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 Form8-A filed with the Securities and Exchange Commission (the “Commission”) on November 26, 2013 (FileNo. 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 Registrant’s 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 Form8-K filed with the Commission on April 1, 2020.
Item 2. Exhibits.
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Exhibit No. | | Description |
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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 Form8-K filed with the Commission on April 1, 2020) |
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4.2 | | Form of 4.000% Senior Note due 2023 (incorporated by reference to Exhibit 4.2 to the Current Report on Form8-K filed with the Commission on November 26, 2013) |
