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Arthur J. Gallagher & Co. Announces Pricing of 9,000,000 Shares of Its Common Stock

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ROLLING MEADOWS, Ill., May 12, 2021 /PRNewswire/ -- Arthur J. Gallagher & Co. (NYSE: AJG) ("Gallagher") today announced that it has priced an offering of 9,000,000 shares of its common stock at a price to the public of $142.00 per share. Gallagher also granted the underwriters in the offering a 30-day option to purchase up to an additional 1,350,000 shares of its common stock at the same public offering price. Morgan Stanley & Co. LLC is acting as sole book-running manager for the offering. BofA Securities, Deutsche Bank Securities, Keefe, Bruyette Woods, a Stifel Company, Truist Securities, Wells Fargo Securities, William Blair, Piper Sandler, RBC Capital Markets, Dowling & Partners Securities, LLC and Raymond James are acting as co-managers for the offering.

The offering is expected to close on May 17, 2021, subject to customary closing conditions. Gallagher intends to use the net proceeds of the offering to fund a portion of its previously announced acquisition of certain Willis Towers Watson plc reinsurance, specialty and retail brokerage operations (the "WTW Transaction"), which is part of a proposed regulatory remedy for the pending Aon plc and Willis Towers Watson plc combination. 

The offering is not conditioned on the closing of the WTW Transaction and there can be no assurance that the WTW Transaction will be completed.   

The public offering is being made pursuant to an effective shelf registration statement on Form S-3 dated March 8, 2021 that has been filed with the Securities and Exchange Commission (the "SEC").  A preliminary prospectus supplement related to the offering dated May 12, 2021 has been filed with the SEC and is available on the SEC's website at http://www.sec.gov.  Copies of the prospectus supplement and the base prospectus relating to these securities may be obtained from Morgan Stanley & Co. LLC, by mail at 180 Varick Street, 2nd Floor, New York, NY 10014, Attention: Prospectus Department.

The information in the preliminary prospectus supplement, the accompanying prospectus and this press release is not complete and may be changed. This press release is neither an offer to sell nor a solicitation of an offer to buy any of the common stock or any other security of Gallagher, nor shall there be any sale of the common stock in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. 

About Arthur J. Gallagher & Co.

Arthur J. Gallagher & Co. is a global insurance brokerage, risk management and consulting services firm, and is headquartered in Rolling Meadows, Illinois. Gallagher has operations in 56 countries and offers client service capabilities in more than 150 countries around the world through a network of correspondent brokers and consultants.

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