Guarantee of Registered Securities | 6 Months Ended |
Jun. 30, 2014 |
Guarantee of Registered Securities [Abstract] | ' |
Guarantee of Registered Securities | ' |
Guarantee of Registered Securities |
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As described in Note 16, in connection with the Redomestication, Aon plc entered into various agreements pursuant to which it agreed to guarantee the obligations of Aon Corporation arising under issued and outstanding debt securities. Aon Corporation is a 100% directly owned subsidiary of Aon plc. The debt securities that are subject to Rule 3-10 of Regulation S-X are the 3.50% senior notes due September 2015, the 3.125% senior notes due May 2016, the 5.00% senior notes due September 2020, the 8.205% junior subordinated deferrable interest debentures due January 2027 and the 6.25% senior notes due September 2040. All guarantees of Aon plc are full and unconditional. There are no other subsidiaries of Aon plc that are guarantors of the debt. |
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Aon Corporation entered into an agreement pursuant to which it agreed to guarantee the obligations of Aon plc arising under the 4.250% Notes Due 2042 exchanged for Aon Corporation's outstanding 8.205% junior subordinated deferrable interest debentures due January 2027 in both Original Notes and Exchange Notes form. Those notes are subject to Rule 3-10 of Regulation S-X. Aon Corporation also agreed to guarantee the obligations of Aon plc arising under the 4.45% Notes Due 2043 issued on May 21, 2013, the 4.00% Notes Due November 2023 issued on November 21, 2013, the 2.875% Notes Due May 2026 issued on May 7, 2014, the 3.50% Notes Due May 2024 issued on May 20, 2014, and the 4.60% Notes Due May 2044 issued on May 20, 2014. In each case, the guarantee of Aon Corporation is full and unconditional. There are no subsidiaries of Aon plc, other than Aon Corporation, that are guarantors of the 4.250% Notes Due 2042, the 4.45% Notes Due 2043, the 4.00% Notes Due 2023, the 2.875% Notes Due 2026, the 3.50% Notes Due 2024 or the 4.60% Notes Due 2044. |
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The following tables set forth condensed consolidating statements of income for the three and six months ended June 30, 2014 and 2013, condensed consolidating statements of comprehensive income for the three and six months ended June 30, 2014 and 2013, condensed consolidating statements of financial position as of June 30, 2014 and December 31, 2013, and condensed consolidating statements of cash flows for the six months ended June 30, 2014 and 2013 in accordance with Rule 3-10 of Regulation S-X. The condensed consolidating financial information includes the accounts of Aon plc, the accounts of Aon Corporation, and the combined accounts of the non-guarantor subsidiaries. The condensed consolidating financial statements are presented in all periods as a merger under common control, with Aon plc presented as the parent company in all periods prior and subsequent to the Redomestication. The principal consolidating adjustments are to eliminate the investment in subsidiaries and intercompany balances and transactions. |
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In July 2013, Aon Holdings LLC, an intermediate holding company and the then-direct parent of Aon Corporation, transferred its ownership of Aon Corporation to Aon plc via distribution. The financial results of Aon Holdings LLC were included in the Other Non-Guarantor Subsidiaries column of the Condensed Consolidating Financial Statements. The Company has reflected the transfer of Aon Corporation from Aon Holdings LLC to Aon plc below for all periods presented. |
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Condensed Consolidating Statement of Income |
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| | | | | | | | | | | | | | | | | | | | |
| | Three months ended June 30, 2014 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
Revenue | | | | | | | | | | |
Commissions, fees and other | | $ | — | | | $ | — | | | $ | 2,913 | | | $ | — | | | $ | 2,913 | |
|
Fiduciary investment income | | — | | | — | | | 6 | | | — | | | 6 | |
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Total revenue | | — | | | — | | | 2,919 | | | — | | | 2,919 | |
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Expenses | | | | | | | | | | |
Compensation and benefits | | 34 | | | 6 | | | 1,668 | | | — | | | 1,708 | |
|
Other general expenses | | 5 | | | 7 | | | 754 | | | — | | | 766 | |
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Total operating expenses | | 39 | | | 13 | | | 2,422 | | | — | | | 2,474 | |
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Operating (loss) income | | (39 | ) | | (13 | ) | | 497 | | | — | | | 445 | |
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Interest income | | (2 | ) | | — | | | 4 | | | — | | | 2 | |
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Interest expense | | (15 | ) | | (32 | ) | | (18 | ) | | — | | | (65 | ) |
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Intercompany interest income (expense) | | 111 | | | (73 | ) | | (38 | ) | | — | | | — | |
|
Other (expense) income | | (1 | ) | | 8 | | | (9 | ) | | — | | | (2 | ) |
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Income (loss) before taxes | | 54 | | | (110 | ) | | 436 | | | — | | | 380 | |
|
Income tax expense (benefit) | | 7 | | | (42 | ) | | 102 | | | — | | | 67 | |
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Income (loss) before equity in earnings of subsidiaries | | 47 | | | (68 | ) | | 334 | | | — | | | 313 | |
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Equity in earnings of subsidiaries, net of tax | | 257 | | | 267 | | | — | | | (524 | ) | | — | |
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Net income | | 304 | | | 199 | | | 334 | | | (524 | ) | | 313 | |
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Less: Net income attributable to noncontrolling interests | | — | | | — | | | 9 | | | — | | | 9 | |
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Net income attributable to Aon shareholders | | $ | 304 | | | $ | 199 | | | $ | 325 | | | $ | (524 | ) | | $ | 304 | |
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Condensed Consolidating Statement of Income |
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| | | | | | | | | | | | | | | | | | | | |
| | Three months ended June 30, 2013 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
Revenue | | | | | | | | | | |
Commissions, fees and other | | $ | 1 | | | $ | — | | | $ | 2,890 | | | $ | — | | | $ | 2,891 | |
|
Fiduciary investment income | | — | | | — | | | 6 | | | — | | | 6 | |
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Total revenue | | 1 | | | — | | | 2,896 | | | — | | | 2,897 | |
|
Expenses | | | | | | | | | | |
Compensation and benefits | | 4 | | | 6 | | | 1,702 | | | — | | | 1,712 | |
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Other general expenses | | 9 | | | 16 | | | 778 | | | — | | | 803 | |
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Total operating expenses | | 13 | | | 22 | | | 2,480 | | | — | | | 2,515 | |
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Operating (loss) income | | (12 | ) | | (22 | ) | | 416 | | | — | | | 382 | |
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Interest income | | — | | | 1 | | | 1 | | | — | | | 2 | |
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Interest expense | | (4 | ) | | (33 | ) | | (11 | ) | | — | | | (48 | ) |
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Intercompany interest (expense) income | | (7 | ) | | 43 | | | (36 | ) | | — | | | — | |
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Other (expense) income | | — | | | (2 | ) | | 8 | | | — | | | 6 | |
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(Loss) income before taxes | | (23 | ) | | (13 | ) | | 378 | | | — | | | 342 | |
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Income tax (benefit) expense | | (3 | ) | | (6 | ) | | 99 | | | — | | | 90 | |
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(Loss) income before equity in earnings of subsidiaries | | (20 | ) | | (7 | ) | | 279 | | | — | | | 252 | |
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Equity in earnings of subsidiaries, net of tax | | 261 | | | 234 | | | — | | | (495 | ) | | — | |
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Net income | | 241 | | | 227 | | | 279 | | | (495 | ) | | 252 | |
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Less: Net income attributable to noncontrolling interests | | — | | | — | | | 11 | | | — | | | 11 | |
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Net income attributable to Aon shareholders | | $ | 241 | | | $ | 227 | | | $ | 268 | | | $ | (495 | ) | | $ | 241 | |
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Condensed Consolidating Statement of Income |
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| | | | | | | | | | | | | | | | | | | | |
| | Six months ended June 30, 2014 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
Revenue | | | | | | | | | | |
Commissions, fees and other | | $ | — | | | $ | — | | | $ | 5,854 | | | $ | — | | | $ | 5,854 | |
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Fiduciary investment income | | — | | | — | | | 12 | | | — | | | 12 | |
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Total revenue | | — | | | — | | | 5,866 | | | — | | | 5,866 | |
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Expenses | | | | | | | | | | |
Compensation and benefits | | 45 | | | 15 | | | 3,399 | | | — | | | 3,459 | |
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Other general expenses | | 13 | | | 22 | | | 1,458 | | | — | | | 1,493 | |
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Total operating expenses | | 58 | | | 37 | | | 4,857 | | | — | | | 4,952 | |
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Operating (loss) income | | (58 | ) | | (37 | ) | | 1,009 | | | — | | | 914 | |
|
Interest income | | (4 | ) | | 1 | | | 7 | | | — | | | 4 | |
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Interest expense | | (25 | ) | | (63 | ) | | (35 | ) | | — | | | (123 | ) |
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Intercompany interest income (expense) | | 222 | | | (147 | ) | | (75 | ) | | — | | | — | |
|
Other (expense) income | | (1 | ) | | 8 | | | (8 | ) | | — | | | (1 | ) |
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Income (loss) before taxes | | 134 | | | (238 | ) | | 898 | | | — | | | 794 | |
|
Income tax expense (benefit) | | 28 | | | (92 | ) | | 209 | | | — | | | 145 | |
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Income (loss) before equity in earnings of subsidiaries | | 106 | | | (146 | ) | | 689 | | | — | | | 649 | |
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Equity in earnings of subsidiaries, net of tax | | 523 | | | 549 | | | — | | | (1,072 | ) | | — | |
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Net income | | 629 | | | 403 | | | 689 | | | (1,072 | ) | | 649 | |
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Less: Net income attributable to noncontrolling interests | | — | | | — | | | 20 | | | — | | | 20 | |
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Net income attributable to Aon shareholders | | $ | 629 | | | $ | 403 | | | $ | 669 | | | $ | (1,072 | ) | | $ | 629 | |
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Condensed Consolidating Statement of Income |
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| | | | | | | | | | | | | | | | | | | | |
| | Six months ended June 30, 2013 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
Revenue | | | | | | | | | | |
Commissions, fees and other | | $ | 2 | | | $ | — | | | $ | 5,797 | | | $ | — | | | $ | 5,799 | |
|
Fiduciary investment income | | — | | | — | | | 13 | | | — | | | 13 | |
|
Total revenue | | 2 | | | — | | | 5,810 | | | — | | | 5,812 | |
|
Expenses | | | | | | | | | | |
Compensation and benefits | | 15 | | | 21 | | | 3,401 | | | — | | | 3,437 | |
|
Other general expenses | | 16 | | | 23 | | | 1,544 | | | — | | | 1,583 | |
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Total operating expenses | | 31 | | | 44 | | | 4,945 | | | — | | | 5,020 | |
|
Operating (loss) income | | (29 | ) | | (44 | ) | | 865 | | | — | | | 792 | |
|
Interest income | | — | | | 1 | | | 2 | | | — | | | 3 | |
|
Interest expense | | (6 | ) | | (67 | ) | | (27 | ) | | — | | | (100 | ) |
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Intercompany interest (expense) income | | (14 | ) | | 86 | | | (72 | ) | | — | | | — | |
|
Other (expense) income | | — | | | (3 | ) | | 18 | | | — | | | 15 | |
|
(Loss) income before taxes | | (49 | ) | | (27 | ) | | 786 | | | — | | | 710 | |
|
Income tax (benefit) expense | | (9 | ) | | (11 | ) | | 206 | | | — | | | 186 | |
|
(Loss) income before equity in earnings of subsidiaries | | (40 | ) | | (16 | ) | | 580 | | | — | | | 524 | |
|
Equity in earnings of subsidiaries, net of tax | | 542 | | | 489 | | | — | | | (1,031 | ) | | — | |
|
Net income | | 502 | | | 473 | | | 580 | | | (1,031 | ) | | 524 | |
|
Less: Net income attributable to noncontrolling interests | | — | | | — | | | 22 | | | — | | | 22 | |
|
Net income attributable to Aon shareholders | | $ | 502 | | | $ | 473 | | | $ | 558 | | | $ | (1,031 | ) | | $ | 502 | |
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Condensed Consolidating Statement of Comprehensive Income |
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| | | | | | | | | | | | | | | | | | | | |
| | Three months ended June 30, 2014 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
Net income | | $ | 304 | | | $ | 199 | | | $ | 334 | | | $ | (524 | ) | | $ | 313 | |
|
Less: Net income attributable to noncontrolling interests | | — | | | — | | | 9 | | | — | | | 9 | |
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Net income attributable to Aon shareholders | | $ | 304 | | | $ | 199 | | | $ | 325 | | | $ | (524 | ) | | $ | 304 | |
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Other comprehensive (loss) income, net of tax: | | | | | | | | | | |
Change in fair value of investments | | — | | | — | | | (2 | ) | | — | | | (2 | ) |
|
Change in fair value of derivatives | | — | | | (1 | ) | | 13 | | | — | | | 12 | |
|
Foreign currency translation adjustments | | — | | | 15 | | | 59 | | | — | | | 74 | |
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Post-retirement benefit obligation | | — | | | 5 | | | 13 | | | — | | | 18 | |
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Total other comprehensive income | | — | | | 19 | | | 83 | | | — | | | 102 | |
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Equity in other comprehensive loss of subsidiaries, net of tax | | 102 | | | 73 | | | — | | | (175 | ) | | — | |
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Less: Other comprehensive income attributable to noncontrolling interests | | — | | | — | | | — | | | — | | | — | |
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Total other comprehensive income attributable to Aon shareholders | | 102 | | | 92 | | | 83 | | | (175 | ) | | 102 | |
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Comprehensive income attributable to Aon shareholders | | $ | 406 | | | $ | 291 | | | $ | 408 | | | $ | (699 | ) | | $ | 406 | |
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Condensed Consolidating Statement of Comprehensive Income |
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| | | | | | | | | | | | | | | | | | | | |
| | Three months ended June 30, 2013 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
Net income | | $ | 241 | | | $ | 227 | | | $ | 279 | | | $ | (495 | ) | | $ | 252 | |
|
Less: Net income attributable to noncontrolling interests | | — | | | — | | | 11 | | | — | | | 11 | |
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Net income attributable to Aon shareholders | | $ | 241 | | | $ | 227 | | | $ | 268 | | | $ | (495 | ) | | $ | 241 | |
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Other comprehensive income (loss), net of tax: | | | | | | | | | | |
Change in fair value of investments | | — | | | 4 | | | 9 | | | — | | | 13 | |
|
Change in fair value of derivatives | | — | | | 2 | | | (9 | ) | | — | | | (7 | ) |
|
Foreign currency translation adjustments | | — | | | (11 | ) | | (47 | ) | | — | | | (58 | ) |
|
Post-retirement benefit obligation | | — | | | 7 | | | 11 | | | — | | | 18 | |
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Total other comprehensive income | | — | | | 2 | | | (36 | ) | | — | | | (34 | ) |
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Equity in other comprehensive income of subsidiaries, net of tax | | (32 | ) | | (34 | ) | | — | | | 66 | | | — | |
|
Less: Other comprehensive income attributable to noncontrolling interests | | — | | | — | | | (2 | ) | | — | | | (2 | ) |
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Total other comprehensive income attributable to Aon shareholders | | (32 | ) | | (32 | ) | | (34 | ) | | 66 | | | (32 | ) |
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Comprehensive income attributable to Aon Shareholders | | $ | 209 | | | $ | 195 | | | $ | 234 | | | $ | (429 | ) | | $ | 209 | |
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Condensed Consolidating Statement of Comprehensive Income |
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| | | | | | | | | | | | | | | | | | | | |
| | Six months ended June 30, 2014 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
Net income | | $ | 629 | | | $ | 403 | | | $ | 689 | | | $ | (1,072 | ) | | $ | 649 | |
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Less: Net income attributable to noncontrolling interests | | — | | | — | | | 20 | | | — | | | 20 | |
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Net income attributable to Aon shareholders | | $ | 629 | | | $ | 403 | | | $ | 669 | | | $ | (1,072 | ) | | $ | 629 | |
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Other comprehensive (loss) income, net of tax: | | | | | | | | | | |
Change in fair value of investments | | — | | | — | | | (1 | ) | | — | | | (1 | ) |
|
Change in fair value of derivatives | | — | | | — | | | 21 | | | — | | | 21 | |
|
Foreign currency translation adjustments | | — | | | (2 | ) | | 92 | | | — | | | 90 | |
|
Post-retirement benefit obligation | | — | | | 11 | | | 33 | | | — | | | 44 | |
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Total other comprehensive income | | — | | | 9 | | | 145 | | | — | | | 154 | |
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Equity in other comprehensive loss of subsidiaries, net of tax | | 156 | | | 142 | | | — | | | (298 | ) | | — | |
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Less: Other comprehensive income attributable to noncontrolling interests | | — | | | — | | | (2 | ) | | — | | | (2 | ) |
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Total other comprehensive income attributable to Aon shareholders | | 156 | | | 151 | | | 147 | | | (298 | ) | | 156 | |
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Comprehensive income attributable to Aon shareholders | | $ | 785 | | | $ | 554 | | | $ | 816 | | | $ | (1,370 | ) | | $ | 785 | |
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Condensed Consolidating Statement of Comprehensive Income |
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| | | | | | | | | | | | | | | | | | | | |
| | Six months ended June 30, 2013 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
Net income | | $ | 502 | | | $ | 473 | | | $ | 580 | | | $ | (1,031 | ) | | $ | 524 | |
|
Less: Net income attributable to noncontrolling interests | | — | | | — | | | 22 | | | — | | | 22 | |
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Net income attributable to Aon shareholders | | $ | 502 | | | $ | 473 | | | $ | 558 | | | $ | (1,031 | ) | | $ | 502 | |
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Other comprehensive income (loss), net of tax: | | | | | | | | | | |
Change in fair value of investments | | — | | | 4 | | | 9 | | | — | | | 13 | |
|
Change in fair value of derivatives | | — | | | 3 | | | (24 | ) | | — | | | (21 | ) |
|
Foreign currency translation adjustments | | — | | | (19 | ) | | (213 | ) | | — | | | (232 | ) |
|
Post-retirement benefit obligation | | — | | | 15 | | | 26 | | | — | | | 41 | |
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Total other comprehensive income | | — | | | 3 | | | (202 | ) | | — | | | (199 | ) |
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Equity in other comprehensive income of subsidiaries, net of tax | | (197 | ) | | (195 | ) | | — | | | 392 | | | — | |
|
Less: Other comprehensive income attributable to noncontrolling interests | | — | | | — | | | (2 | ) | | — | | | (2 | ) |
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Total other comprehensive income attributable to Aon shareholders | | (197 | ) | | (192 | ) | | (200 | ) | | 392 | | | (197 | ) |
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Comprehensive income attributable to Aon Shareholders | | $ | 305 | | | $ | 281 | | | $ | 358 | | | $ | (639 | ) | | $ | 305 | |
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Condensed Consolidating Statement of Financial Position |
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| | | | | | | | | | | | | | | | | | | | |
| | As of June 30, 2014 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
ASSETS | | | | | | | | | | | | | | | |
|
| | | | | | | | | | |
Cash and cash equivalents | | $ | — | | | $ | 181 | | | $ | 1,416 | | | $ | (1,179 | ) | | $ | 418 | |
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Short-term investments | | — | | | 136 | | | 172 | | | — | | | 308 | |
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Receivables, net | | — | | | 1 | | | 2,802 | | | — | | | 2,803 | |
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Fiduciary assets | | — | | | — | | | 12,786 | | | — | | | 12,786 | |
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Intercompany receivables | | 224 | | | 4,261 | | | 6,668 | | | (11,153 | ) | | — | |
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Other current assets | | 1 | | | 165 | | | 1,342 | | | (112 | ) | | 1,396 | |
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Total Current Assets | | 225 | | | 4,744 | | | 25,186 | | | (12,444 | ) | | 17,711 | |
|
Goodwill | | — | | | — | | | 9,099 | | | — | | | 9,099 | |
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Intangible assets, net | | — | | | — | | | 2,468 | | | — | | | 2,468 | |
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Fixed assets, net | | — | | | — | | | 787 | | | — | | | 787 | |
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Investments | | — | | | 73 | | | 65 | | | — | | | 138 | |
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Intercompany receivables | | 7,426 | | | 2,177 | | | 2,211 | | | (11,814 | ) | | — | |
|
Other non-current assets | | 151 | | | 501 | | | 1,607 | | | (686 | ) | | 1,573 | |
|
Investment in subsidiary | | 5,634 | | | 12,673 | | | — | | | (18,307 | ) | | — | |
|
TOTAL ASSETS | | $ | 13,436 | | | $ | 20,168 | | | $ | 41,423 | | | $ | (43,251 | ) | | $ | 31,776 | |
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| | | | | | | | | | |
LIABILITIES AND EQUITY | | | | | | | | | | | | | | | |
|
| | | | | | | | | | |
Fiduciary liabilities | | $ | — | | | $ | — | | | $ | 12,786 | | | $ | — | | | $ | 12,786 | |
|
Short-term debt and current portion of long-term debt | | 107 | | | — | | | 701 | | | (9 | ) | | 799 | |
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Accounts payable and accrued liabilities | | 1,214 | | | 54 | | | 1,409 | | | (1,179 | ) | | 1,498 | |
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Intercompany payables | | 2 | | | 6,586 | | | 4,565 | | | (11,153 | ) | | — | |
|
Other current liabilities | | 42 | | | 52 | | | 975 | | | (112 | ) | | 957 | |
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Total Current Liabilities | | 1,365 | | | 6,692 | | | 20,436 | | | (12,453 | ) | | 16,040 | |
|
Long-term debt | | 2,267 | | | 2,508 | | | 371 | | | 9 | | | 5,155 | |
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Pension, other post-retirement and other post-employment liabilities | | — | | | 895 | | | 638 | | | — | | | 1,533 | |
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Intercompany payables | | 2,100 | | | 7,277 | | | 2,437 | | | (11,814 | ) | | — | |
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Other non-current liabilities | | 4 | | | 108 | | | 1,863 | | | (686 | ) | | 1,289 | |
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TOTAL LIABILITIES | | 5,736 | | | 17,480 | | | 25,745 | | | (24,944 | ) | | 24,017 | |
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| | | | | | | | | | |
TOTAL AON SHAREHOLDERS’ EQUITY | | 7,700 | | | 2,688 | | | 15,619 | | | (18,307 | ) | | 7,700 | |
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Noncontrolling interests | | — | | | — | | | 59 | | | — | | | 59 | |
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TOTAL EQUITY | | 7,700 | | | 2,688 | | | 15,678 | | | (18,307 | ) | | 7,759 | |
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| | | | | | | | | | |
TOTAL LIABILITIES AND EQUITY | | $ | 13,436 | | | $ | 20,168 | | | $ | 41,423 | | | $ | (43,251 | ) | | $ | 31,776 | |
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Condensed Consolidating Statement of Financial Position |
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| | | | | | | | | | | | | | | | | | | | |
| | As of December 31, 2013 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
ASSETS | | | | | | | | | | | | | | | |
|
| | | | | | | | | | |
Cash and cash equivalents | | $ | — | | | $ | 247 | | | $ | 1,246 | | | $ | (1,016 | ) | | $ | 477 | |
|
Short-term investments | | — | | | 163 | | | 360 | | | — | | | 523 | |
|
Receivables, net | | — | | | 4 | | | 2,892 | | | — | | | 2,896 | |
|
Fiduciary assets | | — | | | — | | | 11,871 | | | — | | | 11,871 | |
|
Intercompany receivables | | 186 | | | 3,503 | | | 5,452 | | | (9,141 | ) | | — | |
|
Other current assets | | — | | | 69 | | | 513 | | | (19 | ) | | 563 | |
|
Total Current Assets | | 186 | | | 3,986 | | | 22,334 | | | (10,176 | ) | | 16,330 | |
|
Goodwill | | — | | | — | | | 8,997 | | | — | | | 8,997 | |
|
Intangible assets, net | | — | | | — | | | 2,578 | | | — | | | 2,578 | |
|
Fixed assets, net | | — | | | — | | | 791 | | | — | | | 791 | |
|
Investments | | — | | | 57 | | | 75 | | | — | | | 132 | |
|
Intercompany receivables | | 7,166 | | | 2,178 | | | 2,201 | | | (11,545 | ) | | — | |
|
Other non-current assets | | 146 | | | 560 | | | 1,421 | | | (704 | ) | | 1,423 | |
|
Investment in subsidiary | | 4,607 | | | 11,694 | | | — | | | (16,301 | ) | | — | |
|
TOTAL ASSETS | | $ | 12,105 | | | $ | 18,475 | | | $ | 38,397 | | | $ | (38,726 | ) | | $ | 30,251 | |
|
| | | | | | | | | | |
LIABILITIES AND EQUITY | | | | | | | | | | | | | | | |
|
| | | | | | | | | | |
Fiduciary liabilities | | $ | — | | | $ | — | | | $ | 11,871 | | | $ | — | | | $ | 11,871 | |
|
Short-term debt and current portion of long-term debt | | — | | | — | | | 707 | | | (4 | ) | | 703 | |
|
Accounts payable and accrued liabilities | | 1,036 | | | 62 | | | 1,849 | | | (1,016 | ) | | 1,931 | |
|
Intercompany payables | | 15 | | | 5,449 | | | 3,677 | | | (9,141 | ) | | — | |
|
Other current liabilities | | 12 | | | 47 | | | 866 | | | (19 | ) | | 906 | |
|
Total Current Liabilities | | 1,063 | | | 5,558 | | | 18,970 | | | (10,180 | ) | | 15,411 | |
|
Long-term debt | | 792 | | | 2,512 | | | 378 | | | 4 | | | 3,686 | |
|
Pension, other post-retirement and other post-employment liabilities | | — | | | 925 | | | 682 | | | — | | | 1,607 | |
|
Intercompany payables | | 2,100 | | | 7,267 | | | 2,178 | | | (11,545 | ) | | — | |
|
Other non-current liabilities | | 5 | | | 159 | | | 1,892 | | | (704 | ) | | 1,352 | |
|
TOTAL LIABILITIES | | 3,960 | | | 16,421 | | | 24,100 | | | (22,425 | ) | | 22,056 | |
|
| | | | | | | | | | |
TOTAL AON SHAREHOLDERS’ EQUITY | | 8,145 | | | 2,054 | | | 14,247 | | | (16,301 | ) | | 8,145 | |
|
Noncontrolling interests | | — | | | — | | | 50 | | | — | | | 50 | |
|
TOTAL EQUITY | | 8,145 | | | 2,054 | | | 14,297 | | | (16,301 | ) | | 8,195 | |
|
| | | | | | | | | | |
TOTAL LIABILITIES AND EQUITY | | $ | 12,105 | | | $ | 18,475 | | | $ | 38,397 | | | $ | (38,726 | ) | | $ | 30,251 | |
|
|
Condensed Consolidating Statement of Cash Flows |
|
| | | | | | | | | | | | | | | | | | | | |
| | Six months ended June 30, 2014 |
| | Aon | | Aon | | Other | | Consolidating | | |
Non-Guarantor |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
CASH FLOWS FROM OPERATING ACTIVITIES | | | | | | | | | | | | | | | |
|
CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES | | $ | 265 | | | $ | (215 | ) | | $ | 283 | | | $ | — | | | $ | 333 | |
|
| | | | | | | | | | |
CASH FLOWS FROM INVESTING ACTIVITIES | | | | | | | | | | |
Sales of long-term investments | | — | | | 37 | | | 11 | | | — | | | 48 | |
|
Purchase of long-term investments | | — | | | (14 | ) | | — | | | — | | | (14 | ) |
|
Net sales of short-term investments - non-fiduciary | | — | | | 27 | | | 190 | | | — | | | 217 | |
|
Acquisition of businesses, net of cash acquired | | — | | | — | | | (83 | ) | | — | | | (83 | ) |
|
Proceeds from sale of businesses | | — | | | — | | | 1 | | | — | | | 1 | |
|
Capital expenditures | | — | | | — | | | (115 | ) | | — | | | (115 | ) |
|
CASH PROVIDED BY INVESTING ACTIVITIES | | — | | | 50 | | | 4 | | | — | | | 54 | |
|
| | | | | | | | | | |
CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | | | | | |
Share repurchase | | (1,250 | ) | | — | | | — | | | — | | | (1,250 | ) |
|
Advances (to) from affiliates | | (522 | ) | | 99 | | | 586 | | | (163 | ) | | — | |
|
Issuance of shares for employee benefit plans | | 40 | | | — | | | — | | | — | | | 40 | |
|
Issuance of debt | | 2,169 | | | 1,161 | | | (6 | ) | | — | | | 3,324 | |
|
Repayment of debt | | (574 | ) | | (1,161 | ) | | (10 | ) | | — | | | (1,745 | ) |
|
Deposit with trustee | | — | | | — | | | (681 | ) | | — | | | (681 | ) |
|
Cash dividends to shareholders | | (128 | ) | | — | | | — | | | — | | | (128 | ) |
|
Purchase of shares from noncontrolling interests | | — | | | — | | | 1 | | | — | | | 1 | |
|
Dividends paid to noncontrolling interests | | — | | | — | | | (10 | ) | | — | | | (10 | ) |
|
CASH (USED FOR) PROVIDED BY FINANCING ACTIVITIES | | (265 | ) | | 99 | | | (120 | ) | | (163 | ) | | (449 | ) |
|
| | | | | | | | | | |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | | — | | | — | | | 3 | | | — | | | 3 | |
|
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | | — | | | (66 | ) | | 170 | | | (163 | ) | | (59 | ) |
|
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | | — | | | 247 | | | 1,246 | | | (1,016 | ) | | 477 | |
|
CASH AND CASH EQUIVALENTS AT END OF PERIOD | | $ | — | | | $ | 181 | | | $ | 1,416 | | | $ | (1,179 | ) | | $ | 418 | |
|
|
Condensed Consolidating Statement of Cash Flows |
|
| | | | | | | | | | | | | | | | | | | | |
| | Six months ended June 30, 2013 |
| | | | | | Other | | | | |
| | Aon | | Aon | | Non-Guarantor | | Consolidating | | |
(millions) | | plc | | Corporation | | Subsidiaries | | Adjustments | | Consolidated |
CASH FLOWS FROM OPERATING ACTIVITIES | | | | | | | | | | | | | | | |
|
CASH PROVIDED BY (USED FOR) OPERATING ACTIVITIES | | $ | (23 | ) | | $ | (89 | ) | | $ | 499 | | | $ | — | | | $ | 387 | |
|
| | | | | | | | | | |
CASH FLOWS FROM INVESTING ACTIVITIES | | | | | | | | | | |
Sales of long-term investments | | — | | | 2 | | | 21 | | | — | | | 23 | |
|
Purchase of long-term investments | | — | | | (6 | ) | | — | | | — | | | (6 | ) |
|
Net sales of short-term investments - non-fiduciary | | — | | | 26 | | | 3 | | | — | | | 29 | |
|
Acquisition of businesses, net of cash acquired | | — | | | — | | | (23 | ) | | — | | | (23 | ) |
|
Proceeds from sale of businesses | | — | | | — | | | 1 | | | — | | | 1 | |
|
Capital expenditures | | — | | | — | | | (122 | ) | | — | | | (122 | ) |
|
CASH USED PROVIDED BY (USED FOR) INVESTING ACTIVITIES | | — | | | 22 | | | (120 | ) | | — | | | (98 | ) |
|
| | | | | | | | | | |
CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | | | | | |
Share repurchase | | (525 | ) | | — | | | — | | | — | | | (525 | ) |
|
Advances from (to) affiliates | | 126 | | | 444 | | | (323 | ) | | (247 | ) | | — | |
|
Issuance of shares for employee benefit plans | | 57 | | | — | | | — | | | — | | | 57 | |
|
Issuance of debt | | 639 | | | 2,044 | | | 231 | | | — | | | 2,914 | |
|
Repayment of debt | | (6 | ) | | (2,362 | ) | | (239 | ) | | — | | | (2,607 | ) |
|
Cash dividends to shareholders | | (105 | ) | | — | | | — | | | — | | | (105 | ) |
|
Purchase of shares from noncontrolling interests | | — | | | — | | | — | | | — | | | — | |
|
Dividends paid to noncontrolling interests | | — | | | — | | | (6 | ) | | — | | | (6 | ) |
|
CASH PROVIDED BY (USED FOR) | | 186 | | | 126 | | | (337 | ) | | (247 | ) | | (272 | ) |
FINANCING ACTIVITIES |
| | | | | | | | | | |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | | — | | | — | | | (42 | ) | | — | | | (42 | ) |
|
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | | 163 | | | 59 | | | — | | | (247 | ) | | (25 | ) |
|
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR | | 131 | | | 199 | | | — | | | (39 | ) | | 291 | |
|
CASH AND CASH EQUIVALENTS AT END OF PERIOD | | $ | 294 | | | $ | 258 | | | $ | — | | | $ | (286 | ) | | $ | 266 | |
|
| | | | | | | | | | | | | | | | | | | | | |