v2.4.0.6

Acquisitions and Dispositions (Tables) | 12 Months Ended
--- | ---
Dec. 31, 2011
Acquisitions and Dispositions |
Consideration transferred and preliminary value of intangible assets |
Years ended December 31 |  | 2011 |  | 2010 |
--- | --- | --- | --- | --- | ---
Consideration transferred: |  |  |  |  |  |  |
Hewitt |  | $ | — |  | $ | 4,932 |
Other acquisitions |  |  | 103 |  |  | 157 |
Total |  | $ | 103 |  | $ | 5,089 |
Intangible assets: |  |  |  |  |  |  |
Goodwill: |  |  |  |  |  |  |
Hewitt |  | $ | 50 |  | $ | 2,715 |
Other acquisitions |  |  | 76 |  |  | 59 |
Other intangible assets: |  |  |  |  |  |  |
Hewitt |  |  | — |  |  | 2,905 |
Other acquisitions |  |  | 33 |  |  | 78 |
Total |  | $ | 159 |  | $ | 5,757 |
Calculation of the final consideration transferred to acquire Hewitt's stock |
$ and common share data in millions, except per share data |  |  |  |  |
--- | --- | --- | --- | --- | ---
Cash consideration |  |  |  |  |  |  |
Cash electing consideration |  |  |  |  |  |  |
Number of shares of Hewitt common shares outstanding electing cash consideration |  |  | 7.78 |  |  |  |
Cash consideration per common share outstanding |  | $ | 50.46 |  |  |  |
Total cash paid to Hewitt shareholders electing cash consideration |  | $ | 393 |  |  |  |
Mixed consideration |  |  |  |  |  |  |
Number of shares of Hewitt common shares outstanding electing mixed consideration or not making an election |  |  | 44.52 |  |  |  |
Cash consideration per common share outstanding |  | $ | 25.61 |  |  |  |
Total cash paid to Hewitt shareholders electing mixed consideration or not making an election |  | $ | 1,140 |  |  |  |
Stock electing consideration |  |  |  |  |  |  |
Number of shares of Hewitt common shares outstanding electing stock consideration |  |  | 43.67 |  |  |  |
Cash consideration per common share outstanding |  | $ | 21.19 |  |  |  |
Total cash paid to Hewitt shareholders electing stock consideration |  | $ | 925 |  |  |  |
Total cash consideration |  |  |  |  | $ | 2,458 |
Stock consideration |  |  |  |  |  |  |
Stock electing consideration |  |  |  |  |  |  |
Number of shares of Hewitt common shares outstanding electing stock consideration |  |  | 43.67 |  |  |  |
Exchange ratio |  |  | 0.7494 |  |  |  |
Aon shares issued to Hewitt stockholders electing stock consideration |  |  | 32.73 |  |  |  |
Mixed consideration |  |  |  |  |  |  |
Number of shares of Hewitt common shares outstanding electing mixed consideration or not making an election |  |  | 44.52 |  |  |  |
Exchange ratio |  |  | 0.6362 |  |  |  |
Aon shares issued to Hewitt shareholders electing mixed consideration or not making an election |  |  | 28.32 |  |  |  |
Total Aon common shares issued |  |  | 61.05 |  |  |  |
Aon's closing common share price as of October 1, 2010 |  | $ | 39.28 |  |  |  |
Total fair value of stock consideration |  |  |  |  | $ | 2,398 |
Fair value of Hewitt stock options converted to options to acquire Aon common stock |  |  |  |  | $ | 76 |
Total fair value of cash and stock consideration |  |  |  |  | $ | 4,932 |
Summary of the preliminary values of assets acquired and liabilities assumed as of the acquisition date |
|  | Amounts recorded as of the acquisition date |
--- | --- | --- | ---
Working capital (1) |  | $ | 348 |
Property, equipment, and capitalized software |  |  | 297 |
Identifiable intangible assets: |  |  |  |
Customer relationships |  |  | 1,800 |
Trademarks |  |  | 890 |
Technology |  |  | 215 |
Other noncurrent assets (2) |  |  | 344 |
Long-term debt |  |  | 346 |
Other noncurrent liabilities (3) |  |  | 360 |
Net deferred tax liability (4) |  |  | 1,021 |
Net assets acquired |  |  | 2,167 |
Goodwill |  |  | 2,765 |
Total consideration transferred |  | $ | 4,932 |
(1) Includes cash and cash equivalents, short-term investments, client receivables, other current assets, accounts payable and other current liabilities. (2) Includes primarily deferred contract costs and long-term investments. (3) Includes primarily unfavorable lease obligations and deferred contract revenues. (4) Included in Other current assets ($31 million), Deferred tax assets ($30 million), Other current liabilities ($7 million) and Deferred tax liabilities ($1.1 billion) in the Company's Consolidated Statements of Financial Position.
Hewitt's results of operations included in entity's consolidated statements of income |
|  | Hewitt's operations included in Aon's 2010 results |
--- | --- | --- | ---
Revenues |  | $ | 791 |
Operating income (1) |  |  | 23 |
(1) Includes amortization related to identifiable intangible assets ($37 million), acquisition and integration costs ($18 million) and restructuring expenses ($52 million).
Pro forma consolidated results of operations, Hewitt merger |
|  | 2010 |  | 2009 |
--- | --- | --- | --- | --- | ---
Revenue |  | $ | 10,831 |  | $ | 10,669 |
Net income from continuing operations attributable to Aon stockholders |  | $ | 736 |  | $ | 758 |
Earnings per share from continuing operations attributable to Aon stockholders |  |  |  |  |  |  |
Basic |  | $ | 2.17 |  | $ | 2.20 |
Diluted |  | $ | 2.14 |  | $ | 2.15 |
Gains (losses) recorded as a result of dispositions |
Years ended December 31 |  | 2011 |  | 2010 |  | 2009 |
--- | --- | --- | --- | --- | --- | --- | ---
Revenues: |  |  |  |  |  |  |  |  |  |
AIS |  | $ | — |  | $ | — |  | $ | — |
Other |  |  | — |  |  | — |  |  | — |
Total revenues |  | $ | — |  | $ | — |  | $ | — |
Income before income taxes: |  |  |  |  |  |  |  |  |  |
Operations: |  |  |  |  |  |  |  |  |  |
AIS |  | $ | — |  | $ | — |  | $ | — |
Other |  |  | — |  |  | — |  |  | 5 |
|  |  | — |  |  | — |  |  | 5 |
Gain (loss) on sale: |  |  |  |  |  |  |  |  |  |
AIS |  |  | — |  |  | — |  |  | 86 |
Other |  |  | 5 |  |  | (39 | ) |  | (8 | )
|  |  | 5 |  |  | (39 | ) |  | 78 |
Total pretax gain (loss) |  | $ | 5 |  | $ | (39 | ) | $ | 83 |
Net (loss) income: |  |  |  |  |  |  |  |  |  |
Operations |  | $ | — |  | $ | — |  | $ | 3 |
Gain (loss) on sale |  |  | 4 |  |  | (27 | ) |  | 108 |
Total |  | $ | 4 |  | $ | (27 | ) | $ | 111 |

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