AON CORPORATION ASSET PURCHASE SALE AGREEMENT WITH SPENDER STUART IRELAND FOR US 45 MILLION DOLLARS

AON CORPORATION SIGNED AN ASSET PURCHASE SALE AGREEMENT FOR MORE THAN 20 JURISDICTIONS IN THE WORLD WITH SPENDER STUART IRELAND LIMITED FOR THE AMMOUNT OF USD 45 MILLION DOLLARS

Mexico City July 3^rd, 2019.- BASHAM, RINGE Y CORREA advised, through its Partners Daniel del Río and Amilcar García, and the Associates Natalia Espinoza, Francisco Matus, Alejandro Martínez, Luis Álvarez and Teresa Espinosa, advised AON Corporation and its Mexican Subsidiary known as AON Mexico Business Support S.A. de C.V. in the sale of its assets, rights and properties to Spender Stuart Ireland Limited for USD 45,000,000.00 dollars.

Our advice consisted in: (i) reviewing and updating the Asset Purchase Agreement; (ii) reviewing and drafting an Omnibus Foreign Acquisition Agreement for the operation in Mexico; (iii) reviewing the list of assets and list of employees to be transferred; (iv) advising local US counsel regarding the Mexican regulations to transfer employees; (v) drafting termination letters for employees; and (vi) reviewing privacy notice and drafting a data transfer agreement.

AON has more than 30 years of experience in the industry and was ranked as the largest insurance broker in the world based on revenue.  Our client has approximately 500 offices worldwide, serving 120 countries with more than 50,000 employees which empower results for clients to deliver insights that reduce volatility and improve performance.  The Company operates in Mexico City and provides a wide range of services and solutions. They have a wide variety of clients over the world.

This matter was innovative because this transaction involved more than 20 jurisdictions (Australia, Canada, Japan, Puerto Rico, Mexico, Saudi Arabia, Singapore, Spain, Switzerland, Thailand, United Arab Emirates, United Kingdom and some others, all coordinated on our side by Jenner & Block LLP counsel for AON) and included the review and homologation of all the clauses of the documents to be applicable for all jurisdictions involved in the sale and purchase. Likewise, this matter represented the challenge to document in a simple Omnibus Foreign Acquisition Agreement the terms for the sale of the Mexico Assets.

Other firms involved: Jenner & Block LLP counsel for AON and Skadden, Arps, Slate, Meagher & Flom LLP counsel for Buyer.

Closing date: June 30, 2019.