EC extends Aon – Willis Towers Watson merger deadline again

Having restarted the clock and extended the deadline for a decision on the process to approve or deny the proposed merger of insurance and reinsurance broking giants Aon and Willis Towers Watson (WTW) just a few days ago, the European Commission (EC) has now pushed it forwards again by another roughly two weeks.

At the same time, reports suggest that the remedy package being proposed in an attempt to satisfy European antitrust concerns may be too Europe-focused to gain broader support from competition authorities around the world.

As we reported earlier this week, the EC had updated its webpage for the merger, reporting that “commitments” were received from merger parties on April 9th.

These concessions are are expected to be the details or a package of divestments that Aon and Willis Towers Watson are willing to make, reportedly the reinsurance unit of WTW, Willis Re, as well as some European specific operations, plus some specialty areas such as FinPro, aerospace etc.

With the receipt of those commitments, the EC restarted the clock on the merger deliberations, but at the same time pushed the deadline out.

Originally, the EC had a deadline of May 10th 2021 to come to a decision on the acquisition of WTW by Aon.

With the restarting of the clock, the deadline was moved to July 12th 2021, slipping by two full months and taking closure of the merger presumably into the second-half of the year.

Now, the chances of the merger getting completed in H1 look even slimmer, after the EC added another two weeks, or 10 working days, to the deadline yesterday. The deadline now stands at July 27th 2021.

It’s likely that either the Commission realised it needed more time, or one or both of the merger parties has requested it.

Separately, our sister publication Reinsurance News wrote earlier today that the package of divestments offered to European antitrust authorities are unlikely to satisfy other competition authorities around the world, given they are very EU focused.

Reuters, citing people familiar with the matter, had reported that Aon’s biggest concession to get the merger done, is of course the proposed sale of WTW’s reinsurance unit Willis Re.

Other units said offered within the proposed remedy package are WTW’s German retirement benefits and consulting business, WTW’s insurance broking operations in France, including Gras Savoye, as well as some operations in Germany, Spain, and the Netherlands.

In addition, it’s now said that Aon is offering to sell WTW’s entire P&C business portfolio, servicing large multinationals in those four countries and other assets in Europe to service these clients, alongside its financial and professional lines.

Which makes for a sizeable package, all in, but is very European Union focused and may do nothing to assuage concerns of competition authorities in the United States, Australia, Singapore and others.

Reuters source said, that the current EC remedy package “does not reflect market reality” as it “leaves out multinationals in other countries.”

“It would help a lot if Willis UK is divested because a lot of specialities sit there. Aon needs to divest Willis’ global network. The remedy here is about Europe, it doesn’t address needs outside Europe,” Reuters source continued.

When it comes to massive mergers of globally active companies, such as this, it can be incredibly challenging to find a one-size-fits-all solution to keep competition and antitrust concerns at bay.

It seems likely Aon will need to satisfy the concerns of all the regulators and while divestment of some global units of Willis may assist, the offers made are going to have to address specific regional concerns over reduced competition as well.

On who will buy such packages of divestments, Arthur J Gallagher remains one obvious suspect, as it has long been rumoured. But as we’ve reported before, there are others with the ability to pick up some of these units and much of what eventually gets offered for sale is likely to find a buyer, we’d imagine.

The proposed EC remedy package is now said to be being tested with market participants, as the regulator needs to be sure it both addresses concerns and also would find a buyer.

Also read:

– Aon – Willis Towers Watson merger assessed by Singapore competition authority.

– Aon & Willis Towers Watson merger may face EC statement of objection: Reuters.

– Aon & Willis Towers Watson merger to “significantly lessen competition”.

– Aon & WTW cite alt. capital, disintermediation & marketplaces in defence of merger.

– Aon & Willis Towers Watson reveal leadership of combined company.

– Willis Re divestment seen necessary for Aon – WTW merger to complete.

– If Aon / WTW leads to divestitures, AJG seen as “best fit” for Willis Re: KBW.

– EC investigates Aon / WTW deal, cites competition “concerns”.

– Aon + WTW to “extend proven model of catastrophe bonds” – CEO’s Case & Haley.

– Aon & Willis Towers Watson to merge.