Aon locks in $4 billion delayed-draw loans and $3 billion revolver for USI deal

Aon plc (NYSE: AON) said it lined up $4 billion of unsecured delayed-draw term loans and a $3 billion unsecured revolving credit facility on Sept. 18, according to a Form 8-K filed Sept. 22.

The term loans are available to Aon North America, Inc. as borrower on the closing date of the previously announced acquisition of USI Advantage Corp., under a merger agreement dated Aug. 30. Proceeds will fund a portion of the cash consideration for the USI deal and related fees and expenses, the filing said.

Citibank, N.A. is administrative agent. The package splits into a two-year $2 billion tranche maturing Sept. 18, 2028, and a three-year $2 billion tranche maturing Sept. 18, 2029. Both tranches are prepayable without penalty. Borrowings may be made in U.S. dollars at term SOFR or an alternate base rate plus a margin tied to Aon’s senior unsecured long-term debt rating.

The same day, Aon and affiliates entered a $3 billion revolving credit agreement that replaces two prior $1 billion revolvers scheduled to mature in 2027 and 2028. The new revolver matures Sept. 18, 2031, subject to optional one-year extensions, and may be drawn in dollars, pounds sterling, and euros, with Aon UK Limited borrowings capped at $1 billion.

Both facilities include an interest-coverage covenant of at least 4.00 to 1.00. After the USI acquisition closes, a net-debt-to-EBITDA covenant starts at no more than 4.75 to 1.00 and steps down over eight fiscal quarters to 3.50 to 1.00, subject to stated exceptions.

By the numbers

• Delayed-draw term loans: $4 billion ($2 billion due 2028; $2 billion due 2029)
• New revolving facility: $3 billion, maturity Sept. 18, 2031
• Replaced revolvers: two $1 billion facilities (2027 and 2028 maturities)

Sources

1. Aon plc Form 8-K, filed Sept. 22, 2026, accession 0001193125-26-397203

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