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Aon plc. - Class A

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Aon plc is a leading global professional services firm providing a broad range of risk, retirement and health solutions. Our 50,000 colleagues in 120 countries empower results for clients by using proprietary data and analytics to deliver insights that reduce volatility and improve performance.

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Net income compounded at 15.8% annually over 6 years.

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$323.78

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$349.22

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Valuation (TTM)
Market Cap$69.59B
P/E18.83
EV$83.15B
P/B7.44
Shares Out214.94M
P/Sales4.05
Revenue$17.18B
EV/EBITDA12.75

Aon plc. - Class A (AON) — Q2 2020 Earnings Call Transcript

Apr 4, 202610 speakers6,764 words60 segments

AI Call Summary AI-generated

The 30-second take

Aon's business held up relatively well in a tough quarter, with revenue dipping only slightly despite the pandemic. Management is excited about their upcoming merger with Willis Towers Watson, which they believe will help them better serve clients facing complex new risks. However, they remain cautious about the uncertain economy for the rest of the year.

Key numbers mentioned

  • Organic revenue declined 1%.
  • Free cash flow through June was $1.1 billion, up $875 million from the first half of last year.
  • Operating margin expanded 230 basis points for the first half of the year.
  • Health solutions organic revenue declined 18%.
  • Reinsurance solutions organic revenue grew 9%.
  • Expected cost synergies from the Willis Towers Watson combination are $800 million.

What management is worried about

  • The outlook for organic revenue in Q3 and Q4 is uncertain, with ongoing firm-wide revenue pressures expected if current macroeconomic conditions persist.
  • Pressure in more discretionary areas of the business, such as transaction liability, construction, and project work, partially offset growth.
  • Health solutions faced pressure in both core and discretionary areas, primarily driven by a decline in employment levels related to COVID-19.
  • Data analytic services declined primarily due to an expected decline in the travel and events practice.
  • The firm sees ongoing macroeconomic pressures from trends in GDP growth, asset values, and employment.

What management is excited about

  • The combination with Willis Towers Watson will substantially accelerate innovation and is viewed as a once-in-a-generation opportunity to change the innovation trajectory for clients.
  • The reinsurance solutions team delivered strong organic revenue growth driven by net new business generation.
  • Commercial risk solutions delivered organic revenue growth driven by strong retention and strength in core property and casualty.
  • The firm's Aon United strategy and Aon Business Services operating platform enable strong operational performance and free cash flow growth.
  • The issues faced by clients during the pandemic reinforce the long-term mandate to innovate faster to meet growing areas of client demand.

Analyst questions that hit hardest

  1. Suneet Kamath (Citigroup) - Regulatory confidence and client feedback on the merger: Management gave a confident, multi-part response defending their antitrust position, explaining the complementary nature of the businesses, and shifting focus to client value.
  2. Elyse Greenspan (Wells Fargo) - Financial accretion targets for the merger: Management responded defensively, clarifying that the original synergy targets stand but the accretion math is now unclear due to withdrawn guidance, and pivoted to strategic excitement.
  3. Dave Styblo (Jefferies) - Potential for worsening organic revenue pressure: Management gave an unusually long and somewhat circular answer, reiterating uncertainty and their internal capabilities rather than directly addressing the concern about further deterioration.

The quote that matters

The mandate is clear. We must innovate faster to provide answers to these growing areas of client demand.

Greg Case — CEO

Sentiment vs. last quarter

This section is omitted as no direct comparison to a previous quarter's transcript or summary was provided in the context.

Original transcript

Operator

Good morning and thank you for holding. Welcome to Aon Plc’s Second Quarter 2020 Conference Call. At this time, all parties will be in a listen-only mode, until the question-and-answer portion of today's call. I would also like to remind all parties that this call is being recorded. If anyone has any objection, you may disconnect your line at this time. It is important to note that some of the comments in today's call may constitute certain statements that are forward-looking in nature as defined by the Private Securities Reform Act of 1995. Such statements are subject to certain risks and uncertainties, that could cause actual results to differ materially from historical results or those anticipated. Information concerning risk factors that could cause such differences are described in the press release covering our second quarter 2020 results, as well as having been posted on our website. Now, it is my pleasure to turn the call over to Greg Case, CEO of Aon Plc.

O
GC
Greg CaseCEO

Thanks very much and good morning everyone. Welcome to our second quarter conference call. I am joined virtually by Christa Davies, our CFO, and Eric Andersen, our President. Like in previous quarters we posted a detailed financial presentation on our website. To begin, I want to thank our global team for their extraordinary leadership in responding to the ongoing challenges presented by COVID-19. Even as the vast majority of our workforce continues to work remotely, their innovation, connectivity, and engagement in support of our clients and each other is truly exceptional. We see that engagement reflected in colleague feedback, which recently showed a nearly 90% approval rating of our response to the pandemic. Consistent with that sentiment, colleague retention is up across the organization. Additionally, our firm’s response to recent fundamental issues of social injustice and inclusion has been resolute and inspiring. Our global team is committed to structural change that is meaningful and lasting, change that will make us a better and more inclusive firm. We view progress on this front as central to our future and are taking actions that fully reflect this priority. Turning to our second quarter results, for Aon overall, organic revenue declined 1%, an outcome that demonstrates great work by our team and the resilience of our business in the face of unprecedented challenges in the global economy. In particular, I'd like to highlight 9% organic revenue growth in reinsurance solutions, driven by net new business generation in trading and double-digit growth in facultative placements. These results demonstrate the team's seamless transition to the new working environment and their focus on meeting evolving client needs. Within commercial risk, 1% organic revenue growth was driven by strong retention across most major geographies, with particular strength in core property and casualty, partially offset by impacts in more discretionary areas of the portfolio, such as transaction liability, construction, and project work. Retirement solutions declined 1% in organic revenue reflecting solid growth in investments, stability in retirement, and pressure in the more discretionary aspects of our business, especially human capital. Two areas of particular challenge for the quarter were health solutions and data analytic services. We expect the short-term headwinds impacting results in both areas to reverse over time, particularly in health solutions, which declined 18% in the quarter. Two issues were evident. First, pressure in both core and discretionary areas of our business, primarily driven by a decline in employment levels related to COVID-19 and the timing of certain revenue. Second, a one-time adjustment representing approximately 5% of the decline, which was identified with the implementation of a new system. This will not repeat in future periods. Overall, our performance in health solutions reflects the pressure of the COVID-19 challenge, but also highlights the long-term importance and priority of this solution line for our clients. In data analytic services, which declined 8%, results were driven primarily by an expected decline in our travel and events practice. We expect this to bounce back strongly when the economy returns to a more normal performance level. In terms of overall organic revenue expectations for Q3 and Q4, the outlook is obviously uncertain. If macroeconomic conditions persist, we expect to see ongoing firm-wide revenue pressures similar to what we observed in Q2. From an operating standpoint, we delivered strong results, including 240 basis points of operating margin expansion, 5% EPS growth, and exceptionally strong free cash flow of $1.1 billion through June, up $875 million from the first half of last year. It's important to highlight that while this performance reinforces confidence in our Aon United strategy in any economic environment, we do see ongoing macroeconomic pressures from trends in GDP growth, asset values, and employment among others. We continue to prepare for a broad range of economic scenarios, but we believe the probabilities of absolute worst-case scenarios assessed in early March have diminished. This reduced probability is what gave us the confidence to restore and repay our temporary salary reductions for colleagues, with bonuses on withheld around. In this time of adversity on so many fronts, our colleagues are continuing to find innovative ways to bring Aon United solutions to pressing client needs. For example, one client, the facilities management and energy services company, has been facing substantial challenges related to the current economic conditions. Colleagues from Commercial Risk, Data & Analytics, and Human Capital came together to collectively help this company navigate short-term headwinds while also strengthening their operational efficiency and overall resilience. One of their biggest challenges was the cost of operating and maintaining their fleet. Our team designed a new solution for risk management and talent assessment, aimed at reducing fuel and insurance costs while enhancing driver safety, which solves our client’s top priorities. The issues faced by clients today demonstrate that our economy is unprepared for complex and interconnected challenges fully illustrated by the COVID-19 pandemic. Looking forward, there are other long-tail risks on the horizon. As climate changes, the population ages, and the wealth gap continues to widen, volatility will increase. Our global risk survey highlights that of the top 10 risks our clients face, only one is fully insured, four are partially insured, and five are not insured at all. The mandate is clear. We must innovate faster to provide answers to these growing areas of client demand. For Aon, our path forward to increase innovation and support clients is clear. Our Aon United blueprint provides a proven roadmap, and the combination with Willis Towers Watson will substantially accelerate this progress. Together we will be better for our clients on day one, driven by the complementary nature of our core businesses across solution lines and geographies, and we will be better in the future due to our shared commitment to analytics and increased ability to unlock new sources of value for our clients. We’ve been saying for some time that the world is becoming more volatile economically, demographically, and geopolitically. The events of the last 100 days only underscore that reality. They also raised the stakes for Aon's United mission and the goal of bringing the best of our firm to clients. At a time when our clients need us most, the combination with Willis Towers Watson further strengthens our client-serving capability and puts us in a position to best address their unmet needs, those that they turn to us for today and the emerging needs best met by the next-generation professional services firm that we’re bringing together. In summary, we delivered strong operational results in the quarter and remain well positioned to manage through and accelerate out of these challenging times. Despite the pandemic, we’re becoming a more capable organization, one that will be further advanced in combination with Willis Towers Watson. With that, I’ll turn the call over to Christa for further Financial Review.

CD
Christa DaviesCFO

Thanks so much, Greg, and good morning everyone. As Greg mentioned, we delivered a solid operational performance in both the quarter and year-to-date, despite significant macroeconomic challenges, demonstrating the resiliency of our business and the strength of our Aon United strategy in any economic environment. The steps we’ve taken to proactively and conservatively manage discretionary expenses and liquidity have enabled us to maintain financial stability and flexibility. This conservatism makes us resilient through these challenging times and positions us to come out stronger. We remain committed to delivering significant shareholder value over the long term, which we believe will be accelerated by our combination with Willis Towers Watson. As I discuss our results today, I would note that while we manage our business on a full year basis and typically focus on year-to-date numbers, my commentary today is somewhat more focused on the quarter, especially given the differences in the external environment in Q1 and Q2 and how that impacted our decisions, results, and outlook. Our second quarter results reflect strong performance in challenging economic conditions. Organic revenue declined by 1%, with 9% organic revenue growth in Reinsurance and 1% organic revenue growth in Commercial Risk Solutions. As I described last quarter, our business has strong fundamentals with roughly 80% being core and 20% relatively more discretionary. As expected, we did see larger and more immediate impact on the more discretionary portions of our business, which contributed to organic revenue declines in Retirement Solutions, Health Solutions, and Data & Analytic Services. I would also note that reported revenue was pressured by FX as well as lower fiduciary investment income due to lower interest rates globally. As I look toward the rest of the year, as Greg mentioned, we remain confident in the underlying resilience of our business. However, given continued macroeconomic uncertainty, we are not providing specific financial guidance at this time. In terms of organic revenue expectations for Q3 and Q4, the outlook is obviously uncertain. If current macroeconomic conditions persist, we would expect to see ongoing firm-wide revenue pressures similar to what we observed in Q2. Moving to operational performance. For the first half of 2020, we delivered solid operating improvements with 7% OI growth, operating margin expansion of 230 basis points, and EPS growth of 9%. I would note that while operational improvement in the first quarter includes strong organic revenue growth, improvement in the second quarter includes the temporary reduction of discretionary expenses including reduced travel and events, which does not reflect sustainable core operating margin expansion. As Greg mentioned, we’re still preparing for a broad range of outcomes. However, we do see a decreased likelihood of worst-case scenarios. While operating margins have improved 230 basis points for the first half of the year, partly due to the pre-emptive and temporary expense actions we took to decrease underlying expenses compared to the prior year, we expect operating expenses in the second half of 2020 to be more consistent with underlying expenses in the second half of 2019 excluding restructuring charges. This represents a difference from Q2 as we return to more normalized levels of spend in the face of reduced likelihood of worst-case macroeconomic scenarios. We expect that the second half of the year will include targeted investment in priority areas while maintaining strong operational discipline. Finally, as noted in our earnings material, FX was an unfavorable impact of approximately $0.01 in the second quarter and $0.05 year-to-date. At today’s rates, we would expect a $0.02 per share unfavorable impact in each of Q3 and Q4. Overall, we’re confident the investments we’ve made in our Aon Business Services operating platform enable us to continue to manage costs in the near term and unlock significant operational leverage over the long term. Aon Business Services enables our ability to distribute content and capabilities across the firm to drive long-term growth and free cash flow. Turning to cash and capital allocation. Free cash flow increased $875 million to $1.1 billion, driven by strong operational improvement, the impact of temporary salary reductions, near-term actions we’ve taken to improve working capital, and a decrease in restructuring cash outlays. I would note that the impact of temporary salary reductions were reflected in the income statement in Q2, but the withheld amount will be paid and impact cash flow in Q3. As the world moved to working remotely, our ability to centrally manage invoicing, cash collections, and vendor payments has been essential. This environment has served to accelerate the transition to digital, which can help ensure we’re able to focus on driving free cash flow growth. We remain very confident in the strength of our balance sheet and manage liquidity risk through a well-laddered debt maturity profile. We further improved liquidity in the second quarter, issuing $1 billion of debt, of which $600 million was used to pay down term debt coming due in September 2020. We ended Q2 with $100 million lower total debt compared to the end of Q1. Historically, we’ve looked to increase debt as EBITDA grows while maintaining leverage ratios. However, due to current macroeconomic conditions, we expect to continue to manage our leverage ratios conservatively in the near future. We are diligent about maximizing return on invested capital and make capital allocation decisions through this framework. While we paused certain discretionary uses of cash in the first quarter, we are considering resuming limited share buybacks in the second half of the year, subject to macroeconomic conditions, business performance, and the timing restrictions related to our combination with Willis Towers Watson. We are likely to maintain higher than normal levels of cash for the near future given macroeconomic uncertainty. As we’ve said before, we are committed to maintaining our investment-grade credit rating following the combination with Willis Towers Watson and continue to make progress against our key milestones. We filed our joint definitive proxy earlier this month and look forward to the vote from both company’s shareholders on August 26. We expect the deal to close in the first half of 2021 as we’ve previously communicated. In summary, our business is stable and resilient in the face of macroeconomic challenges. The historic steps we’ve taken to drive our Aon United strategy and especially our Aon Business Services operational platform are more important now than ever. Our disciplined approach to return on invested capital provides financial flexibility to unlock significant shareholder value creation over the long term. With that, I’ll turn the call back over to the operator, and we’d be delighted to take your questions.

Operator

Thank you. We will now begin the question-and-answer session. Our first question is from the line of Suneet Kamath from Citigroup. Your line is now open.

O
SK
Suneet KamathAnalyst

Thanks, good morning. I wanted to start with the merger. In the past, you guys were confident that you wouldn’t need to divest any businesses. I just want to first confirm is that still your view?

GC
Greg CaseCEO

That is in fact…

CD
Christa DaviesCFO

Yes, it is.

SK
Suneet KamathAnalyst

Okay, great. And then related. Go ahead, Christa. Sorry.

CD
Christa DaviesCFO

Sorry. So yes, that's exactly our view. We remain exactly on track for the overall merger. We’re very excited about it and frankly, more excited today than when we announced it on March 9. And we expect to close in 2021 with no divestitures.

SK
Suneet KamathAnalyst

And so relatedly, I just I’m trying to reconcile your confidence with some industry commentary we’re getting and some investor concerns particularly on the reinsurance business. So if you could provide just some color on why you're so confident with respect to that business in particular.

CD
Christa DaviesCFO

Sure. We have had excellent antitrust counsel for quite some period of time, as you can see from the proxy detail about the background to the merger. Therefore, we feel very confident about our antitrust approval. In Reinsurance in particular, those businesses are highly complementary. For example, in the U.S., we’re very strong in property. Willis Towers Watson is very strong in other areas. We’re very strong in the large market. They are very strong in the middle market. It’s actually a highly complementary business. Thus, we feel really good about our ability to close the transaction with no divestitures, including Reinsurance.

GC
Greg CaseCEO

Christa, maybe if I could just add a couple of comments as well about the reinsurance market and the way clients access capital. Brokers are only one way with which they do it. There is a very large direct market, especially in Europe as well as in the U.S., where insurers actually go to many reinsurers directly. They also raise money through sidecars. Therefore, their access to capital is actually largely done outside the brokerage business as opposed to within the brokerage business. So when you actually look at the entire marketplace, the way people tend to look at it within the industry, I think, really is not the correct way to do it.

SK
Suneet KamathAnalyst

Got it. And then just my last related question is just what kind of feedback have you gotten from your customers? Since the merger announcement obviously, it’s been several months now, particularly on the brokerage side, but also on the reinsurance side?

GC
Greg CaseCEO

Love the question, Suneet. Listen, we would suggest that any discussion of the combination of Willis Towers Watson should begin and end with the only topic that really matters, which is clients. It’s really all about value for clients. I will tell you, from the orientation from the start, John Haley and I talk all the time about a guiding aspiration that is very clear and straightforward. We view this combination as a once-in-a-generation opportunity to change the innovation trajectory for clients, and it’s really, Suneet, about setting a new standard for client leadership and impact. That’s really our focus. How do we get better faster? How do we address unmet client needs? I have talked to literally hundreds of clients about their needs and how they’ve evolved and how they’re shifting over time. I’ve heard from many of them that their client priorities have fundamentally reordered in a way not seen in history. They realize they need to solve not only for what's going on today but also the long-tail challenges that could shut them down in the future. They are literally turning to us and asking how we can help partner with them to prepare for the next pandemic, how to best protect and value their assets, and how to mitigate this systemic impact on climate change, model the impact of widespread cyber outages, or address things like the health/wealth gap. Clients are asking for more choice, which they feel they don't have now, and this combination gives them the opportunity to have that. Our response has been exceptionally positive.

SK
Suneet KamathAnalyst

Okay, thank you.

Operator

The next question is from Elyse Greenspan from Wells Fargo. Your line is now open.

O
EG
Elyse GreenspanAnalyst

Hi, thanks. Good morning. My first question, if I look at the slide that you guys provided on the merger, the accretion related bullets are missing from what you had last quarter. I did see that it was in the most recent proxy. So I just want to confirm that your goals related to accretion related to EPS and free cash flow that you laid out with the merger still stands today.

CD
Christa DaviesCFO

Elyse, thanks so much for the question. So we did commit to $800 million of synergies, and we still expect to deliver those synergies and the cost to achieve them and the timing of those synergies. The accretion dilution was based on underlying EPS estimates. Since then, we have withdrawn guidance given the macroeconomic environment has changed. So we withdrew our financial guidance with mid-single-digit organic growth and double-digit free cash flow growth. But the recent macroeconomic events do not impact the $800 million of cost synergies, and we continue to be incredibly excited about the combination's potential for clients. As we talked about at the beginning, the strategic rationale for the deal is really around innovation and growth, meeting unmet needs for clients, which we believe are substantial.

GC
Greg CaseCEO

I'll just underscore, Elyse. As we came into this with a set of perspectives in March, those high expectations have been exceeded. The opportunities that we see for innovation on behalf of clients are greater than ever before. Obviously, all the economic concerns are still fully in place, but that opportunity is very compelling for our clients as they understand it and also very compelling for our colleagues. This is the conversation I have all the time with John Haley. This is two organizations coming together on a similar journey and seeing the opportunity now to accelerate that journey dramatically on behalf of clients.

EG
Elyse GreenspanAnalyst

Okay, that's helpful. And from the regulatory side of things, are you guys on track with where you thought you would be at this point in time? And does it feel like you might in terms of deal closing, half year one is obviously a big timeframe, do you have a sense of when we -- when you think when you finally think you might close the deal? Sorry. Thank you.

CD
Christa DaviesCFO

Yes, so Elyse, we are exactly on track with our original time period. We filed our joint definitive proxy on Wednesday, July 8. We are on track to hold both shareholder votes on August 26, and we’re very excited about that. We expect to provide updates on the process when we have something to report. But we are on track to close the deal in the first half of 2021, exactly as we communicated at the beginning. Since March 9 when we announced the deal, we’ve been spending a lot of time on the Willis Towers Watson integration, and we’re even more excited about the combination and the potential to meet unmet client needs.

EA
Eric AndersenPresident

Sure, Christa. I am really excited about the early progress that we’ve had in the integration. Both Aon and Willis Towers Watson are excited about really what it means for our colleagues in particular. We’ve been focused on a colleague mission for quite some time about what each individual colleague can actually accomplish for themselves professionally, but also on behalf of the firm and their clients. We’ve been working a lot on the culture part, recognizing and getting the people issues right and building that vision and that opportunity for them to build their careers here will end up with a team. I think that will be the strongest in the industry and one that will draw and retain talent that we need to solve the problems that Greg, you were talking about before.

GC
Greg CaseCEO

One last thing I’d just add on that Elyse if I could, is just the piece around we've asked multiple times about what about COVID-19 has that slowed you down. In many respects, two things have happened. One with our colleagues and one with our clients. Our clients actually see the world changing around them. It really does reinforce everything we’ve talked about in terms of meeting unmet needs not just in kind of the pandemic, but what comes after the pandemic. In many respects who would have known, but COVID-19, for all of its challenges is completely reinforcing everything we’ve tried to do or talk about doing, and that’s really showing up in the integrated planning that Eric was describing.

EG
Elyse GreenspanAnalyst

In terms of buyback, you guys said, limited buybacks for the second half of the year. Could you just further define that? And then, what would you need to see? It sounds like maybe a bounce back to pre-COVID economic conditions for you to more fully return to buying back your shares.

CD
Christa DaviesCFO

Thanks so much for the question, Elyse. As you know, we value the firm on free cash flow and allocate capital based on return on capital, cash-on-cash return. Buybacks remain the highest return on capital opportunity across Aon. We don’t give specific guidance on buybacks. But as I did mention, we are considering a limited share repurchase for the second half of the year subject to macroeconomic conditions, business performance, and timing restrictions related to our combination with Willis Towers Watson. In 2020, we’ve managed the balance sheet conservatively and we do not expect to add further debt at this time given macroeconomic conditions. We remain committed to our current investment-grade ratings, including in combination with Willis Towers Watson. We issued $1 billion of debt and we’ve already used $600 million of that to prepay the $600 million of term debt that is coming due in September 2020. We’ll likely run elevated levels of cash and short-term investments through the end of the year. When you think about our available cash and uses of cash in 2020, we’ve spent or committed about $1.4 billion in cash on about $460 million of buyback, which we completed in Q1, $400 million of M&A largely completed in Q1, $400 million of dividends, and almost $500 million in restructuring, pension, and CapEx. We’ve also communicated $200 million of expected deal costs, $36 million of which we’ve incurred year-to-date with the majority to be incurred when we close the transaction with Willis Towers Watson. We have $400 million of term debt coming due in March next year. So we’ll likely run elevated levels of cash and short-term balances in the near future given macroeconomic uncertainty. While there’s a potential for limited share buyback through the remainder of the year, it will be dependent on macroeconomic conditions, capital market conditions, business performance, including working capital, and the timing restrictions around Willis Towers Watson.

EG
Elyse GreenspanAnalyst

Thank you. And then one last numbers question. On the free cash flow, there was a pretty strong increase this quarter. You highlighted strong operational improvement, temporary salary reductions, actions to improve working capital, and lower restructuring cost. So obviously, the temporary salary reductions come back in the third quarter. So it’s a component of the four buckets. Is there any way you could tell us how big of a driver and tailwind that was to free cash flow in Q2, as we think about it reversing into Q3?

CD
Christa DaviesCFO

Yes. So thanks for the question, Elyse. Free cash flow for the first half of 2020 is exceptionally strong, up $875 million or 343%, an impressive performance and a result of the focus of all of our leaders across Aon as we drive revenue and translate each dollar of revenue into the maximum amount of free cash flow. I’ll say there were three big components to the free cash flow growth. The largest single component was improvements in operating income. We had substantial growth in operating income. The second biggest driver was improvements in working capital, specifically improved receivables and improved payables. There was no meaningful change in free cash flow in Q2 from not repaying the reduction in temporary salary. So it really doesn't change the odds there.

Operator

Next, we have Dave Styblo with Jefferies. Your line is now open.

O
DS
Dave StybloAnalyst

Hi there. Good morning. Thanks for the questions. Just want to come back to Elyse's question and clarify. I know, consensus has changed a lot for Aon standalone that was kind of the benchmark you guys used for EPS accretion. I guess when I run the math, I realize we're not going to probably get to that same peak in terms of an EPS dollar. But is it still fair to think that the 10% to 15% accretion by year three still holds?

CD
Christa DaviesCFO

So the accretion analysis was provided in connection with the combination. It was based on $800 million of expected, annual pre-tax cost synergies which we still expect to achieve. However, the macroeconomic outlook has changed. We withdrew the financial guidance of mid-single-digit organic revenue growth and double-digit free cash flow growth. We have not reinstated any guidance going forward. Recent macroeconomic events do not impact the $800 million of cost synergies, and we continue to be incredibly excited about the combination's potential for clients and revenue opportunities as well.

DS
Dave StybloAnalyst

Yes, I guess my point is, if you were to recast it and from the outside and we’ve recast in Aon standalone, it’s still accretive to that new face so by 10% to 15% is how I was trying to frame it if I didn't make it clear that way.

CD
Christa DaviesCFO

Yes, so look, we think the opportunity economically still remains exceptionally strong. The accretion dilution we originally provided only included the cost synergies, because that was the only thing under the Irish Takeover Code we were able to report on externally. So it doesn’t include any kind of improvements in working capital, improvement in CapEx, or any improvements in any other areas that actually drive free cash flow. Equally, it doesn't include any kind of revenue upside. We do believe the opportunity of the combination remains exceptionally strong. As Greg highlighted earlier on the call, we’re more excited today about the combination than we were when we announced it on March 9.

DS
Dave StybloAnalyst

Yes. Okay. That's great. And then on your comments for the second half, obviously, still an uncertain macro environment. I think you had commented that if conditions are very similar to where we're at right now, we might expect similar organic pressure. I guess I’m curious why that pressure might not worsen as we go forward. Some of the feedback from other companies and channel checks suggest that sometimes there’s a bit of a delay on the revenue side, especially on the broking side. So curious just to reconcile those comments with some other things that we’ve heard in the industry in terms of why things may not go down even further in the second half from an organic standpoint.

GC
Greg CaseCEO

Well, I think, Dave, overall, the macro point I want to start with, which is literally in terms of overall organic revenue expectations for Q3 and Q4, as you highlight, is obviously uncertain. If current macroeconomic conditions persist, what we essentially highlighted is we expect to see firm-wide revenue pressures similar to what we observed in Q2. Remember, things do ebb and flow. They do lag, but we’re reacting all the time. Christa highlighted it before; when you think about what we have in Aon Business Services and what it means to enable us to connect with clients, how we’re innovating on frankly new client development, all these things create opportunities for us that are going to also evolve as the current situation evolves. Our view is it is uncertain, but if you step back and think about it, based on that uncertainty, similar to Q2 is probably a good basis to start with.

DS
Dave StybloAnalyst

Okay. Last one, real quick. I know last call you guys had talked about Retirement and Data & Analytics probably having more exposure to organic revenue pressure because of higher discretionary spend in those businesses. Retirement actually held up fairly well. I’m curious to hear why that might have outperformed some of the comments relative to what we would have thought. And is there a sort of delayed impact there that we might need to watch out for in the back half?

GC
Greg CaseCEO

There really isn’t. The retirement colleagues, like many of our colleagues across the firm, have done an extraordinary job supporting clients. It's been exceptional. We’re seeing continued performance on the investment side. The retirement piece continues to be an incredibly strong franchise the team has built over time, and that continues to be a foundation. Obviously, there’s some pressure on the human capital side that was more than offset by the former two areas. So that’s really how we held position, and we expect to continue to do so. We don’t see a lag in that over time. Again, no predictions; things are unclear, but that's really what drove the performance in Q2.

Operator

Next we have Jimmy Bhullar from JPMorgan. Your line is now open.

O
JB
Jimmy BhullarAnalyst

Hi, good morning. I had a couple of questions, both related to expenses. I just wanted to clarify that you’re implying that assuming a stable type environment, you expect discretionary spending will increase in the second half versus where it’s been. So that, and then secondly, as you think about your expenses in the long run, is there anything that you’re doing differently now, that might have some sustainable benefits even beyond the COVID pandemic, like less travel or a smaller real estate footprint or something else?

CD
Christa DaviesCFO

Thanks, Jimmy. We continuously assess macroeconomic uncertainty for the second half of the year. However, we do see a decreased likelihood of worst-case scenarios. In the first half, we did take pre-emptive and temporary expense reductions, and we expect operating expenses in the second half of 2020 to be more consistent with underlying expenses in the second half of 2019 excluding restructuring charges. With some targeted investments in priority areas and some deferred expenses in projects, we maintain strong operational expense discipline. We expect small increases in T&E in the second half, but the margin expansion we saw in the first half of 2020 includes substantial reductions to T&E that isn’t sustainable in the long term. But maybe Eric, you want to talk about some of the T&E impacts and how this actually applies to clients.

EA
Eric AndersenPresident

Sure. Thanks, Christa. If you step back and think about the reason for T&E, it’s really to get closer to our clients and our partners to develop that personal relationship. With the investments that we've been making in technology, we’re using video capability to actually get closer to clients and partners. Just an example, I participated in a significant global placement for a new client last week. We had people on screen from New York, London, Singapore, and Bermuda. Instead of flying everybody in for the meeting, we created a session for the client where they could actually see our global experts talk about our capabilities. Other than a couple of hours of sleep for our guys in Asia, the client walked away seeing the entirety of the firm and what it could do for them. While there will be some in-person interactions with clients, we want to embed what we’ve learned over the last four months because we think it drives better outcomes for clients and showcases our talent in ways they may not have experienced before.

CD
Christa DaviesCFO

So Jimmy, just to answer your question, we do see opportunities, as Eric described, in potentially reimagining the way we work with our colleagues. Whether that’s from T&E or in real estate, it’s really around maximizing client impact, as Eric described, with a more flexible, inclusive, and productive environment for colleagues. Greg, maybe you want to talk a little bit about the partnership that we formed to reimagine the future work because it's pretty exciting.

GC
Greg CaseCEO

Yes, it really is Christa. Just on Eric’s piece, remember, if you think about the Aon United strategy, in order to operationalize that, clients have to see everybody connected. That actually meant more travel because everybody had to come. Now they actually can show up through technology. It’s a way to accelerate Aon United. We’ve also been engaging top companies in Chicago. We launched initiatives in other major cities like New York, London, and Singapore, comparing notes on how to accelerate economic recovery. This reinforces the importance of helping clients succeed in difficult environments and leveraging Aon United capabilities.

Operator

Next we have Sean Reitenbach from KBW. Your line is now open.

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SR
Sean ReitenbachAnalyst

Hi, I was hoping you could talk about the trajectory in consultative and project-related work and how that has started to return late in Q2 into July. Do you expect, as the economy normalizes, a more steady return of that business or will it be a little lumpier?

GC
Greg CaseCEO

Sean, we actually see it vary. This is really about the discretionary parts of our business in general. They dropped off substantially in Q2, but we see them coming back as clients take a breath and begin to get stability. It varies across solution lines, with commercial risk showing opportunities. The example I gave in my opening comments showcases colleagues from various teams creating innovative solutions. We’re seeing a mix of different return patterns, but it will not be a steady state return—it’s more about finding opportunities as we support clients. Eric, care to add?

EA
Eric AndersenPresident

Clients all over the world are trying to reposition themselves in these new economic scenarios. Whether with our retirement clients using investment consulting or our risk management clients navigating new risks, there’s a need for support as they engage outside providers following internal strategy sessions. The need is not offsetting everything, but it’s evolving as client needs shift.

SR
Sean ReitenbachAnalyst

That's very helpful. Obviously, Reinsurance Solutions had a strong organic quarter. I was hoping if we could get some commentary in terms of the reinsurance markets. What’s going on with some supply and demand dynamics? And based on what we know now coming out of mid-year renewals, thoughts on persistency for those trends to carry into 1/1.

GC
Greg CaseCEO

There is certainly a hurricane season to come. I’m excited about the work our reinsurance team has been doing by working closely with insurance clients as they reposition themselves. The market is very similar to what you see on the commercial risk side. Insurers will pick their spots with which to trade or find other ways to deal with it, either through underwriting or raising capital. I wouldn’t get too caught up in pricing conversations happening in the marketplace. Clients will either trade, hold, or mitigate as best they can. So, we continue to be optimistic about the reinsurance business and the work they’re doing.

SR
Sean ReitenbachAnalyst

Thank you very much.

Operator

Next, we have Phil Stefano from Deutsche Bank. Your line is now open.

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PS
Phil StefanoAnalyst

Yes, thanks. I wanted to ask a quick question about the $16 million adjustment in Health Solutions. We’ve seen some peers talking about 606 revenue adjustments because of something like exposure was down or something along those lines. In my mind, this reads like a little bit of a different story. I was hoping you could provide some color into what exactly is underlying this adjustment?

GC
Greg CaseCEO

Yes. I want to provide some context for our health results for the quarter. Christa will discuss your specific question, which is apples and oranges and doesn’t apply here. For us, organic revenue in Q2 in health was impacted by a perfect storm. The results have no bearing on our long-term outlook, on what we believe is an incredible opportunity in this solution line. Our health business had a relatively small quarter, so changes are magnified. We completed implementation of a new system leading to a one-time adjustment of approximately 5% decline. The pressure was around discretionary areas and core on a reduction in employment. Our colleagues in health have risen to the occasion despite the challenges they face, which bodes well for our business moving forward. Beyond that, I want to recognize their extraordinary job supporting clients enduring stress reflected everywhere in the economy.

CD
Christa DaviesCFO

Yes, so Phil, just about the $16 million adjustment; it is identified with a new system implementation. This type of adjustment is not uncommon when switching systems. We adopted a new technological solution that is much more robust. The growth of our health business long term looks very promising, and we're excited about delivering value for our clients.

PS
Phil StefanoAnalyst

No, sorry I wasn't trying to be critical. Just wanted to get a flavor for these oranges because it felt like it was different. Just a quick procedural question: if there were a change in the outlook for the merger benefits or the need to divest of something after the shareholder vote, what would the next month or two unfold toward merger completion? I understand everything is on pace and that's not going to be the case, but just in some other scenario.

GC
Greg CaseCEO

From our standpoint, this is not something we could speculate on because we don't see any scenario in which it would happen. We have built momentum with our colleagues coming together and client interests being aligned since the announcement. We'll approach the shareholder vote on the 26, with significant momentum, and we're actively working through normal antitrust processes as described, fully on track to close in Q1. So that's how we see it, and all original expectations remain in place. This is about growth for the combined firm, and we talked about mid-single digit or greater growth that remains viable over the long term.

PS
Phil StefanoAnalyst

Great. I'm looking forward to seeing it, and best of luck.

GC
Greg CaseCEO

Thank you.

Operator

There are no further questions on the queue. I would now like to turn the call back over to Greg Case for closing remarks.

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GC
Greg CaseCEO

Just want to say thanks to everybody for joining the call. We appreciate it. And one last shout out to our colleagues at Aon around the world. Thanks for all you've done on behalf of the firm, each other, and our clients. It's been exceptional.

Operator

That concludes the conference. Thank you all for participating. You may now disconnect.

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