AON(AON) - 2024 Q3 - Quarterly Results

Executive Summary & Key Highlights Third Quarter Key Metrics Aon reported strong third-quarter 2024 results with significant organic revenue growth and increased adjusted operating margin and EPS, while also highlighting key operational achievements including share repurchases and strategic acquisitions Third Quarter 2024 Key Financial Metrics | Metric | Value | | :----------------------- | :------------------- | | Total Revenue | $3.7 billion | | Organic Revenue Growth | 7% | | Operating Margin | 16.7% | | Adjusted Operating Margin | 24.6% | | EPS | $1.57 | | Adjusted EPS | $2.72 | | Cash Flows from Operations (YTD) | $1,835 million | | Free Cash Flow (YTD) | $1,672 million | - Net income attributable to Aon shareholders decreased 30% to $1.57 per share on a diluted basis, compared to $2.23 per share in the prior year period. However, adjusted net income per share attributable to Aon shareholders increased 17% to $2.72 on a diluted basis, including an unfavorable impact of $0.02 per share from foreign currency translation[2] Third Quarter Highlights Key operational highlights for the third quarter included significant share repurchases, strategic middle-market acquisitions, leadership in catastrophe bond placements, and advancements in data and analytics for Human Capital clients - Repurchased 0.9 million class A ordinary shares for approximately $300 million[1] - Completed 6 middle-market acquisitions across Commercial Risk, Health, and Wealth, leveraging NFP's M&A strategy[1] - Led in catastrophe bonds with year-to-date placement work on $6 billion in limit across 25 deals, a 13% increase in issuance volumes[1] - Advanced data and analytics for Human Capital clients with the launch of the integrated Radford McLagan compensation database[1] CEO Commentary CEO Greg Case highlighted the excellent third-quarter results, driven by 7% total organic revenue growth across all Solution Lines, leading to adjusted operating margin expansion and 17% adjusted EPS growth, affirming the company's position to meet full-year financial guidance through its '3x3 Plan' - CEO Greg Case stated, "Our global team delivered another quarter of excellent results in the third quarter, with 7% total organic revenue growth, including all Solution Lines at 6% or greater, which contributed to adjusted operating margin expansion and 17% growth in adjusted EPS"[3] - The performance positions Aon well to deliver full-year results in line with financial guidance and demonstrates the success of the '3x3 Plan' to bring better client solutions across Risk Capital and Human Capital, powered by Aon Business Services[3] Financial Performance Overview Third Quarter 2024 Financial Summary Aon's total revenue increased significantly in Q3 2024, driven by the NFP acquisition and strong organic growth, while operating expenses also rose substantially, and the effective tax rate increased Third Quarter 2024 Financial Summary | Metric | Q3 2024 | Q3 2023 | % Change | | :----------------------- | :---------- | :---------- | :--------- | | Total Revenue | $3.7 billion | $2.953 billion | 26% | | Organic Revenue Growth | 7% | N/A | N/A | | Total Operating Expenses | $3.1 billion | $2.262 billion | 37% | | Operating Margin | 16.7% | 23.4% | (670 bps) | | Adjusted Operating Margin | 24.6% | 24.3% | 30 bps | | Effective Tax Rate | 20.9% | 16.6% | 430 bps | | Adjusted Effective Tax Rate | 18.0% | 17.2% | 80 bps | | Weighted Average Diluted Shares Outstanding | 218.4 million | 204.6 million | 7% | - Total operating expenses increased 37% to $3.1 billion, primarily due to the inclusion of NFP's operating expenses, increased intangible asset amortization from the NFP acquisition, expenses associated with 7% organic revenue growth, Accelerating Aon United restructuring program charges, and investments in long-term growth, partially offset by $25 million in restructuring savings[4] - Foreign currency translation had an unfavorable impact of $3 million, or $0.02 per share, on both U.S. GAAP net income and adjusted net income in Q3 2024[5] Year To Date 2024 Cash Flow Summary For the first nine months of 2024, cash flows from operations and free cash flow both decreased compared to the prior year, mainly due to higher cash taxes, restructuring payments, legal settlement expenses, and NFP-related costs, despite strong adjusted operating income growth Year-to-Date 2024 Cash Flow Summary | Metric | 9 Months 2024 | 9 Months 2023 | % Change | | :-------------------------- | :-------------- | :-------------- | :--------- | | Cash Flows from Operations | $1,835 million | $2,174 million | (16)% | | Free Cash Flow | $1,672 million | $1,971 million | (15)% | - The decrease in cash flows from operations was primarily due to higher cash taxes, payments related to restructuring, legal settlement expenses, transaction and integration costs, and higher receivables, including from NFP[7] Detailed Financial Review Third Quarter 2024 Revenue Review Aon's total revenue increased 26% to $3.7 billion in Q3 2024, driven by 7% organic revenue growth and acquired revenues from NFP, with all solution lines demonstrating strong organic growth, and Health Solutions leading at 9% Third Quarter 2024 Revenue by Solution Line | Solution Line | Q3 2024 Revenue (millions) | Q3 2023 Revenue (millions) | % Change | Organic Revenue Growth | | :------------------------ | :------------------------- | :------------------------- | :--------- | :--------------------- | | Commercial Risk Solutions | $1,852 | $1,585 | 17% | 6% | | Reinsurance Solutions | $503 | $465 | 8% | 7% | | Health Solutions | $870 | $552 | 58% | 9% | | Wealth Solutions | $499 | $352 | 42% | 7% | | Total Revenue | $3,721 | $2,953 | 26% | 7% | Commercial Risk Solutions Commercial Risk Solutions achieved 6% organic revenue growth, with mid-single-digit or greater increases across all major geographies and in NFP, driven by net new business, strong retention, and a double-digit increase in M&A services - Organic revenue growth of 6% reflects mid-single-digit or greater increases across all major geographies, and in NFP, driven by net new business and ongoing strong retention[10] - Strong growth in North America was driven by core P&C (including most of NFP's Commercial Risk solutions) and a double-digit increase in M&A services[10] Reinsurance Solutions Reinsurance Solutions saw 7% organic revenue growth, primarily from a double-digit increase in facultative placements and strength in treaty business, supported by net new business and strong retention - Organic revenue growth of 7% reflects a double-digit increase in facultative placements, as well as strength in treaty, driven by net new business and ongoing strong retention[11] Health Solutions Health Solutions delivered 9% organic revenue growth, fueled by strong global growth in core health and benefits brokerage (including NFP's Health solutions), double-digit growth in EMEA, Asia, Pacific, and Latin America, and strong demand for talent analytics - Organic revenue growth of 9% reflects strong growth globally in core health and benefits brokerage, which includes the majority of NFP's Health solutions, driven by net new business and ongoing strong retention[11] - Core performance was highlighted by double-digit growth in EMEA, Asia and the Pacific, and Latin America, along with double-digit growth in Talent due to strong demand for talent analytics[11] Wealth Solutions Wealth Solutions achieved 7% organic revenue growth, driven by strong performance in Retirement (advisory demand, pension de-risking, regulatory changes) and Investments (net asset inflows, market performance, including NFP's Wealth solutions) - Organic revenue growth of 7% reflects strength in Retirement, driven by advisory demand and project-related work related to pension de-risking and the ongoing impact of regulatory changes[12] - Strong growth in Investments, which includes the majority of NFP's Wealth solutions, was highlighted by strong revenue growth within NFP, driven by net asset inflows and market performance[12] Third Quarter 2024 Expense Review Total operating expenses increased 37% in Q3 2024, primarily due to the NFP acquisition and costs associated with organic revenue growth and the Accelerating Aon United Program, with amortization of intangible assets seeing the most significant percentage increase Third Quarter 2024 Operating Expenses | Expense Category | Q3 2024 (millions) | Q3 2023 (millions) | $ Change | % Change | | :----------------------------------------- | :----------------- | :----------------- | :------- | :--------- | | Compensation and benefits | $2,150 | $1,685 | $465 | 28% | | Information technology | $141 | $135 | $6 | 4% | | Premises | $88 | $74 | $14 | 19% | | Depreciation of fixed assets | $47 | $42 | $5 | 12% | | Amortization and impairment of intangible assets | $174 | $20 | $154 | 770% | | Other general expense | $429 | $300 | $129 | 43% | | Accelerating Aon United Program expenses | $69 | $6 | $63 | 1,050% | | Total operating expenses | $3,098 | $2,262 | $836 | 37% | Compensation and Benefits Compensation and benefits expense increased by $465 million (28%) due to the inclusion of NFP's operating expenses and costs associated with 7% organic revenue growth, partially offset by savings from restructuring actions - Compensation and benefits expense increased $465 million, or 28%, primarily due to the inclusion of ongoing operating expenses from NFP and expense associated with 7% organic revenue growth, partially offset by savings from Accelerating Aon United restructuring actions[14] Information Technology Information technology expense rose by $6 million (4%), mainly due to NFP's operating expenses, with partial offsets from Aon Business Services efficiencies and restructuring savings - Information technology expense increased $6 million, or 4%, primarily due to the inclusion of ongoing operating expenses from NFP, partially offset by efficiencies from our Aon Business Services operating platform and savings from Accelerating Aon United restructuring actions[15] Premises Premises expense increased by $14 million (19%), primarily due to NFP's operating expenses, partially mitigated by restructuring savings - Premises expense increased $14 million, or 19%, primarily due to the inclusion of ongoing operating expenses from NFP, partially offset by savings from Accelerating Aon United restructuring actions[15] Depreciation of Fixed Assets Depreciation of fixed assets increased by $5 million (12%), mainly due to NFP's operating expenses, with some offset from restructuring savings - Depreciation of fixed assets increased $5 million, or 12%, primarily due to the inclusion of ongoing operating expenses from NFP, partially offset by savings from Accelerating Aon United restructuring actions[15] Amortization and Impairment of Intangible Assets Amortization and impairment of intangible assets surged by $154 million (770%), predominantly due to the increase in intangible assets related to the NFP acquisition - Amortization and impairment of intangible assets increased $154 million, compared to the prior year period due primarily to an increase in intangible assets related to the NFP acquisition[15] Other General Expense Other general expense increased by $129 million (43%), mainly attributable to the inclusion of NFP's operating expenses and transaction and integration costs - Other general expense increased $129 million, or 43%, compared to the prior year period due primarily to the inclusion of ongoing operating expenses from NFP and transaction and integration costs[16] Accelerating Aon United Program Expenses Accelerating Aon United Program expenses increased by $63 million (1,050%), driven by technology and other costs, workforce optimization, and asset impairments - Accelerating Aon United Program expenses increased $63 million, compared to the prior year period relating to technology and other costs, workforce optimization, and asset impairments[16] Third Quarter 2024 Income Summary Operating income decreased by 10% while adjusted operating income increased by 28% in Q3 2024, reflecting the impact of the NFP acquisition, organic growth, and restructuring savings, with net income attributable to Aon shareholders decreasing, but adjusted net income increasing significantly Third Quarter 2024 Income Summary | Metric | Q3 2024 (millions) | Q3 2023 (millions) | % Change | | :----------------------------------------- | :----------------- | :----------------- | :--------- | | Revenue | $3,721 | $2,953 | 26% | | Expenses | $3,098 | $2,262 | 37% | | Operating income | $623 | $691 | (10)% | | Operating margin | 16.7% | 23.4% | (670 bps) | | Adjusted operating income | $915 | $717 | 28% | | Adjusted operating margin | 24.6% | 24.3% | 30 bps | | Net income attributable to Aon shareholders | $343 | $456 | (25)% | | Adjusted net income attributable to Aon shareholders | $594 | $474 | 25% | Operating Income and Margin Operating income decreased 10% and operating margin declined by 670 basis points, while adjusted operating income increased 28% and adjusted operating margin rose by 30 basis points, driven by the NFP impact, organic revenue growth, and net restructuring savings - Operating income decreased $68 million, or 10%, and operating margin decreased 670 basis points to 16.7%[18] - Adjusted operating income increased $198 million, or 28%, and adjusted operating margin increased 30 basis points to 24.6%, reflecting the impact from NFP, organic revenue growth, net restructuring savings and increased fiduciary investment income[18] Interest and Other Income/Expense Interest income decreased due to lower operating cash balances, while interest expense significantly increased by $94 million, primarily to fund the NFP acquisition and higher interest rates, and other income turned positive, mainly from a gain on business sales, partially offset by unfavorable exchange rates - Interest income decreased $5 million, while interest expense increased $94 million, reflecting an increase in total debt, primarily to fund the purchase of NFP, and higher interest rates[19] - Other income was $35 million compared to other expense of $21 million in the prior year period, primarily related to a gain on the sale of businesses, offset by the unfavorable impact of exchange rates[19] Net Income Attributable to Aon Shareholders Net income attributable to Aon shareholders decreased 25% to $343 million, however, adjusted net income attributable to Aon shareholders increased 25% to $594 million - Net income attributable to Aon shareholders decreased 25% to $343 million compared to $456 million in the prior year period[19] - Adjusted net income attributable to Aon shareholders increased 25% to $594 million compared to $474 million in the prior year period[19] Consolidated Financial Statements Condensed Consolidated Statements of Income The condensed consolidated statements of income show a 26% increase in total revenue for Q3 2024, but a 10% decrease in operating income due to a 37% rise in total operating expenses, significantly impacted by the NFP acquisition and related amortization Condensed Consolidated Statements of Income (Unaudited) | (millions, except per share data) | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | % Change | | :--------------------------------------------------------------------------------------------------------- | :------------------------------ | :------------------------------ | :--------- | | Total revenue | $3,721 | $2,953 | 26% | | Total operating expenses | $3,098 | $2,262 | 37% | | Operating income | $623 | $691 | (10)% | | Interest income | $4 | $9 | (56)% | | Interest expense | $(213) | $(119) | 79% | | Other income (expense) | $35 | $(21) | 267% | | Income before income taxes | $449 | $560 | (20)% | | Income tax expense | $94 | $93 | 1% | | Net income | $355 | $467 | (24)% | | Net income attributable to Aon shareholders | $343 | $456 | (25)% | | Diluted net income per share attributable to Aon shareholders | $1.57 | $2.23 | (30)% | Condensed Consolidated Statements of Financial Position Aon's financial position as of September 30, 2024, shows a substantial increase in total assets, primarily driven by goodwill and intangible assets from the NFP acquisition, with total liabilities also increasing significantly, mainly due to long-term debt taken to fund the acquisition Condensed Consolidated Statements of Financial Position (Unaudited) | (millions) | Sep 30, 2024 | Dec 31, 2023 | | :---------------------------------------------------------- | :------------- | :------------- | | Total current assets | $23,653 | $21,704 | | Goodwill | $15,612 | $8,414 | | Intangible assets, net | $6,789 | $234 | | Total assets | $49,885 | $33,959 | | Total current liabilities | $22,098 | $21,651 | | Long-term debt | $17,090 | $9,995 | | Total liabilities | $43,332 | $34,701 | | Total Aon shareholders' equity (deficit) | $6,244 | $(826) | - Goodwill increased from $8,414 million to $15,612 million, and intangible assets, net, increased from $234 million to $6,789 million, largely due to the NFP acquisition[37] - Long-term debt increased from $9,995 million to $17,090 million, primarily to fund the NFP acquisition[38] Condensed Consolidated Statements of Cash Flows For the nine months ended September 30, 2024, cash provided by operating activities decreased, while cash used for investing activities significantly increased due to the NFP acquisition, and cash provided by financing activities turned positive, driven by debt issuance to fund the acquisition Condensed Consolidated Statements of Cash Flows (Unaudited) | (millions) | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :--------------------------------------------------------------------------------------------------------- | :----------------------------- | :----------------------------- | | Cash provided by operating activities | $1,835 | $2,174 | | Cash provided by (used for) investing activities | $(2,256) | $52 | | Cash provided by (used for) financing activities | $1,565 | $(1,201) | | Net increase in cash and cash equivalents and funds held on behalf of clients | $1,321 | $968 | | Cash, cash equivalents and funds held on behalf of clients at end of period | $9,043 | $8,044 | - Acquisition of businesses, net of cash and funds held on behalf of clients, resulted in a cash outflow of $3,011 million for the nine months ended September 30, 2024, compared to $18 million in the prior year[40] - Issuance of debt provided $7,926 million in cash, while repayment of debt used $4,878 million, significantly impacting financing activities[40] Non-GAAP Reconciliations Organic Revenue Growth and Free Cash Flow Reconciliation Aon provides reconciliations for non-GAAP measures, showing 7% organic revenue growth for Q3 2024 and 6% for the nine months ended September 30, 2024, with free cash flow for the nine-month period decreasing by 15% to $1,672 million Organic Revenue Growth (Unaudited) | Metric | Q3 2024 Organic Revenue Growth | 9 Months 2024 Organic Revenue Growth | | :------------------------ | :----------------------------- | :--------------------------------- | | Commercial Risk Solutions | 6% | 5% | | Reinsurance Solutions | 7% | 7% | | Health Solutions | 9% | 7% | | Wealth Solutions | 7% | 7% | | Total revenue | 7% | 6% | Free Cash Flows (Unaudited) | Metric | 9 Months Ended Sep 30, 2024 | 9 Months Ended Sep 30, 2023 | % Change | | :-------------------------- | :---------------------------- | :---------------------------- | :--------- | | Cash Provided by Operating Activities | $1,835 million | $2,174 million | (16)% | | Capital Expenditures | $(163) million | $(203) million | (20)% | | Free Cash Flows | $1,672 million | $1,971 million | (15)% | Operating Income, Operating Margin, and Diluted Earnings Per Share Reconciliation Reconciliations highlight that adjusted operating income increased 28% for Q3 2024 and 15% for the nine-month period, while adjusted diluted EPS grew 17% and 9% respectively, after excluding specific non-GAAP adjustments such as intangible asset amortization and Accelerating Aon United Program expenses Adjusted Operating Income and Margin (Unaudited) | Metric | Q3 2024 | Q3 2023 | % Change | 9 Months 2024 | 9 Months 2023 | % Change | | :------------------------ | :---------- | :---------- | :--------- | :-------------- | :-------------- | :--------- | | Operating income | $623 | $691 | (10)% | $2,744 | $3,006 | (9)% | | Adjusted operating income | $915 | $717 | 28% | $3,559 | $3,082 | 15% | | Operating margin | 16.7% | 23.4% | N/A | 23.8% | 30.1% | N/A | | Adjusted operating margin | 24.6% | 24.3% | N/A | 30.8% | 30.8% | N/A | Adjusted Diluted Net Income Per Share (Unaudited) | Metric | Q3 2024 | Q3 2023 | % Change | 9 Months 2024 | 9 Months 2023 | % Change | | :----------------------------------------------------- | :---------- | :---------- | :--------- | :-------------- | :-------------- | :--------- | | Adjusted diluted net income per share attributable to Aon shareholders | $2.72 | $2.32 | 17% | $11.16 | $10.26 | 9% | - Adjustments include intangible asset amortization and impairment, Accelerating Aon United Program expenses, change in fair value of contingent consideration, and transaction and integration costs related to the NFP acquisition[34] Additional Information Conference Call, Presentation Slides, and Webcast Details Aon hosted a conference call on October 25, 2024, to discuss the results, with access to a live audio webcast and presentation slides available on their website - The Company hosted a conference call on Friday, October 25, 2024, at 7:30 a.m., central time. Interested parties can listen via a live audio webcast and view presentation slides at www.aon.com[20](index=20&type=chunk) About Aon Aon plc is a global professional services firm that provides clients in over 120 countries with actionable analytic insight and expertise in Risk Capital and Human Capital to help them make better decisions - Aon plc (NYSE: AON) exists to shape decisions for the better — to protect and enrich the lives of people around the world. Through actionable analytic insight, globally integrated Risk Capital and Human Capital expertise, and locally relevant solutions, our colleagues provide clients in over 120 countries with the clarity and confidence to make better risk and people decisions that protect and grow their businesses[21] Safe Harbor Statement This section contains forward-looking statements subject to risks and uncertainties that could cause actual results to differ materially, outlining various factors including competitive environment changes, currency fluctuations, market conditions, regulatory impacts, and integration risks related to acquisitions like NFP that could affect Aon's future performance - The communication contains forward-looking statements, as defined in the Private Securities Litigation Reform Act of 1995, which are subject to certain risks and uncertainties that could cause actual results to differ materially[22] - Factors that could cause actual results to differ include changes in the competitive environment, fluctuations in currency exchange, interest, or inflation rates, changes in global equity and fixed income markets, and the level of Aon's debt[23] - Other risks include volatility in Aon's global tax rate, the impact of legal proceedings, challenges in complying with laws and regulations, failure to protect intellectual property rights, and general economic and political conditions[23] - Specific risks related to the NFP acquisition include the failure to realize expected benefits, significant integration costs or difficulties, and potential impacts on relationships with suppliers, customers, employees, and regulators[23] Explanation of Non-GAAP Measures Aon provides supplemental non-GAAP financial measures, such as organic revenue growth, free cash flow, and adjusted operating income/EPS, to offer meaningful period-to-period comparisons and aid investor understanding, excluding specific items like intangible asset amortization, restructuring expenses, and acquisition-related costs - This communication includes supplemental information not calculated in accordance with U.S. GAAP, such as organic revenue growth, free cash flow, adjusted operating income, adjusted earnings per share, and adjusted effective tax rate[26] - These non-GAAP measures exclude the effects of intangible asset amortization and impairment, Accelerating Aon United Program expenses, contingent consideration, NFP transaction and integration costs, certain pension settlements, capital expenditures, and other noteworthy items[26] - Management believes these measures are important for meaningful period-to-period comparisons, helpful to investors, and used to assess operating performance and compensation[26] Investor and Media Contacts Contact information for Aon's Investor Relations and Media Relations departments is provided for inquiries - Investor Contact: Leslie Follmer, +1 847-442-0622, investor.relations@aon.com[27] - Media Contact: Will Dunn, Toll-free (U.S., Canada and Puerto Rico): +1-833-751-8114, International: +1 312 381 3024, mediainquiries@aon.com[27]