The Company – Form 8-K
For the Years Ended |
Variance | |||||||
(in thousands, except percentages) | 2022 | 2021 | Amount | % | ||||
Revenues:
|
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Commissions and fees
|
$ | 980,720 | $ | 567,290 | $ | 413,430 | 73 | % |
Operating expenses:
|
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Commissions, employee compensation and benefits
|
719,445 | 400,050 | 319,395 | 80 | % | |||
Other operating expenses
|
173,708 | 102,162 | 71,546 | 70 | % | |||
Amortization expense
|
81,738 | 48,720 | 33,018 | 68 | % | |||
Change in fair value of contingent consideration
|
32,307 | 45,196 | (12,889) | (29) | % | |||
Depreciation expense
|
4,620 | 2,788 | 1,832 | 66 | % | |||
Total operating expenses
|
1,011,818 | 598,916 | 412,902 | 69 | % | |||
Operating loss | (31,098) | (31,626) | 528 | (2) | % | |||
Other income (expense): | ||||||||
Interest expense, net
|
(71,072) | (26,899) | (44,173) | 164 | % | |||
Other income, net | 26,137 | 424 | 25,713 | n/m | ||||
Total other expense
|
(44,935) | (26,475) | (18,460) | |||||
Loss before income taxes | (76,033) | (58,101) | (17,932) | 31 | % | |||
Income tax expense | 715 | 19 | 696 | n/m | ||||
Net loss | (76,748) | (58,120) | (18,628) | 32 | % | |||
Less: net loss attributable to noncontrolling interests | (34,976) | (27,474) | (7,502) | |||||
Net loss attributable to |
$ | (41,772) | $ | (30,646) | $ | (11,126) |
For the Years Ended |
Variance | |||||||
(in thousands, except percentages) | 2022 | 2021 | Amount | % | ||||
Commission revenue | $ | 786,794 | $ | 472,495 | $ | 314,299 | 67 | % |
Profit-sharing revenue
|
66,091 | 37,392 | 28,699 | 77 | % | |||
Consulting and service fee revenue | 61,244 | 30,182 | 31,062 | 103 | % | |||
Policy fee and installment fee revenue
|
55,362 | 19,903 | 35,459 | 178 | % | |||
Other income
|
11,229 | 7,318 | 3,911 | 53 | % | |||
Total commissions and fees | $ | 980,720 | $ | 567,290 | $ | 413,430 |
For the Years Ended |
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(in thousands, except percentages) | 2022 | 2021 | ||
Commissions and fees
|
$ | 980,720 | $ | 567,290 |
Net loss | $ | (76,748) | $ | (58,120) |
Adjustments to net loss: | ||||
Amortization expense | 81,738 | 48,720 | ||
Interest expense, net | 71,072 | 26,899 | ||
Share-based compensation | 47,389 | 19,193 | ||
34,588 | 19,182 | |||
Change in fair value of contingent consideration | 32,307 | 45,196 | ||
(Gain) loss on interest rate caps | (26,220) | 123 | ||
Depreciation expense | 4,620 | 2,788 | ||
Severance | 1,255 | 871 | ||
Income tax provision | 715 | 19 | ||
Other(1)
|
25,774 | 8,038 | ||
Adjusted EBITDA | $ | 196,490 | $ | 112,909 |
Adjusted EBITDA Margin | 20 | % | 20 | % |
For the Years Ended |
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(in thousands, except percentages) | 2022 | 2021 | ||
Commissions and fees | $ | 980,720 | $ | 567,290 |
Partnership commissions and fees(1)
|
(280,660) | (272,272) | ||
Organic Revenue | $ | 700,060 | $ | 295,018 |
Organic Revenue Growth(2)
|
$ | 132,610 | $ | 54,004 |
Organic Revenue Growth %(2)
|
23 | % | 22 | % |
For the Years Ended |
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(in thousands, except per share data) | 2022 | 2021 | ||
Net loss attributable to |
$ | (41,772) | $ | (30,646) |
Net loss attributable to noncontrolling interests | (34,976) | (27,474) | ||
Amortization expense | 81,738 | 48,720 | ||
Share-based compensation | 47,389 | 19,193 | ||
34,588 | 19,182 | |||
Change in fair value of contingent consideration | 32,307 | 45,196 | ||
(Gain) loss on interest rate caps, net of cash settlements | (24,012) | 123 | ||
Amortization of deferred financing costs | 5,120 | 3,506 | ||
Depreciation | 4,620 | 2,788 | ||
Severance | 1,255 | 871 | ||
Other(1)
|
25,774 | 8,038 | ||
Adjusted pre-tax income | 132,031 | 89,497 | ||
Adjusted income taxes(2)
|
13,071 | 8,860 | ||
Adjusted Net Income | $ | 118,960 | $ | 80,637 |
Weighted-average shares of Class A common stock outstanding - diluted | 56,825 | 47,588 | ||
Dilutive effect of non-vested restricted shares of Class A common stock | 3,526 | 1,982 | ||
Exchange of Class B common stock(3)
|
55,450 | 51,811 | ||
Adjusted dilutive weighted-average shares outstanding | 115,801 | 101,381 | ||
Adjusted Diluted EPS | $ | 1.03 | $ | 0.80 |
Diluted loss per share | $ | (0.74) | $ | (0.64) |
Effect of exchange of Class B common stock and net loss attributable to noncontrolling interests per share | 0.08 | 0.07 | ||
Other adjustments to loss per share | 1.80 | 1.46 | ||
Adjusted income taxes per share | (0.11) | (0.09) | ||
Adjusted Diluted EPS | $ | 1.03 | $ | 0.80 |
Commissions and Fees by |
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For the Years Ended |
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2022 | 2021 | |||||||||||
Percent of Business | Percent of Business | Variance | ||||||||||
Operating Group | Amount | Amount | Amount | % | ||||||||
Insurance Advisory Solutions | $ | 558,776 | 57 | % | $ | 363,822 | 64 | % | $ | 194,954 | 54 | % |
Underwriting, Capacity & |
307,748 | 31 | % | 144,455 | 25 | % | 163,293 | 113 | % | |||
157,038 | 16 | % | 61,736 | 11 | % | 95,302 | 154 | % | ||||
Corporate and Other | (42,842) | (4) | % | (2,723) | - | % | (40,119) | n/m | ||||
$ | 980,720 | $ | 567,290 | $ | 413,430 |
Commissions, Employee Compensation and Benefits by |
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For the Years Ended |
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2022 | 2021 | |||||||||||
Percent of Business | Percent of Business | Variance | ||||||||||
Operating Group | Amount | Amount | Amount | % | ||||||||
Insurance Advisory Solutions | $ | 385,492 | 54 | % | $ | 234,652 | 58 | % | $ | 150,840 | 64 | % |
Underwriting, Capacity & |
218,859 | 31 | % | 102,824 | 26 | % | 116,035 | 113 | % | |||
97,732 | 13 | % | 39,193 | 10 | % | 58,539 | 149 | % | ||||
Corporate and Other | 17,362 | 2 | % | 23,381 | 6 | % | (6,019) | (26) | % | |||
$ | 719,445 | $ | 400,050 | $ | 319,395 |
Other Operating Expenses by |
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For the Years Ended |
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2022 | 2021 | |||||||||||
Percent of Business | Percent of Business | Variance | ||||||||||
Operating Group | Amount | Amount | Amount | % | ||||||||
Insurance Advisory Solutions | $ | 73,638 | 42 | % | $ | 50,037 | 49 | % | $ | 23,601 | 47 | % |
Underwriting, Capacity & |
31,313 | 18 | % | 13,716 | 13 | % | 17,597 | 128 | % | |||
25,702 | 15 | % | 10,259 | 10 | % | 15,443 | 151 | % | ||||
Corporate and Other | 43,055 | 25 | % | 28,150 | 28 | % | 14,905 | 53 | % | |||
$ | 173,708 | $ | 102,162 | $ | 71,546 |
Amortization Expense by |
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For the Years Ended |
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2022 | 2021 | |||||||||||
Percent of Business | Percent of Business | Variance | ||||||||||
Operating Group | Amount | Amount | Amount | % | ||||||||
Insurance Advisory Solutions | $ | 50,209 | 61 | % | $ | 34,056 | 70 | % | $ | 16,153 | 47 | % |
Underwriting, Capacity & |
16,946 | 21 | % | 11,326 | 23 | % | 5,620 | 50 | % | |||
14,578 | 18 | % | 3,333 | 7 | % | 11,245 | n/m | |||||
Corporate and Other | 5 | - | % | 5 | - | % | - | - | % | |||
$ | 81,738 | $ | 48,720 | $ | 33,018 |
Change in Fair Value of Contingent Consideration by |
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For the Years Ended |
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2022 | 2021 | |||||||||||
Percent of Business | Percent of Business | Variance | ||||||||||
Operating Group | Amount | Amount | Amount | % | ||||||||
Insurance Advisory Solutions | $ | 26,429 | 82 | % | $ | 32,735 | 73 | % | $ | (6,306) | (19) | % |
Underwriting, Capacity & |
5,354 | 16 | % | 11,881 | 26 | % | (6,527) | (55) | % | |||
524 | 2 | % | 580 | 1 | % | (56) | (10) | % | ||||
$ | 32,307 | $ | 45,196 | $ | (12,889) |
For the Years Ended |
Variance | |||||
(in thousands) | 2022 | 2021 | ||||
Net cash provided by (used in) operating activities | $ | (2,462) | $ | 40,129 | $ | (42,591) |
Net cash used in investing activities | (414,357) | (678,473) | 264,116 | |||
Net cash provided by financing activities | 419,553 | 724,059 | (304,506) | |||
Net increase in cash and cash equivalents and restricted cash | 2,734 | 85,715 | (82,981) | |||
Cash and cash equivalents and restricted cash at beginning of year
|
227,737 | 142,022 | 85,715 | |||
Cash and cash equivalents and restricted cash at end of year
|
$ | 230,471 | $ | 227,737 | $ | 2,734 |
Payments Due by Period | ||||||||||
(in thousands) | Total | Less than 1 year |
1-3 years | 3-5 years | More than 5 years |
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Operating leases(1)
|
$ | 120,222 | $ | 18,776 | $ | 37,945 | $ | 33,250 | $ | 30,251 |
Debt obligations payable(2)
|
1,806,995 | 110,891 | 219,793 | 1,476,311 | - | |||||
Maximum future acquisition contingency payments(3)
|
954,264 | 132,513 | 811,751 | 10,000 | - | |||||
USF Grant | 4,740 | 540 | 1,704 | 1,696 | 800 | |||||
Total | $ | 2,886,221 | $ | 262,720 | $ | 1,071,193 | $ | 1,521,257 | $ | 31,051 |
Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
Valuation of Acquired Relationships | ||
We acquire significant intangible assets in connection with our strategic acquisitions of a business. The valuation of the acquired business includes determining the fair value of the assets acquired and liabilities assumed on the acquisition date. We anticipate that for most acquisitions, we will exercise significant judgment in estimating the fair value of intangible assets.
In a typical acquisition, acquired relationships are our most significant definite-lived intangible asset. In valuing these relationships, we engage a third-party valuation expert to fair value these assets using a version of the income approach known as the "excess earnings method."
The excess earnings method uses a discounted cash flow approach that is derived from historical information, future revenue and operating profit margins, contributory asset charges, and the selection of an appropriate discount rate. We consider this approach the most appropriate valuation technique because the inherent value of these assets is their ability to generate current and future income.
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Future revenue growth, future operating performance margin as a percentage of revenues, attrition rate, and discount rate applied are the significant estimates used in the excess earnings method to determine the fair value of the relationships. These estimates are influenced by many factors, including historical financial information, estimated retention rates, and management's expectations for future growth as a combined company.
Another estimate that impacts the valuation is the contributory charge for (i) the acquired workforce, which involves management assumptions based on historical experience, including interview time and new hire productivity, and (ii) the use of trade names or technology, which involves the selection of an appropriate royalty rate for the use of these intangible assets. The estimated life is determined by calculating the number of years necessary to obtain 95% of the value of the discounted cash flows of the relationships and is directly tied to the accuracy of the above assumptions. |
We have not made any changes in the accounting methodology used to determine the fair value of relationships during the last three years.
If the subsequent actual results and updated projections of the underlying business activity change compared with the assumptions and projections used to develop the values of the identifiable intangible assets, then we could record material impairment losses.
With all other assumptions held constant, a 10% increase in the calculated fair value of the Westwood acquired relationships would increase our annual amortization expense by
See the "Impairment of Long-Lived Assets" critical accounting estimate for information about impairment evaluations.
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Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
Impairment of Long-Lived Assets | ||
We evaluate our amortizable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. These events and circumstances include, but are not limited to: higher than expected attrition for relationships; a current expectation that a long-lived asset will be disposed of significantly before the end of its previously estimated useful life, such as when we classify a business as held for sale; a significant adverse change in the extent or manner in which we use a long-lived asset; or a change in the physical condition of a long-lived asset.
Undiscounted cash flow analyses are used to determine if impairment exists; if impairment is determined to exist, the loss is calculated based on estimated fair value. |
During the last three years, we have not made any changes in the accounting methodology used to evaluate the impairment of long-lived assets or to estimate the useful lives of our long-lived assets.
At
Insurance Advisory Solutions -
Underwriting, Capacity &
We performed a qualitative analysis of each of our reporting units as of
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Impairment of |
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We estimate the fair value of each reporting unit using a combination of the income approach and the market approach. The income approach incorporates the use of a discounted cash flow method in which the estimated future cash flows and terminal value are calculated for each reporting unit and then discounted to present value using an appropriate discount rate. |
During the last three years, we have not made any changes in the accounting methodology used to evaluate impairment of goodwill.
At
Insurance Advisory Solutions -
Underwriting, Capacity &
A quantitative goodwill impairment analysis was performed for each of our reporting units as of
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Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
Valuation of Contingent Consideration | ||
Substantially all of our Partnerships and certain acquisitions of select books of business that do not constitute a complete business enterprise include contingent consideration arrangements, which are based on the acquired company achieving thresholds related to revenues, total insured value or number of rented units. The structure of these contingent earn-out arrangements can reduce the risk of overpaying for acquisitions if the projected financial results are not achieved.
The fair values of these contingent consideration arrangements are included as part of the purchase price of the acquired companies on their respective acquisition dates. For each transaction, we estimate the fair value of contingent earnout payments as part of the initial purchase price and record the estimated fair value of contingent consideration as a liability on the consolidated balance sheets. The fair values of the earnout arrangements are estimated by discounting the expected future contingent payments to present value using a variation of the income approach, specifically using a Monte Carlo Simulation approach. We have 35 acquisitions with a corresponding contingent consideration liability still outstanding.
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The fair value of the contingent consideration arrangements is estimated by simulating the metrics corresponding to a payment using a Monte Carlo Simulation approach and discounting the expected future contingent payments to present value. The key assumptions used in our valuation were: (i) forecast of revenue, total insured value or number of rented units, (ii) the volatility associated with the revenues, total insured value or number of rented units, (iii) risk-adjusted discount rate applied to forecasted revenues, total insured value or number of rented units, and (iv) the credit-adjusted discount rate related to the payment of the contingent consideration.
These estimates are influenced by many factors, including historical financial information, guideline public company data, and management's expectations for future revenue of the acquired businesses, total insured value and number of rented units, as well as market conditions, economic conditions and the company's performance. Changes in these inputs could have a significant impact on the fair value of the contingent consideration liability. |
We review and re-assess the estimated fair value of contingent consideration on a quarterly basis, and the updated fair value could be materially different from the initial estimates or prior quarterly amounts. Any changes in the estimated fair value of contingent considerations and adjustments to the estimated fair value related to unobservable inputs will be recognized within change in fair value of contingent consideration in the consolidated statements of comprehensive loss. We recognized
At
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Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
Share-Based Compensation Related to Performance-Based Restricted Stock Unit Awards ("PSUs")
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We issue PSUs to our executive officers in connection to our Long-Term Incentive Plan ("LTIP") that is adopted each year. These PSUs have historically been granted with market-based conditions and may include a performance-based condition. The PSUs granted under the LTIP in 2022 were based on two market conditions and a performance condition. Performance is measured over the three-year vesting period and the achievement with respect to each condition contributes a percentage to the overall PSUs earned.
The market conditions measure
We engaged a third-party valuation expert to assist in the valuation of relative performance for the determination of the PSUs grant date fair value. The valuation expert used the
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Relative performance is subject to varying degrees of expected volatilities, and correlation to a combination of simulated end stock price values. The
Significant assumptions utilized in the
A statistical sample was selected of 99 publicly-traded companies from within the peer group and the Russel 3000 Index, which made up the benchmark companies. A combined 100,000 iterations of probable outcomes were generated using a range of assumptions for
Volatility, which is subject to significant judgment, was estimated for
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We monitor the performance metrics of the awards over the vesting period and adjust compensation expense based on how each performance metric is tracking toward its respective performance goal. We recognized |
Description | Judgments and Uncertainties | Effect if Actual Results Differ from Assumptions |
Valuation Allowance for Deferred Tax Assets
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We record a tax provision for the anticipated tax consequences of the reported results of operations. We compute the provision for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating losses and tax credit carryforwards. We measure deferred tax assets and liabilities using the currently enacted tax rates in each jurisdiction that applies to taxable income in effect for the years in which those tax assets are expected to be realized or settled.
We are required to establish a valuation allowance for deferred tax assets and record a charge to income if it is determined, based on available evidence at the time the determination is made, that it is more likely than not that some portion or all of the deferred tax assets will not be realized. |
Page | |
Report of Independent Registered Public Accounting Firm (PCAOB ID: 238)
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Notes to Consolidated Financial Statements | |
(in thousands, except share and per share data) | 2022 | 2021 | ||
Assets | ||||
Current assets: | ||||
Cash and cash equivalents | $ | 118,090 | $ | 138,292 |
Restricted cash | 112,381 | 89,445 | ||
Premiums, commissions and fees receivable, net | 531,992 | 340,837 | ||
Prepaid expenses and other current assets | 9,823 | 8,151 | ||
Due from related parties | 113 | 1,668 | ||
Total current assets | 772,399 | 578,393 | ||
Property and equipment, net | 25,405 | 17,474 | ||
Right-of-use assets | 96,465 | 81,646 | ||
Other assets | 45,935 | 25,586 | ||
Intangible assets, net | 1,099,918 | 944,467 | ||
1,422,060 | 1,228,741 | |||
Total assets | $ | 3,462,182 | $ | 2,876,307 |
Liabilities, Mezzanine Equity and Stockholders' Equity
|
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Current liabilities: | ||||
Premiums payable to insurance companies | $ | 471,294 | $ | 315,907 |
Producer commissions payable | 53,927 | 35,971 | ||
Accrued expenses and other current liabilities | 125,743 | 92,223 | ||
Related party notes payable | 1,525 | 61,500 | ||
Current portion of contingent earnout liabilities | 46,717 | 35,088 | ||
Total current liabilities | 699,206 | 540,689 | ||
Revolving line of credit | 505,000 | 35,000 | ||
Long-term debt, less current portion | 809,862 | 814,614 | ||
Contingent earnout liabilities, less current portion | 220,219 | 223,501 | ||
Operating lease liabilities, less current portion | 87,692 | 71,357 | ||
Other liabilities | 164 | 3,590 | ||
Total liabilities | 2,322,143 | 1,688,751 | ||
Commitments and contingencies (Note 20) | ||||
Mezzanine equity: | ||||
Redeemable noncontrolling interest | 487 | 269 | ||
Stockholders' equity: | ||||
Class A common stock, par value
|
614 | 586 | ||
Class B common stock, par value
|
5 | 6 | ||
Additional paid-in capital | 704,291 | 663,002 | ||
Accumulated deficit | (96,764) | (54,992) | ||
Stockholder notes receivable | (42) | (219) | ||
Total stockholders' equity attributable to |
608,104 | 608,383 | ||
Noncontrolling interest | 531,448 | 578,904 | ||
Total stockholders' equity | 1,139,552 | 1,187,287 | ||
Total liabilities, mezzanine equity and stockholders' equity | $ | 3,462,182 | $ | 2,876,307 |
For the Years Ended |
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(in thousands, except share and per share data) | 2022 | 2021 | 2020 | |||
Revenues:
|
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Commissions and fees
|
$ | 980,720 | $ | 567,290 | $ | 240,919 |
Operating expenses:
|
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Commissions, employee compensation and benefits
|
719,445 | 400,050 | 174,114 | |||
Other operating expenses
|
173,708 | 102,162 | 48,060 | |||
Amortization expense
|
81,738 | 48,720 | 19,038 | |||
Change in fair value of contingent consideration
|
32,307 | 45,196 | 20,516 | |||
Depreciation expense
|
4,620 | 2,788 | 1,129 | |||
Total operating expenses
|
1,011,818 | 598,916 | 262,857 | |||
Operating loss | (31,098) | (31,626) | (21,938) | |||
Other income (expense):
|
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Interest expense, net
|
(71,072) | (26,899) | (7,857) | |||
Other income (expense), net | 26,137 | 424 | (95) | |||
Total other expense
|
(44,935) | (26,475) | (7,952) | |||
Loss before income taxes | (76,033) | (58,101) | (29,890) | |||
Income tax expense (benefit) | 715 | 19 | (5) | |||
Net loss | (76,748) | (58,120) | (29,885) | |||
Less: net loss attributable to noncontrolling interests | (34,976) | (27,474) | (14,189) | |||
Net loss attributable to |
$ | (41,772) | $ | (30,646) | $ | (15,696) |
Comprehensive loss | $ | (76,748) | $ | (58,120) | $ | (29,885) |
Comprehensive loss attributable to noncontrolling interests | (34,976) | (27,474) | (14,189) | |||
Comprehensive loss attributable to |
(41,772) | (30,646) | (15,696) | |||
Basic and diluted loss per share | $ | (0.74) | $ | (0.64) | $ | (0.58) |
Basic and diluted weighted-average shares of Class A common stock outstanding
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56,825,348 | 47,587,866 | 27,175,705 |
Stockholders' Equity | Mezzanine Equity | |||||||||||||||||
Class A Common Stock |
Class B Common Stock |
Accumulated Deficit | Stockholder Notes Receivable | Non- controlling Interest |
Total | Redeemable Non- controlling Interest |
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(in thousands, except share data) | Shares | Amount | Shares | Amount | ||||||||||||||
Balance at |
19,362,984 | $ | 194 | 43,257,738 | $ | 4 | $ | 82,425 | $ | (8,650) | $ | (688) | $ | 163,966 | $ | 237,251 | $ | 23 |
Net income (loss) | - | - | - | - | - | (15,696) | - | (14,245) | (29,941) | 56 | ||||||||
Issuances of Class A common stock, net of underwriting discounts and offering costs and redemption of Class B common stock for Class A common stock | 23,287,500 | 233 | (4,091,667) | - | 197,357 | - | - | 175,134 | 372,724 | - | ||||||||
Equity issued in business combinations | 1,415,837 | 14 | 11,004,696 | 1 | 107,867 | - | - | 78,238 | 186,120 | - | ||||||||
Share-based compensation, net of forfeitures | 633,246 | 7 | - | - | 3,852 | - | - | 925 | 4,784 | - | ||||||||
Redemptions and repurchases of common stock | 253,599 | 2 | (342,384) | - | 638 | - | - | (1,931) | (1,291) | - | ||||||||
Repayment of stockholder notes receivable | - | - | - | - | - | - | 223 | - | 223 | - | ||||||||
Contributions | - | - | - | - | - | - | - | - | - | 19 | ||||||||
Balance at |
44,953,166 | 450 | 49,828,383 | 5 | 392,139 | (24,346) | (465) | 402,087 | 769,870 | 98 | ||||||||
Net income (loss) | - | - | - | - | - | (30,646) | - | (27,645) | (58,291) | 171 | ||||||||
Issuances of Class A common stock, net of underwriting discounts and offering costs | 9,200,000 | 92 | - | - | 159,101 | - | - | 109,128 | 268,321 | - | ||||||||
Equity issued in business combinations | 1,053,190 | 10 | 7,441,139 | 1 | 86,606 | - | - | 107,990 | 194,607 | - | ||||||||
Share-based compensation, net of forfeitures | 2,465,032 | 25 | - | - | 16,621 | - | - | 960 | 17,606 | - | ||||||||
Redemption of Class B common stock | 931,471 | 9 | (931,471) | - | 8,535 | - | - | (8,544) | - | - | ||||||||
Tax distributions to BRP's LLC Members | - | - | - | - | - | - | - | (5,072) | (5,072) | - | ||||||||
Repayment of stockholder notes receivable | - | - | - | - | - | - | 246 | - | 246 | - | ||||||||
Balance at |
58,602,859 | 586 | 56,338,051 | 6 | 663,002 | (54,992) | (219) | 578,904 | 1,187,287 | 269 | ||||||||
Net income (loss) | - | - | - | - | - | (41,772) | - | (35,194) | (76,966) | 218 | ||||||||
Equity issued in business combinations | 226,338 | 2 | - | - | 2,525 | - | - | 2,282 | 4,809 | - | ||||||||
Share-based compensation, net of forfeitures | 777,037 | 8 | 29,430 | - | 30,658 | - | - | (2,100) | 28,566 | - | ||||||||
Redemption and cancellation of Class B common stock | 1,841,134 | 18 | (1,862,563) | (1) | 8,106 | - | - | (8,123) | - | - | ||||||||
Tax distributions to BRP's LLC Members | - | - | - | - | - | - | - | (4,321) | (4,321) | - | ||||||||
Repayment of stockholder notes receivable | - | - | - | - | - | - | 177 | - | 177 | - | ||||||||
Balance at |
61,447,368 | $ | 614 | 54,504,918 | $ | 5 | $ | 704,291 | $ | (96,764) | $ | (42) | $ | 531,448 | $ | 1,139,552 | $ | 487 |
For the Years Ended |
||||||
(in thousands) | 2022 | 2021 | 2020 | |||
Cash flows from operating activities:
|
||||||
Net loss | $ | (76,748) | $ | (58,120) | $ | (29,885) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||||
Depreciation and amortization | 86,358 | 51,508 | 20,167 | |||
Change in fair value of contingent consideration | 32,307 | 45,196 | 20,516 | |||
Share-based compensation expense | 47,389 | 19,193 | 7,744 | |||
(Gain) loss on interest rate caps | (26,220) | 123 | - | |||
Payment of contingent earnout consideration in excess of purchase price accrual | (49,926) | (4,825) | (1,727) | |||
Amortization of deferred financing costs | 5,120 | 3,506 | 1,002 | |||
Other fair value adjustments | 135 | 311 | 67 | |||
Changes in operating assets and liabilities, net of effect of acquisitions: | ||||||
Premiums, commissions and fees receivable, net | (183,006) | (64,501) | (6,828) | |||
Prepaid expenses and other assets | (11,320) | (8,032) | (1,611) | |||
Due to/from related parties | 937 | (1,649) | 24 | |||
Right-of-use assets | (13,492) | (81,646) | - | |||
Accounts payable, accrued expenses and other current liabilities | 173,362 | 55,188 | 27,348 | |||
Operating lease liabilities | 16,531 | 83,877 | - | |||
Other liabilities | (3,889) | - | - | |||
Net cash provided by (used in) operating activities | (2,462) | 40,129 | 36,817 | |||
Cash flows from investing activities:
|
||||||
Cash consideration paid for business combinations, net of cash received
|
(387,919) | (668,033) | (669,236) | |||
Cash consideration paid for asset acquisitions | (3,356) | (3,212) | (1,854) | |||
Capital expenditures, net | (21,979) | (5,321) | (5,469) | |||
Investment in business ventures | (1,103) | (1,907) | (1,250) | |||
Net cash used in investing activities
|
(414,357) | (678,473) | (677,809) | |||
Cash flows from financing activities:
|
||||||
Proceeds from issuance of Class A common stock, net of underwriting discounts
|
- | 269,375 | 451,574 | |||
Purchase of LLC Units from shareholders
|
- | - | (78,274) | |||
Payment of common stock offering costs | - | (1,054) | (1,868) | |||
Payment of contingent earnout consideration up to amount of purchase price accrual | (48,309) | (7,723) | (1,192) | |||
Proceeds from revolving line of credit | 512,000 | 420,210 | 385,637 | |||
Payments on revolving line of credit | (42,000) | (385,210) | (325,000) | |||
Proceeds from long-term debt | - | 441,430 | 286,331 | |||
Payments on long-term debt | (8,509) | (5,630) | (1,000) | |||
Payments of debt issuance costs | (1,821) | (1,124) | (4,507) | |||
Proceeds from the sales and settlements of interest rate caps | 21,246 | - | - | |||
Purchase of interest rate caps | (3,838) | (6,461) | - | |||
Tax distributions to BRP's LLC Members | (9,393) | - | - | |||
Proceeds received from repayment of stockholder notes receivable | 177 | 246 | 223 | |||
Other financing activity | - | - | 19 | |||
Net cash provided by financing activities
|
419,553 | 724,059 | 711,943 | |||
Net increase in cash and cash equivalents and restricted cash | 2,734 | 85,715 | 70,951 | |||
Cash and cash equivalents and restricted cash at beginning of year
|
227,737 | 142,022 | 71,071 | |||
Cash and cash equivalents and restricted cash at end of year
|
$ | 230,471 | $ | 227,737 | $ | 142,022 |
Consolidated Statements of Cash Flows (Continued)
|
||||||
For the Years Ended |
||||||
(in thousands) | 2022 | 2021 | 2020 | |||
Supplemental schedule of cash flow information: | ||||||
Cash paid for interest | $ | 62,702 | $ | 22,110 | $ | 5,958 |
Cash paid for taxes | 1,419 | - | - | |||
Disclosure of non-cash investing and financing activities: | ||||||
Right-of-use assets obtained in exchange for operating lease liabilities | $ | 24,910 | $ | 86,524 | $ | - |
Contingent earnout liabilities assumed in business combinations and asset acquisitions | 14,918 | 127,420 | 98,523 | |||
Right-of-use assets increased through lease modifications and reassessments | 5,905 | 6,131 | - | |||
Increase (decrease) in goodwill resulting from measurement period adjustments for prior year business combinations | 5,534 | (2,206) | - | |||
Equity interest issued in business combinations and asset acquisitions | 4,809 | 194,607 | 186,116 | |||
Conversion of contingent earnout liability to related party notes payable and to settle related party notes receivable | 2,143 | 61,500 | - | |||
Capital expenditures incurred but not yet paid | 855 | 350 | 301 | |||
Equity issued in satisfaction of a liability | 711 | - | - | |||
Noncash debt issuance costs incurred | - | 11,557 | 12,554 | |||
Noncash tax distributions payable | - | 5,072 | - | |||
Principal and interest on revolving line of credit paid through funding of long-term debt | - | - | 101,115 |
Useful Life (in Years) |
|
Leasehold improvements |
3 - 10
|
Furniture |
5 - 7
|
Equipment |
3 - 20
|
(in thousands) | Westwood |
All Others(1)
|
Totals | |||
Cash consideration paid | $ | 372,939 | $ | 17,415 | $ | 390,354 |
Fair value of contingent earnout consideration | 12,724 | 2,194 | 14,918 | |||
Fair value of equity interest | - | 4,809 | 4,809 | |||
Deferred payment | - | 3,716 | 3,716 | |||
Total consideration | $ | 385,663 | $ | 28,134 | $ | 413,797 |
Cash | $ | 658 | $ | 1,727 | $ | 2,385 |
Restricted cash | 50 | - | 50 | |||
Premiums, commissions and fees receivable | 4,225 | 157 | 4,382 | |||
Other assets | 392 | 1,281 | 1,673 | |||
Intangible assets | 209,200 | 14,484 | 223,684 | |||
174,727 | 13,058 | 187,785 | ||||
Total assets acquired | 389,252 | 30,707 | 419,959 | |||
Premiums payable to insurance companies | (218) | - | (218) | |||
Producer commissions payable | (2,488) | - | (2,488) | |||
Other liabilities | (883) | (2,573) | (3,456) | |||
Total liabilities acquired | (3,589) | (2,573) | (6,162) | |||
Net assets acquired | $ | 385,663 | $ | 28,134 | $ | 413,797 |
Maximum potential contingent obligations | $ | 15,000 | $ | 12,294 | $ | 27,294 |
(in thousands, except weighted-average lives) | Amount | Weighted-Average Life | |
Acquired relationships | $ | 189,750 | 20.0 years |
Software | 29,500 | 5.0 years | |
Trade names | 4,434 | 4.9 years |
For the Years Ended |
||||
(unaudited) (in thousands, except per share data) | 2022 | 2021 | ||
Pro forma results: | ||||
Total revenues(1)
|
$ | 1,014,488 | $ | 664,968 |
Net loss(1)
|
(78,817) | (66,474) | ||
Net loss attributable to
|
(42,850) | (34,742) | ||
Basic and diluted loss per share | $ | (0.75) | $ | (0.73) |
Weighted-average shares of Class A common stock outstanding - basic and diluted | 56,942 | 47,814 |
For the Years Ended |
||||||
(in thousands) | 2022 | 2021 | 2020 | |||
Commission revenue (1)
|
$ | 786,794 | $ | 472,495 | $ | 196,537 |
Profit-sharing revenue (2)
|
66,091 | 37,392 | 16,397 | |||
Consulting and service fee revenue (3)
|
61,244 | 30,182 | 3,509 | |||
Policy fee and installment fee revenue (4)
|
55,362 | 19,903 | 15,236 | |||
Other income (5)
|
11,229 | 7,318 | 9,240 | |||
Total commissions and fees | $ | 980,720 | $ | 567,290 | $ | 240,919 |
(in thousands) | 2022 | 2021 | ||
Contract assets | $ | 278,023 | $ | 168,550 |
Contract liabilities | 30,981 | 18,178 |
For the Years Ended |
||||
(in thousands) | 2022 | 2021 | ||
Balance at beginning of year | $ | 11,336 | $ | 4,751 |
Costs capitalized | 14,967 | 8,812 | ||
Amortization | (4,634) | (2,227) | ||
Balance at end of year | $ | 21,669 | $ | 11,336 |
(in thousands) | 2022 | 2021 | ||
Equipment | $ | 19,331 | $ | 9,151 |
Leasehold improvements | 8,072 | 7,967 | ||
Furniture | 4,132 | 3,970 | ||
Construction in process | 2,190 | - | ||
Other | 342 | 684 | ||
Total property and equipment | 34,067 | 21,772 | ||
Accumulated depreciation | (8,662) | (4,298) | ||
Property and equipment, net | $ | 25,405 | $ | 17,474 |
(in thousands) | Gross Carrying Value | Accumulated Amortization | Net Carrying Value | Gross Carrying Value | Accumulated Amortization | Net Carrying Value | ||||||
Acquired relationships(1)
|
$ | 1,153,031 | $ | (124,228) | $ | 1,028,803 | $ | 959,925 | $ | (59,542) | $ | 900,383 |
Software | 81,392 | (30,790) | 50,602 | 41,743 | (18,265) | 23,478 | ||||||
Trade names (1)
|
28,623 | (8,110) | 20,513 | 24,189 | (3,583) | 20,606 | ||||||
Totals | $ | 1,263,046 | $ | (163,128) | $ | 1,099,918 | $ | 1,025,857 | $ | (81,390) | $ | 944,467 |
For the Years Ending |
Amortization | |
2023 | $ | 91,207 |
2024 | 89,366 | |
2025 | 89,401 | |
2026 | 84,924 | |
2027 | 74,684 |
(in thousands) | Insurance Advisory Solutions | Underwriting, Capacity & |
Total | |||||
Balance at |
$ | 526,858 | $ | 65,319 | $ | 59,325 | $ | 651,502 |
376,475 | 198,699 | 4,271 | 579,445 | |||||
Measurement period adjustments(1)
|
(2,206) | - | - | (2,206) | ||||
Balance at |
901,127 | 264,018 | 63,596 | 1,228,741 | ||||
- | 6,877 | 180,908 | 187,785 | |||||
Measurement period adjustments(2)
|
5,018 | 516 | - | 5,534 | ||||
Balance at |
$ | 906,145 | $ | 271,411 | $ | 244,504 | $ | 1,422,060 |
(in thousands) | 2022 | 2021 | ||
Accrued compensation and benefits | $ | 44,903 | $ | 22,460 |
Contract liabilities | 30,981 | 18,178 | ||
Current portion of operating lease liabilities | 14,043 | 12,520 | ||
Accrued expenses | 13,101 | 9,731 | ||
Current portion of long-term debt | 8,509 | 8,521 | ||
Deferred consideration payments | 6,840 | 12,355 | ||
Tax distribution payable | - | 5,072 | ||
Other | 7,366 | 3,386 | ||
Accrued expenses and other current liabilities | $ | 125,743 | $ | 92,223 |
(in thousands) | Amount | |
Payments for the years ending |
||
2023 | $ | 8,509 |
2024 | 8,509 | |
2025 | 8,509 | |
2026 | 8,509 | |
2027 | 804,078 | |
Total long-term debt | 838,114 | |
Less: unamortized debt discount and issuance costs | (19,743) | |
Net long-term debt | $ | 818,371 |
(in thousands) | 2022 | 2021 | ||
Assets: | ||||
Right-of-use assets, operating, net | $ | 96,465 | $ | 81,646 |
Liabilities: | ||||
Operating lease liabilities, current portion | $ | 14,043 | $ | 12,520 |
Operating lease liabilities, non-current | 87,692 | 71,357 | ||
Total | $ | 101,735 | $ | 83,877 |
For the Years Ended |
||||
(in thousands) | 2022 | 2021 | ||
Operating lease costs | $ | 19,921 | $ | 13,086 |
Variable lease costs | 3,073 | 2,853 |
For the Years Ended |
||||
(in thousands) | 2022 | 2021 | ||
Cash paid for amounts included in measurement of lease liabilities: | ||||
Operating cash flows used in operating leases | $ | 17,125 | $ | 11,562 |
Operating lease non-cash items: | ||||
Right-of-use assets obtained in exchange for operating lease liabilities | $ | 24,910 | $ | 86,524 |
Right-of-use assets increased through lease modifications and reassessments | 5,905 | 6,131 |
2022 | 2021 | |||
Operating leases: | ||||
Remaining lease term | 6.2 years | 6.6 years | ||
Discount rate | 5.1 | % | 3.6 | % |
(in thousands) | Minimum Future Lease Payments | |
For the years ending |
||
2023 | $ | 18,776 |
2024 | 19,353 | |
2025 | 18,592 | |
2026 | 17,093 | |
2027 | 16,157 | |
Thereafter | 30,251 | |
Total minimum lease payments | 120,222 | |
Less: amounts representing interest or imputed interest | (18,487) | |
Present value of lease liabilities | $ | 101,735 |
Class A Common Stock | Class B Common Stock | |
Shares issued at |
19,362,984 | 43,257,738 |
Shares issued to the public in follow-on offerings | 23,287,500 | - |
Shares redeemed in connection with follow-on offerings | - | (4,091,667) |
Shares issued in connection with Partnerships | 1,415,837 | 11,004,696 |
Redemption of Class B shares of common stock for Class A Shares | 253,599 | (253,599) |
Common stock and restricted stock grants under Omnibus Plan, net of forfeitures and shares withheld for taxes
|
633,246 | - |
Shares repurchased
|
- | (88,785) |
Shares issued at |
44,953,166 | 49,828,383 |
Shares issued to the public in follow-on offerings | 9,200,000 | - |
Shares issued in connection with Partnerships | 1,053,190 | 7,441,139 |
Common stock and restricted stock grants under Inducement Plan, net of forfeitures and shares withheld for taxes | 1,558,694 | - |
Common stock and restricted stock grants under Omnibus Plan, net of forfeitures and shares withheld for taxes | 906,338 | - |
Redemption of Class B shares of common stock for Class A shares | 931,471 | (931,471) |
Shares issued at |
58,602,859 | 56,338,051 |
Shares issued in connection with Partnerships | 226,338 | - |
Common stock and restricted stock grants under Inducement Plan, net of forfeitures and shares withheld for taxes | (7,593) | - |
Common stock and restricted stock grants under Omnibus Plan, net of forfeitures and shares withheld for taxes | 784,630 | - |
Redemption of Class B shares of common stock for Class A shares | 1,841,134 | (1,841,134) |
Equity issued in satisfaction of a liability | - | 29,430 |
Forfeiture of unvested Class B shares | - | (21,429) |
Shares issued at |
61,447,368 | 54,504,918 |
LLC Units | Percentage | LLC Units | Percentage | |||
Interest in BRP held by |
61,447,368 | 53 | % | 58,602,859 | 51 | % |
Noncontrolling interest in BRP held by BRP's LLC Members | 54,504,918 | 47 | % | 56,338,051 | 49 | % |
Total | 115,952,286 | 100 | % | 114,940,910 | 100 | % |
Shares | Weighted-Average Grant-Date Fair Value Per Share | ||
Outstanding at December 31, 2019 | 330,244 | $ | 14.00 |
Granted | 709,426 | 15.79 | |
Vested and settled | (175,372) | 12.09 | |
Forfeited | (38,271) | 14.40 | |
Outstanding at December 31, 2020 | 826,027 | 15.92 | |
Granted | 2,758,207 | 31.72 | |
Vested and settled | (279,494) | 21.33 | |
Forfeited | (89,009) | 22.25 | |
Outstanding at December 31, 2021 | 3,215,731 | 28.83 | |
Granted | 1,258,300 | 26.58 | |
Vested and settled | (756,655) | 28.24 | |
Forfeited | (122,073) | 26.75 | |
Outstanding at December 31, 2022 | 3,595,303 | 28.26 | |
Non-vested awards outstanding at December 31, 2022 that are expected to vest
|
2,871,927 | 28.35 |
For the Years Ended December 31, | ||||
2022 | 2021 | |||
Expected volatility minimum | 19 | % | 18 | % |
Expected volatility maximum | 267 | % | 172 | % |
Risk-free interest rate | 2.00 | % | 0.27 | % |
Expected term | 2.8 years | 2.7 years |
For the Years Ended December 31, | ||||||
(in thousands) | 2022 | 2021 | 2020 | |||
Current | ||||||
Federal | $ | 18 | $ | 11 | $ | - |
State and local | 693 | 3 | - | |||
Total current income tax expense | 711 | 14 | - | |||
Deferred | ||||||
Federal | (2) | 4 | (4) | |||
State and local | 6 | 1 | (1) | |||
Total deferred income tax expense (benefit) | 4 | 5 | (5) | |||
Total income tax expense (benefit) | $ | 715 | $ | 19 | $ | (5) |
For the Years Ended December 31, | ||||||
(in thousands) | 2022 | 2021 | 2020 | |||
Loss before income taxes | $ | (76,033) | $ | (58,101) | $ | (29,890) |
Noncontrolling interest | 9,415 | 7,072 | 4,415 | |||
Tax provision at statutory rate (21%)
|
(15,966) | (12,201) | (6,280) | |||
Effect of: | ||||||
Valuation allowance | 8,787 | 6,942 | 3,383 | |||
State and local income tax | (2,659) | (2,403) | (1,215) | |||
State rate change | 824 | (12) | (206) | |||
True-up and adjustments | (502) | 3 | (157) | |||
Meals and entertainment | 291 | 86 | 110 | |||
MIU issuance | 187 | 452 | 22 | |||
IRC 162(m) | 152 | 435 | - | |||
Share-based compensation | 124 | (467) | (175) | |||
Other | 62 | 112 | 98 | |||
Total income tax expense (benefit) | $ | 715 | $ | 19 | $ | (5) |
December 31, | ||||
(in thousands) | 2022 | 2021 | ||
Deferred tax assets | ||||
Investment in Partnerships | $ | 86,871 | $ | 75,368 |
163(j) limitation carryforward | 8,119 | 38 | ||
Net operating loss | 6,313 | 6,018 | ||
Capitalized transaction costs | 2,147 | 2,304 | ||
Charitable contributions | 442 | 143 | ||
Total deferred tax assets | 103,892 | 83,871 | ||
Less: valuation allowance | (103,892) | (83,871) | ||
Net deferred tax assets | $ | - | $ | - |
For the Years Ended December 31, | |||
2022 | 2021 | 2020 | |
Non-vested restricted shares of Class A common stock | 3,307,280 | 3,119,909 | 826,027 |
Shares of Class B common stock | 54,504,918 | 56,338,051 | 49,828,383 |
For the Years Ended December 31, | ||||||
(in thousands, except per share data) | 2022 | 2021 | 2020 | |||
Basic and diluted loss per share: | ||||||
Loss attributable to |
$ | (41,772) | $ | (30,646) | $ | (15,696) |
Shares used for basic loss per share: | ||||||
Basic and diluted weighted-average shares of Class A common stock outstanding | 56,825 | 47,588 | 27,176 | |||
Basic and diluted loss per share | $ | (0.74) | $ | (0.64) | $ | (0.58) |
December 31, | ||||
(in thousands) | 2022 | 2021 | ||
Level 2 | ||||
Interest rate caps | $ | 15,150 | $ | 6,338 |
Level 2 Assets | $ | 15,150 | $ | 6,338 |
Level 3 | ||||
Contingent earnout liabilities | $ | 266,936 | $ | 258,589 |
Level 3 Liabilities | $ | 266,936 | $ | 258,589 |
For the Years Ended December 31, | ||||
(in thousands) | 2022 | 2021 | ||
Balance at beginning of year | $ | 258,589 | $ | 164,819 |
Fair value of contingent consideration issuances(1)
|
14,918 | 122,622 | ||
Change in fair value of contingent consideration
|
32,307 | 45,196 | ||
Settlement of contingent consideration(2)
|
(38,878) | (74,048) | ||
Balance at end of year | $ | 266,936 | $ | 258,589 |
Fair Value Hierarchy | December 31, 2022 | December 31, 2021 | |||||||
Carrying Amount | Estimated Fair Value | Carrying Amount | Estimated Fair Value | ||||||
Long-term debt(1)
|
Level 2 | $ | 838,114 | $ | 816,155 | $ | 846,623 | $ | 870,120 |
Revolving line of credit | Level 2 | 505,000 | 476,304 | 35,000 | 33,968 |
For the Year Ended December 31, 2022 | ||||||||||
(in thousands) | Insurance Advisory Solutions | Underwriting, Capacity & |
Mainstreet Insurance Solutions | Corporate and Other | Total | |||||
Revenues:
|
||||||||||
Commissions and fees(1)
|
$ | 558,776 | $ | 307,748 | $ | 157,038 | $ | (42,842) | $ | 980,720 |
Operating expenses:
|
||||||||||
Commissions, employee compensation and benefits(1)
|
385,492 | 218,859 | 97,732 | 17,362 | 719,445 | |||||
Other operating expenses
|
73,638 | 31,313 | 25,702 | 43,055 | 173,708 | |||||
Amortization
|
50,209 | 16,946 | 14,578 | 5 | 81,738 | |||||
Change in fair value of contingent consideration
|
26,429 | 5,354 | 524 | - | 32,307 | |||||
Depreciation
|
1,476 | 615 | 278 | 2,251 | 4,620 | |||||
Total operating expenses
|
537,244 | 273,087 | 138,814 | 62,673 | 1,011,818 | |||||
Operating income (loss)
|
21,532 | 34,661 | 18,224 | (105,515) | (31,098) | |||||
Other income (expense):
|
||||||||||
Interest income (expense), net
|
232 | - | 30 | (71,334) | (71,072) | |||||
Other income (expense), net | 265 | (371) | (2) | 26,245 | 26,137 | |||||
Total other income (expense)
|
497 | (371) | 28 | (45,089) | (44,935) | |||||
Income (loss) before income taxes
|
22,029 | 34,290 | 18,252 | (150,604) | (76,033) | |||||
Income tax expense | - | - | - | 715 | 715 | |||||
Net income (loss)
|
$ | 22,029 | $ | 34,290 | $ | 18,252 | $ | (151,319) | $ | (76,748) |
Capital expenditures
|
$ | 1,738 | $ | 5,655 | $ | 3,018 | $ | 11,568 | $ | 21,979 |
At December 31, 2022 | ||||||||||
Total assets | $ | 2,240,483 | $ | 616,117 | $ | 530,504 | $ | 75,078 | $ | 3,462,182 |
For the Year Ended December 31, 2021 | ||||||||||
(in thousands) | Insurance Advisory Solutions | Underwriting, Capacity & |
Mainstreet Insurance Solutions | Corporate and Other | Total | |||||
Revenues:
|
||||||||||
Commissions and fees(1)
|
$ | 363,822 | $ | 144,455 | $ | 61,736 | $ | (2,723) | $ | 567,290 |
Operating expenses:
|
||||||||||
Commissions, employee compensation and benefits(1)
|
234,652 | 102,824 | 39,193 | 23,381 | 400,050 | |||||
Other operating expenses
|
50,037 | 13,716 | 10,259 | 28,150 | 102,162 | |||||
Amortization
|
34,056 | 11,326 | 3,333 | 5 | 48,720 | |||||
Change in fair value of contingent consideration
|
32,735 | 11,881 | 580 | - | 45,196 | |||||
Depreciation
|
1,483 | 184 | 345 | 776 | 2,788 | |||||
Total operating expenses
|
352,963 | 139,931 | 53,710 | 52,312 | 598,916 | |||||
Operating income (loss)
|
10,859 | 4,524 | 8,026 | (55,035) | (31,626) | |||||
Other income (expense):
|
||||||||||
Interest income (expense), net
|
(150) | (2) | 1 | (26,748) | (26,899) | |||||
Other income (expense), net | 573 | (38) | (4) | (107) | 424 | |||||
Total other income (expense)
|
423 | (40) | (3) | (26,855) | (26,475) | |||||
Income (loss) before income taxes
|
11,282 | 4,484 | 8,023 | (81,890) | (58,101) | |||||
Income tax expense | - | - | - | 19 | 19 | |||||
Net income (loss)
|
$ | 11,282 | $ | 4,484 | $ | 8,023 | $ | (81,909) | $ | (58,120) |
Capital expenditures
|
$ | 949 | $ | 590 | $ | 191 | $ | 3,591 | $ | 5,321 |
At December 31, 2021 | ||||||||||
Total assets | $ | 2,142,485 | $ | 549,662 | $ | 117,794 | $ | 66,366 | $ | 2,876,307 |
For the Year Ended December 31, 2020 | ||||||||||
(in thousands) | Insurance Advisory Solutions | Underwriting, Capacity & |
Mainstreet Insurance Solutions | Corporate and Other | Total | |||||
Revenues:
|
||||||||||
Commissions and fees(1)
|
$ | 103,393 | $ | 88,876 | $ | 49,681 | $ | (1,031) | $ | 240,919 |
Operating expenses:
|
||||||||||
Commissions, employee compensation and benefits(1)
|
66,303 | 67,189 | 28,741 | 11,881 | 174,114 | |||||
Other operating expenses
|
16,319 | 5,746 | 7,944 | 18,051 | 48,060 | |||||
Amortization
|
7,037 | 9,131 | 2,862 | 8 | 19,038 | |||||
Change in fair value of contingent consideration
|
143 | 16,707 | 3,666 | - | 20,516 | |||||
Depreciation
|
586 | 167 | 304 | 72 | 1,129 | |||||
Total operating expenses | 90,388 | 98,940 | 43,517 | 30,012 | 262,857 | |||||
Operating income (loss)
|
13,005 | (10,064) | 6,164 | (31,043) | (21,938) | |||||
Other income (expense):
|
||||||||||
Interest income (expense), net
|
46 | - | 4 | (7,907) | (7,857) | |||||
Other expense, net | (66) | (28) | - | (1) | (95) | |||||
Total other income (expense) | (20) | (28) | 4 | (7,908) | (7,952) | |||||
Income (loss) before taxes | 12,985 | (10,092) | 6,168 | (38,951) | (29,890) | |||||
Income tax benefit | - | - | - | (5) | (5) | |||||
Net income (loss)
|
$ | 12,985 | $ | (10,092) | $ | 6,168 | $ | (38,946) | $ | (29,885) |
Capital expenditures
|
$ | 629 | $ | 77 | $ | 269 | $ | 4,494 | $ | 5,469 |
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Disclaimer
Researchers at Duke University Target COVID-19 (Employer-sponsored Coverage Stabilized and Uninsurance Declined In the Second Year of the Covid-19 Pandemic): Coronavirus – COVID-19
METLIFE INC FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits
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