On November 29, 2021, Aon Corporation, a Delaware corporation
(“Aon Corporation”), Aon Global Holdings plc, a public limited
company formed under the laws of England and Wales (“AGH” and,
together with Aon Corporation, the “Issuers”), Aon plc, an Irish
public limited company (“Aon plc”) and Aon Global Limited, a
private limited company formed under the laws of England and Wales,
and prior to its re-registration, a public limited
company formed under the laws of England and Wales named Aon plc
(“AGL” and, together with Aon plc, the “Guarantors” and each, a
“Guarantor”), entered into an underwriting agreement (the
“Underwriting Agreement”) with J.P. Morgan Securities LLC, BofA
Securities, Inc. and Goldman Sachs & Co. LLC as
representatives of the several underwriters named therein, with
respect to the offering and sale by Aon Corporation and AGH of
$500,000,000 aggregate principal amount of their 2.600% Senior
Notes due 2031 (the “Notes”) under the Registration Statement on
Form S-3 (Registration
Nos. 333-238189, 333-238189-01, 333-238189-02 and 333-238189-03). Each
Guarantor has fully and unconditionally, jointly and severally,
guaranteed the Notes pursuant to the Indenture (as defined below)
(collectively, the “Guarantees” and, together with the Notes, the
“Securities”). The Securities were issued pursuant to an indenture,
dated December 3, 2018, as amended and restated on
April 1, 2020, as further amended and supplemented by a second
supplemental indenture on December 2, 2021 (together, the
“Indenture”), among Aon Corporation, AGH, the Guarantors and The
Bank of New York Mellon Trust Company, N.A., as trustee (the
“Trustee”).
The net proceeds from the offering, after deducting the
underwriting discount and estimated offering expenses payable by
the Issuers, were approximately $495.4 million. Aon
Corporation and AGH intend to use the net proceeds from the
offering for general corporate purposes.
In connection with the issuance of the Securities, Matheson is
filing the legal opinion attached as Exhibit 5.3 to this Current
Report on Form 8-K.
Item 9.01 |
Financial Statements and Exhibits.
|
(d) Exhibits.