011 are described in this
     schedule. The items shown with the caption "as adjusted" are non-GAAP measures.
     Beginning in 2012, amounts related to gains and losses on foreign currency transactions have been
(2)  included in Other income. These amounts in prior periods, which were historically included in Other
     general expenses, have been reclassified to conform with the current presentation. The amounts
     reclassified in the three and twelve months ended December 31, 2011 were $5 million and $10
     million, respectively, of income from Other general expenses to Other income.
(3)  During the three months ended December 31, 2012, a reversal of previously recognized restructuring
     expense of $3 million related to the 2007 restructuring plan was recorded in the Risk Solutions
     segment. The 2007 plan is no longer presented in the attached restructuring disclosure.
(4)  Tax rate for continuing operations is 25.2% and 27.0% for the three months ended December 31, 2012
     and 2011, respectively, and 26.1% and 27.3% for the twelve months ended December 31, 2012 and 2011,
     respectively.



Aon plc
Restructuring Plans (Unaudited) (1)
Aon Hewitt
Restructuring
Plan
By Type:
                                           Actual
                                                          Full  Fourth  Full Total  Estimated
(millions)                                 Full Year 2010 Year  Quarter Year to     Total
                                                          2011  2012    2012 Date
                                                          $           $   $  
Workforce                                  $             $            $    
reduction                                 49            64     30       187    192
                                                                        74
Lease                                      3              32    7       18   53     95
consolidation
Asset                                      -              7     3       4    11     33
impairments
Other costs
associated                                 -              2     1       2    4      5
with
restructuring
Total                                                                   $   $  
restructuring                              $         $   $            $    
and related                                52             105  41       255    325
expenses                                                                98
By Segment:
(2)
HR Solutions                               52             49    30      66   167    226
Risk Solutions                             -              56    11      32   88     99
Total                                                                   $   $  
restructuring                              $         $   $            $    
and related                                52             105  41       255    325
expenses                                                                98
Aon Benfield
Restructuring
Plan
By Type:                  Operations
               Purchase   Full  Full Full  Fourth  Full Total  Completed
(millions)     Price      Year Year Year Quarter Year to     Plan
               Allocation 2009             2010           2011  2012    2012 Date   Total
               (3)
                                                          $           $   $  
Workforce      $      $     38    $             $            $    
reduction         32                  15            33      (2)    124    124
                                                                        6
Lease
consolidation  20         14               7              (15)  -       -    26     26
(4)
Asset          -          2                2              -     -       -    4      4
impairments
Other costs
associated     1          1                2              1     -       -    5      5
with
restructuring
Total                                                     $           $   $  
restructuring  $      $     55    $             $            $    
and related        53                  26            19      (2)    159    159
expenses                                                                6
(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 Restructuring Plan during 2011.





Aon plc
Consolidated Statements of Financial Position (Unaudited)
                                            As of
(millions)                                December 31,      December 31,
                                            2012               2011
                                            (Unaudited)
ASSETS
  Current Assets
  Cash and cash equivalents               $           $      
                                             291                272
  Short-term investments                  346                785
  Receivables, net                        3,101              3,183
  Fiduciary assets (1)                    12,214             10,838
  Other current assets                    430                427
           Total Current Assets           16,382             15,505
  Goodwill                                8,943              8,770
  Intangible assets, net                  2,975              3,276
  Fixed assets, net                       820                783
  Investments                             165                239
  Deferred tax assets                     285                258
  Other non-current assets                916                721
  Total Assets                            $             $     
                                            30,486            29,552
LIABILITIES AND EQUITY
  Current Liabilities
  Fiduciary liabilities                   $             $     
                                            12,214            10,838
  Short-term debt and current portion of   114                337
  long-term debt
  Accounts payable and accrued             1,853              1,832
  liabilities
  Other current liabilities               831                753
           Total Current Liabilities      15,012             13,760
  Long-term debt                          4,051              4,155
  Deferred tax liabilities                306                301
  Pension, other post retirement and other 2,276              2,192
  post employment liabilities
  Other non-current liabilities           1,036              1,024
  Total Liabilities                       22,681             21,432
EQUITY
  SHAREHOLDER'S EQUITY (2)
  Ordinary shares (2012 - $0.01 nominal    3                  386
  value, 2011 - $1.00 par value)
  Additional paid-in capital              4,436              4,021
  Retained earnings                       5,933              8,594
  Accumulated other comprehensive loss    (2,610)            (2,370)
  Treasury shares at cost                 -                  (2,553)
  Total Aon Shareholders' Equity          7,762              8,078
  Noncontrolling interests                43                 42
  Total Equity                            7,805              8,120
  Total Liabilities and Equity            $             $     
                                            30,486            29,552
(1) Includes short-term investments: 2012 - $4,029, 2011 - $4,190.
(2) Effective April 2, 2012, as part of the Redomestication, Aon Corporation
common stock, $1.00 par value, was exchanged for Class A ordinary shares of
Aon plc, $0.01 nominal value, resulting in a decrease in Ordinary shares,
formerly Common stock, of $323 million, and a corresponding increase in
Additional paid-in capital of $323 million. Additionally, all treasury shares
outstanding at the time of the Redomestication were retired, resulting in a
decrease to Treasury shares at cost of $2.5 billion, and corresponding
reductions to Ordinary shares and Retained earnings of $60 million and $2.4
billion, respectively.



Aon plc
Consolidated Statements of Cash Flows (Unaudited)
                                   Three Months Ended  Twelve Months Ended
(millions)                       December   December   December    December
                                   31, 2012   31, 2011   31, 2012    31, 2011
CASH FLOWS FROM OPERATING
ACTIVITIES
  Net income                     $      $      $       $    
                                      307     280   1,020     1,010
  Adjustments to reconcile net
  income to cash provided by
  operating activities:
   Gain (loss) from sales of      1          (2)        -           (6)
   businesses, net
   Depreciation of fixed          64         56         232         220
   assets
   Amortization of intangible     110        89         423         362
   assets
   Share-based compensation       52         56         212         235
   expense
   Deferred income taxes         (116)      143        (95)        146
  Change in assets and
  liabilities:
   Fiduciary receivables         (955)      (415)      (1,402)     (14)
   Short term investments -
   funds held on behalf of         121        (87)       239         (713)
   clients
   Fiduciary liabilities         834        502        1,163       727
   Receivables, net              (134)      (458)      106         (494)
   Accounts payable and accrued   310        227        (37)        -
   liabilities
   Restructuring reserves        (3)        (5)        (46)        (73)
   Current income taxes          118        (52)       185         120
   Pension and other post         (171)      (65)       (585)       (399)
   employment liabilities
   Other assets and               14         (38)       4           (103)
   liabilities
               CASH PROVIDED BY   552        231        1,419       1,018
               OPERATIONS
CASH FLOWS FROM INVESTING
ACTIVITIES
  Sales of long-term              7          87         178         190
  investments
  Purchases of long-term          (3)        (2)        (12)        (30)
  investments
  Net sales (purchases) of
  short-term investments -         374        (184)      440         (8)
  non-fiduciary
  Acquisition of businesses, net  (65)       (4)        (162)       (106)
  of cash acquired
  Proceeds from sale of           -          -          2           9
  business
  Capital expenditures           (68)       (90)       (269)       (241)
               CASH PROVIDED BY
               (USED FOR)          245        (193)      177         (186)
               INVESTING
               ACTIVITIES
CASH FLOWS FROM FINANCING
ACTIVITIES
  Share repurchase               (500)      -          (1,125)     (828)
  Issuance of shares for          25         36         118         201
  employee benefit plans
  Issuance of debt               400        101        733         1,673
  Repayment of debt              (650)      (165)      (1,077)     (1,688)
  Cash dividends to               (51)       (50)       (204)       (200)
  shareholders
  Purchase of shares from         (4)        -          (4)         (24)
  noncontrolling interests
  Dividends paid to               (10)       (9)        (27)        (30)
  noncontrolling interests
               CASH USED FOR
               FINANCING           (790)      (87)       (1,586)     (896)
               ACTIVITIES
Effect of Exchange Rate Changes   (6)        26         9           (10)
on Cash and Cash Equivalents
Net Increase (Decrease) in Cash   1          (23)       19          (74)
and Cash Equivalents
Cash and Cash Equivalents at      290        295        272         346
Beginning of Period
Cash and Cash Equivalents at End  $      $      $       $    
of Period                            291     272     291      272





SOURCE Aon plc

Website: http://www.aon.com
 
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