Aon files pro forma financial information for USI Advantage acquisition
Aon plc filed financial statements and pro forma combined figures for its pending acquisition of USI Advantage Corp.
Aon plc (AON) filed a current report on Form 8-K with the Securities and Exchange Commission on Wednesday, Sept. 11, 2026, providing historical and pro forma financial information related to its pending acquisition of USI Advantage Corp.
Key takeaways
- Aon filed audited 2025 financial statements and June 30, 2026 interim data for USI, Inc., alongside pro forma combined financial information.
- The filing follows an Agreement and Plan of Merger entered into on Aug. 30, 2026, involving Aon, Aon North America, Inc., USI Advantage, and Cortlandt Acquisition Corp.
- USI reported total revenues of $2.97 billion and net income of $60.8 million for the year ended Dec. 31, 2025.
- USI reported total assets of $7.53 billion as of Dec. 31, 2025, and $7.26 billion as of June 30, 2026.
Merger agreement background
According to the filing, Aon North America, Inc., an indirect wholly owned subsidiary of Aon, entered into a merger agreement on Aug. 30, 2026, to acquire USI Advantage Corp. through the merger of Cortlandt Acquisition Corp. with and into USI Advantage, leaving USI Advantage as a surviving direct wholly owned subsidiary of Aon North America. USI Advantage conducts its operations through USI, Inc. and its subsidiaries.
The current report was filed to attach required regulatory exhibits, including the audited consolidated financial statements of USI, Inc. for the year ended Dec. 31, 2025, with an independent auditor's report from Ernst & Young LLP. It also includes unaudited consolidated financial statements of USI for the six months ended June 30, 2026, and unaudited pro forma combined financial statements of Aon giving effect to the merger and related transactions as of June 30, 2026, and for the periods then ended.
USI financial results for 2025
USI reported net commissions and fees of $2.63 billion, contingents and supplementals of $262.2 million, and other income of $82.1 million, bringing total revenues to $2.97 billion for the year ended Dec. 31, 2025. Operating expenses totaled $2.63 billion, resulting in an operating income of $339.3 million and net income of $60.8 million.
For the six months ended June 30, 2026, USI reported total revenues of $1.53 billion, operating income of $158.7 million, and a net loss of $16.0 million.
Why it matters
The filing provides investors with the underlying financials of USI, Inc. and the pro forma combined financial impact on Aon plc. Pro forma statements estimate combined revenues of $20.10 billion for the year ended Dec. 31, 2025, and $10.78 billion for the six months ended June 30, 2026, alongside pro forma net income attributable to Aon shareholders of $2.44 billion for 2025 and $1.23 billion for the six-month period.
By the numbers
| Metric | Value | Source |
|---|---|---|
| USI 2025 Total Revenues | $2.97 billion | Exhibit 99.1 |
| USI 2025 Net Income | $60.8 million | Exhibit 99.1 |
| USI June 30, 2026 Total Assets | $7.26 billion | Exhibit 99.2 |
| Pro Forma Combined 2025 Revenue | $20.10 billion | Exhibit 99.3 |
Remaining conditions and next steps
The pro forma combined financial information has been prepared for informational purposes only on the basis of certain assumptions and estimates, and it does not purport to represent actual results or financial condition had the transactions occurred on the stated dates. The filing did not specify an exact closing date for the transaction.