Aon Corp. agreed to buy Hewitt Associates, Inc. for $4.9 billion in cash and stock, according to an announcement Monday. The merger will integrate Hewitt with Aon's existing consulting and outsourcing operations (Aon Consulting) and operate the segment globally under the newly created Aon Hewitt brand.

Hewitt helps more than 3,000 clients and their employees around the world anticipate and solve benefits, talent, and related financial challenges through three primary business lines: consulting, benefits outsourcing and HR business process outsourcing.

According to a news release, "Hewitt, combined with Aon Consulting, will build upon those strengths, creating a global leader in human capital solutions, with diverse product and service capabilities and world-class associates to effectively serve clients' evolving needs."

"This agreement reflects our ongoing efforts to ensure that Aon's associates, capabilities and technology remain at the forefront of our industry, providing distinctive client value," said Greg Case, chief executive officer, Aon Corp. "As we continue to grow our business, this merger will give us a broader portfolio of innovative products and services focused on what we believe are two of the most important topics in the global economy today - risk and people."

According to the announcement, the combination of Aon and Hewitt will result in the following:

  • Aon Hewitt revenues of $4.3 billion and 29,000 associates globally. Combined revenues for fiscal year 2009 consist of 49 percent from consulting services, 40 percent from benefits outsourcing and 11 percent from HR business process outsourcing, creating more resources for associates and more opportunities to distinctively serve clients with capabilities in greater than 120 countries around the world;
  • Leading global brand and client service recognition worldwide. Premier Hewitt brand will be leveraged along with Aon's client recognition for leading employee benefits consulting firm;
  • Complementary product and service portfolio across consulting, benefits outsourcing and HR business process outsourcing. Product portfolio will provide for significant cross-sell opportunities including the marketing of Hewitt's benefits outsourcing and HR business process outsourcing services to Aon's clients, as well as the marketing of Aon's industry-leading risk services product portfolio to Hewitt's clients;
  • Diversified presence across large corporate and middle market. The combined client base will provide significant cross-sell opportunities to leverage Hewitt's predominantly large corporate client base with Aon's predominantly middle market client base;
  • Cost savings and operational efficiencies. The transaction is expected to generate approximately $355 million in annual cost savings across Aon Hewitt in 2013, primarily from reduction in back-office areas, public company costs, management overlap and leverage of technology platforms;
  • Expect to achieve an operating margin in Aon Hewitt of 20 percent. Primarily through anticipated synergies and greater economies of scale, Aon Hewitt expects to deliver improved operational performance and a long-term operating margin of 20 percent;
  • Expect to create $1.5 billion of value creation. Strong cash flow generation of Hewitt, combined with anticipated synergies from the combination, are expected to deliver $1.5 billion of value creation for stockholders on a discounted cash flow basis, after subtracting the purchase price of the transaction.

As Hewitt merges with a subsidiary of Aon, Hewitt stockholders will be entitled to receive for each share of Hewitt common stock, $25.61 in cash and 0.6362 of a share of Aon common stock. Based on the closing price of Aon common stock on July 9, 2010, the aggregate consideration paid on a fully diluted basis is valued at $50 per Hewitt share.

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