Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 01, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-34480 | |
Entity Registrant Name | VERISK ANALYTICS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-2994223 | |
Entity Address, Address Line One | 545 Washington Boulevard | |
Entity Address, City or Town | Jersey City | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 07310-1686 | |
City Area Code | 201 | |
Local Phone Number | 469-3000 | |
Title of 12(b) Security | Common Stock $.001 par value | |
Trading Symbol | VRSK | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 162,259,111 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001442145 | |
Current Fiscal Year End Data | --12-31 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 204.4 | $ 184.6 |
Accounts receivable, net of allowance for doubtful accounts of $13.8 and $11.7, respectively | 523.3 | 441.6 |
Prepaid expenses | 66.6 | 60.9 |
Income taxes receivable | 0 | 25.9 |
Other current assets | 19.7 | 17.8 |
Current assets held for sale | 0 | 14.1 |
Total current assets | 814 | 744.9 |
Noncurrent assets: | ||
Fixed assets, net | 549.3 | 548.1 |
Operating lease right-of-use assets, net | 208.6 | 218.6 |
Intangible assets, net | 1,306.6 | 1,398.9 |
Goodwill | 3,742.6 | 3,864.3 |
Deferred income tax assets | 9.1 | 9.8 |
Other noncurrent assets | 297.9 | 159.8 |
Noncurrent assets held for sale | 0 | 110.8 |
Total assets | 6,928.1 | 7,055.2 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 315.6 | 375 |
Acquisition-related liabilities | 109.5 | 111.2 |
Short-term debt and current portion of long-term debt | 444 | 499.4 |
Deferred revenues | 668.4 | 440.1 |
Operating lease liabilities | 38.7 | 40.6 |
Income taxes payable | 21.7 | 6.8 |
Current liabilities held for sale | 0 | 18.7 |
Total current liabilities | 1,597.9 | 1,491.8 |
Noncurrent liabilities: | ||
Long-term debt | 2,652.4 | 2,651.6 |
Deferred income tax liabilities | 349.6 | 356 |
Operating lease liabilities | 198.6 | 208.1 |
Other liabilities | 49.1 | 48.8 |
Noncurrent liabilities held for sale | 0 | 38.1 |
Total liabilities | 4,847.6 | 4,794.4 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, $.001 par value; 2,000,000,000 shares authorized; 544,003,038 shares issued; 162,498,132 and 163,161,564 shares outstanding, respectively | 0.1 | 0.1 |
Additional paid-in capital | 2,404.6 | 2,369.1 |
Treasury stock, at cost, 381,504,906 and 380,841,474 shares, respectively | (4,018.9) | (3,849.9) |
Retained earnings | 4,353.4 | 4,228.4 |
Accumulated other comprehensive losses | (658.7) | (486.9) |
Total stockholders’ equity | 2,080.5 | 2,260.8 |
Total liabilities and stockholders’ equity | $ 6,928.1 | $ 7,055.2 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 13.8 | $ 11.7 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 2,000,000,000 | 2,000,000,000 |
Common stock, issued (in shares) | 544,003,038 | 544,003,038 |
Common stock, outstanding (in shares) | 162,498,132 | 163,161,564 |
Treasury stock (in shares) | 381,504,906 | 380,841,474 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Revenues | $ 689.8 | $ 625 |
Operating expenses: | ||
Cost of revenues (exclusive of items shown separately below) | 257.7 | 231.4 |
Selling, general and administrative | 112.1 | 111.4 |
Depreciation and amortization of fixed assets | 46.1 | 46.6 |
Amortization of intangible assets | 41 | 33.2 |
Other operating income | (19.4) | 0 |
Total operating expenses | 437.5 | 422.6 |
Operating income | 252.3 | 202.4 |
Other income (expense): | ||
Investment loss and others, net | (2.1) | (0.4) |
Interest expense | (33.5) | (31.9) |
Total other expense, net | (35.6) | (32.3) |
Income before income taxes | 216.7 | 170.1 |
Provision for income taxes | (45) | (35.7) |
Net income | $ 171.7 | $ 134.4 |
Basic net income per share (USD per shares) | $ 1.05 | $ 0.82 |
Diluted net income per share (USD per shares) | $ 1.04 | $ 0.81 |
Weighted-average shares outstanding: | ||
Basic (in shares) | 162,894,306 | 163,528,343 |
Diluted (in shares) | 165,724,120 | 166,544,945 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 171.7 | $ 134.4 |
Other comprehensive (loss) income, net of tax: | ||
Foreign currency translation adjustment | (172.6) | 58.5 |
Pension and postretirement liability adjustment | 0.8 | 1.1 |
Total other comprehensive (loss) income | (171.8) | 59.6 |
Comprehensive (loss) income | $ (0.1) | $ 194 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Millions | Total | Par Value | Additional Paid-in Capital | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive Losses | Common Stock Issued | |
Beginning balance (in shares) at Dec. 31, 2018 | 544,003,038 | |||||||
Beginning balance at Dec. 31, 2018 | $ 2,070.6 | $ 0.1 | $ 2,283 | $ (3,563.2) | $ 3,942.6 | $ (591.9) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 134.4 | 134.4 | ||||||
Common stock dividend | [1] | (41) | (41) | |||||
Other comprehensive income (loss) | 59.6 | 59.6 | ||||||
Treasury stock acquired | (75) | (75) | ||||||
Stock options exercised | 11.6 | 8.7 | 2.9 | |||||
Stock-based compensation | 9.2 | 9.2 | ||||||
Other stock issuances | 1.1 | 1 | 0.1 | |||||
Ending balance (in shares) at Mar. 31, 2019 | 544,003,038 | |||||||
Ending balance at Mar. 31, 2019 | $ 2,170.5 | 0.1 | 2,301.9 | (3,635.2) | 4,036 | (532.3) | ||
Beginning balance (in shares) at Dec. 31, 2019 | 544,003,038 | 544,003,038 | ||||||
Beginning balance at Dec. 31, 2019 | $ 2,260.8 | 0.1 | 2,369.1 | (3,849.9) | 4,228.4 | (486.9) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 171.7 | 171.7 | ||||||
Common stock dividend | [1] | (44.3) | (44.3) | |||||
Other comprehensive income (loss) | (171.8) | (171.8) | ||||||
Treasury stock acquired | (173.8) | (173.8) | ||||||
Stock options exercised | 19.5 | 14.8 | 4.7 | |||||
Stock-based compensation | 19.6 | 19.6 | ||||||
Other stock issuances | $ 1.2 | 1.1 | 0.1 | |||||
Ending balance (in shares) at Mar. 31, 2020 | 544,003,038 | 544,003,038 | ||||||
Ending balance at Mar. 31, 2020 | $ 2,080.5 | $ 0.1 | $ 2,404.6 | $ (4,018.9) | $ 4,353.4 | $ (658.7) | ||
[1] | Refer to Note 10. Stockholders' Equity for discussion related to quarterly cash dividends declared per share |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parenthetical) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Treasury stock, shares acquired (in shares) | 1,124,368 | 636,590 |
Other stock issuances (in shares) | 11,929 | 11,504 |
Stock option | ||
Shares transferred from treasury stock (in shares) | 449,007 | 307,270 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net income | $ 171.7 | $ 134.4 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization of fixed assets | 46.1 | 46.6 |
Amortization of intangible assets | 41 | 33.2 |
Amortization of debt issuance costs and original issue discount, net of original issue premium | 0.3 | 0.9 |
Provision for doubtful accounts | 1.5 | 1.2 |
Gain on sale of assets | (19.4) | 0 |
Stock-based compensation expense | 19.6 | 9.2 |
Realized loss (gain) on available-for-sale securities, net | 0.5 | (0.4) |
Deferred income taxes | (0.1) | 3.3 |
Loss on disposal of fixed assets, net | 0.3 | 0 |
Changes in assets and liabilities, net of effects from acquisitions: | ||
Accounts receivable | (96.5) | (81.6) |
Prepaid expenses and other assets | (18.5) | (2.2) |
Operating lease right-of-use assets, net | 9.3 | 8.8 |
Income taxes | 41 | 25.3 |
Acquisition-related liabilities | 0.2 | 8.4 |
Accounts payable and accrued liabilities | (62) | (35.8) |
Deferred revenues | 237.6 | 217.7 |
Operating lease liabilities | (10.5) | (9.1) |
Other liabilities | 0.5 | 6.2 |
Net cash provided by operating activities | 362.6 | 366.1 |
Cash flows from investing activities: | ||
Acquisitions, net of cash acquired of $0 and $3.7, respectively | 0 | (69.1) |
Proceeds from sale of assets | 23.1 | 0 |
Purchase of investments in a nonpublic company | (63.8) | 0 |
Capital expenditures | (52.9) | (45.2) |
Other investing activities, net | 6.1 | (6) |
Net cash used in investing activities | (87.5) | (120.3) |
Cash flows from financing activities: | ||
Repayments of short-term debt, net | (75) | (245) |
Proceeds from issuance of short-term debt with original maturities greater than three months | 20 | 0 |
Repayments of current portion of long-term debt | 0 | (250) |
Proceeds from issuance of long-term debt, inclusive of original issue premium and net of original issue discount | 0 | 397.9 |
Payment of debt issuance costs | 0 | (2.9) |
Repurchases of common stock | (173.8) | (75) |
Proceeds from stock options exercised | 19.2 | 11.6 |
Dividends paid | (43.9) | (40.9) |
Other financing activities, net | (1.9) | (2.1) |
Net cash used in financing activities | (255.4) | (206.4) |
Effect of exchange rate changes | (0.2) | 0.6 |
Increase in cash and cash equivalents | 19.5 | 40 |
Cash and cash equivalents classified within current assets held for sale, beginning of period | 0.3 | 0 |
Cash and cash equivalents, beginning of period | 184.6 | 139.5 |
Cash and cash equivalents, end of period | 204.4 | 179.5 |
Supplemental disclosures: | ||
Income taxes paid | 4.1 | 7.5 |
Interest paid | 22.6 | 15.3 |
Noncash investing and financing activities: | ||
Debt issuance costs included in accounts payable and accrued liabilities | 0 | 1 |
Deferred tax asset established on date of acquisition | 0 | 0.1 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 0 | 247.6 |
Finance lease obligations | 1.5 | 1.7 |
Operating lease additions, net of terminations | 1.6 | 0 |
Fixed assets included in accounts payable and accrued liabilities | 0.7 | 0.7 |
Dividend payable included in other liabilities | 1 | 0.1 |
Gain on sale of assets | 3.5 | 0 |
Held for sale assets contributed to a nonpublic company | $ 65.9 | $ 0 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Cash Flows [Abstract] | ||
Cash acquired from acquisition | $ 0 | $ 3.7 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Organization | Organization: Verisk Analytics, Inc. and its consolidated subsidiaries (“Verisk” or the “Company”) is a data analytics provider serving customers in insurance, energy and specialized markets, and financial services. Using various technologies to collect and analyze billions of records, Verisk draws on numerous data assets and domain expertise to provide first-to-market innovations that are integrated into customer workflows. Verisk offers predictive analytics and decision support solutions to customers in rating, underwriting, claims, catastrophe and weather risk, global risk analytics, natural resources intelligence, economic forecasting, and many other fields. Around the world, Verisk helps customers protect people, property, and financial assets. Verisk was established to serve as the parent holding company of Insurance Services Office, Inc. (“ISO”) upon completion of the initial public offering (“IPO”), which occurred on October 9, 2009. ISO was formed in 1971 as an advisory and rating organization for the property and casualty ("P&C") insurance industry to provide statistical and actuarial services, to develop insurance programs and to assist insurance companies in meeting state regulatory requirements. Over the past decade, the Company broadened its data assets, entered new markets, placed a greater emphasis on analytics, and pursued strategic acquisitions. Verisk trades under the ticker symbol “VRSK” on the Nasdaq Global Select Market. Since January 2020, an outbreak of the 2019 novel coronavirus (“COVID-19”) has evolved into a worldwide pandemic. The Company has modified its operations in line with its business continuity plans due to COVID-19. While its facilities generally remain open, the Company is making extensive use of the work-from-home model at this moment. On a daily basis, management is reviewing the Company's operations and there have been to date minimal interruptions in the Company's customer facing operations. Given the digital nature of the Company's business and the move toward cloud enablement, the Company expects to remain operationally stable and fully available to customers. The Company is in compliance with all financial covenants and has not observed a loss of any significant customers, a significant deterioration in the collectability of receivables, a significant reduction in its liquidity, nor a significant decline in subscription renewal rates. The Company has analyzed its solutions and services to assess the impact of COVID-19 on its revenue streams. The Company has not identified any material impact of COVID-19 on approximately 85% of its revenues at this point, as much of these revenues are subscription in nature and subject to long-term contracts. Of the remaining 15% , the Company has identified specific solutions and services, largely transactional in nature, that are being impacted by COVID-19. The primary causal factors are lower auto and travel insurance activity, the inability to enter commercial buildings to perform engineering analyses, decreased capital expenditure in the energy sector, and reduced levels of advertising by financial institutions and marketers. A portion of the revenue attributable to these solutions could be negatively impacted by COVID-19. The impact on many of these solutions is expected to be modest, with the deepest impacts felt in the categories of travel insurance analytics, auto underwriting and claims analytics, consulting services to the energy industry, and spend informed analytic solutions in financial services. Although the Company has experienced a decline in revenue attributable to these specific solutions in the last two weeks of March 2020, the impact on the quarter was modest, and the Company does not anticipate lasting impacts of a material nature to its long-term growth profile. As the global outbreak of COVID-19 is still rapidly evolving, management continues to closely monitor its impact on the Company’s business. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting Policies: The accompanying unaudited condensed consolidated financial statements have been prepared on the basis of accounting principles generally accepted in the U.S. (“U.S. GAAP”). The preparation of financial statements in conformity with these accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates include acquisition purchase price allocations, the fair value of goodwill, the realization of deferred tax assets and liabilities, acquisition related liabilities, fair value of stock-based compensation for stock options granted, and assets and liabilities for pension and postretirement benefits. Actual results may ultimately differ from those estimates. The condensed consolidated financial statements as of March 31, 2020 and for the three months ended March 31, 2020 and 2019 , in the opinion of management, include all adjustments, consisting of normal recurring items, to present fairly the Company’s financial position, results of operations and cash flows. The operating results for the three months ended March 31, 2020 are not necessarily indicative of the results to be expected for the full year. The condensed consolidated financial statements and related notes as of and for the three months ended March 31, 2020 have been prepared on the same basis as and should be read in conjunction with the annual report on Form 10-K for the year ended December 31, 2019 . Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules of the SEC. Certain reclassifications, including reflecting operating lease right-of-use assets, net, operating lease liabilities, and acquisition-related liabilities as a separate line item in 2019, have been made within the condensed consolidated statements of cash flows to conform to the respective 2020 presentation. The Company believes the disclosures made are adequate to keep the information presented from being misleading. Recent Accounting Pronouncements Accounting Standard Description Effective Date Effect on Consolidated Financial Statements or Other Significant Matters Financial Instruments—Credit Losses (Topic 326) In June 2016, Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-13, "Measurement of Credit Losses on Financial Instruments" ("Topic 326") Topic 326 replaces the current “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the Current Expected Credit Loss ("CECL") model. Under the CECL model, an entity is required to present certain financial assets carried at amortized cost, such as trade receivables, at the net amount expected to be collected. The measurement of expected credit losses is to be based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. This measurement takes place at the time the financial asset is first added to the balance sheet and periodically thereafter. This differs significantly from the “incurred loss” model required under U.S. GAAP, which delays recognition until it is probable a loss has been incurred. The Company adopted these amendments on January 1, 2020. Refer to the accompanying condensed consolidated statements of changes in stockholders' equity for the adjustment of the opening retained earnings and Note 4. Fair Value Measurements for further discussions. Reference Rate Reform (Topic 848) In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-04, "Facilitation of the Effects of Reference Rate Reform on Financial Reporting" ("ASU No. 2020-04"). The amendment in this update provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendment in this update applies only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendment does not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The amendment in this update is effective for all entities as of March 12, 2020 through December 31, 2022. The Company adopted this amendment on March 12, 2020. There was no impact to the condensed consolidated financial statements as of and for the three months ended March 31, 2020. The Company continues to monitor the transition of LIBOR to alternative reference rate measures that will likely become effective post December 2021. |
Revenues
Revenues | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues: Disaggregated revenues by type of service and by country are provided below for the three months ended March 31, 2020 and 2019 . No individual customer or country outside of the U.S. accounted for 10.0% or more of the Company's consolidated revenues for the three months ended March 31, 2020 or 2019 . Three Months Ended March 31, 2020 2019 Insurance: Underwriting & rating $ 344.1 $ 305.9 Claims 145.3 147.7 Total Insurance 489.4 453.6 Energy and Specialized Markets 160.1 128.4 Financial Services 40.3 43.0 Total revenues $ 689.8 $ 625.0 Three Months Ended March 31, 2020 2019 Revenues: U.S. $ 523.6 $ 480.6 U.K. 45.8 44.2 Other countries 120.4 100.2 Total revenues $ 689.8 $ 625.0 Contract assets are defined as an entity's right to consideration in exchange for goods or services that the entity has transferred to a customer when that right is conditioned on something other than the passage of time. As of March 31, 2020 and December 31, 2019 , the Company had no contract assets. Contract liabilities are defined as an entity's obligation to transfer goods or services to a customer for which the entity has received consideration (an amount of consideration is due) from the customer. As of March 31, 2020 and December 31, 2019 , the Company had contract liabilities of $672.2 million and $443.2 million , respectively. The $229.0 million increase in contract liabilities from December 31, 2019 to March 31, 2020 was primarily due to billings of $314.5 million that were paid in advance, partially offset by $85.5 million of revenue recognized in the three months ended March 31, 2020 . Contract liabilities, which are current and noncurrent, are included in "Deferred revenues" and "Other liabilities" in the condensed consolidated balance sheet, respectively, as of March 31, 2020 and December 31, 2019 . The Company’s most significant remaining performance obligations relate to providing customers with the right to use and update the online content over the remaining contract term. Revenues expected to be recognized in the future related to performance obligations, included within our deferred revenue and other liabilities, that are unsatisfied were $672.2 million and $443.2 million as of March 31, 2020 and December 31, 2019 , respectively. The disclosure of the timing for satisfying the performance obligation is based on the requirements of contracts with customers. However, from time to time, these contracts may be subject to modifications, impacting the timing of satisfying the performance obligations. These performance obligations, which are expected to be satisfied within one year, comprised approximately 99.0% of the balance at March 31, 2020 and December 31, 2019 . The Company recognizes an asset for incremental costs of obtaining a contract with a customer if it expects the benefits of those costs to be longer than one year. As of March 31, 2020 and December 31, 2019 , the Company had deferred commissions of $66.7 million and $63.7 million , respectively, which have been included in "Prepaid expenses" and "Other noncurrent assets" in the accompanying condensed consolidated balance sheets. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements: Certain assets and liabilities of the Company are reported at fair value in the accompanying condensed consolidated balance sheets. To increase consistency and comparability of assets and liabilities recorded at fair value, Accounting Standards Codification ("ASC") 820-10, Fair Value Measurements (“ASC 820-10”), established a three-level fair value hierarchy to prioritize the inputs to valuation techniques used to measure fair value. ASC 820-10 requires disclosures detailing the extent to which companies measure assets and liabilities at fair value, the methods and assumptions used to measure fair value and the effect of fair value measurements on earnings. In accordance with ASC 820-10, the Company applied the following fair value hierarchy: Level 1 - Assets or liabilities for which the identical item is traded on an active exchange, such as publicly-traded instruments. Level 2 - Assets or liabilities valued based on observable market data for similar instruments. Level 3 - Assets or liabilities for which significant valuation assumptions are not readily observable in the market; instruments valued based on the best available data, some of which are internally-developed, and considers risk premiums that market participants would require. The fair values of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, and short-term debt approximate their carrying amounts because of the short-term nature of these instruments. The investments in registered investment companies, which are Level 1 assets measured at fair value on a recurring basis, were $3.0 million and $3.6 million as of March 31, 2020 and December 31, 2019 , respectively. The investments in registered investment companies are valued using quoted prices in active markets multiplied by the number of shares owned and were included in "Other current assets" in the accompanying condensed consolidated balance sheet. For the three months ended March 31, 2020 , the Company determined the provision for credit losses related to accounts receivable and investments in registered investment companies was immaterial. The Company elected not to carry its long-term debt at fair value. The carrying value of the long-term debt represents amortized cost, inclusive of unamortized premium, and net of unamortized discount and debt issuance costs. The Company assesses the fair value of these financial instruments based on an estimate of interest rates available to the Company for financial instruments with similar features, the Company’s current credit rating and spreads applicable to the Company. The following table summarizes the carrying value and estimated fair value of these financial instruments as of March 31, 2020 and December 31, 2019 , respectively: 2020 2019 Fair Value Hierarchy Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Financial instruments not carried at fair value: Long-term debt excluding finance lease liabilities and syndicated revolving credit facility debt issuance costs Level 2 $ 2,650.5 $ 2,895.0 $ 2,650.4 $ 2,902.2 On February 1, 2020, the sale of the aerial imagery sourcing group was completed. The Company contributed the assets related to the disposed business and cash of $63.8 million in exchange for a non-controlling 35.0% ownership interest in a nonpublic company, Vexcel Group, Inc ("Vexcel"). As of March 31, 2020, the Company had an equity investment of $129.7 million related to such interest accounted for in accordance with ASC 820-10. The value of the equity investment is based on management estimates with the assistance of valuations performed by third party specialists. This investment was included in "Other noncurrent assets" in the accompanying condensed consolidated balance sheet. For the three months ended March 31, 2020 , there was no provision for credit losses related to this investment. Refer to Note 6. Dispositions for further discussion. As of March 31, 2020 and December 31, 2019 , the Company had securities of $14.0 million , which were accounted for under ASC 323-10-25, The Equity Method of Accounting for Investments in Common Stock ("ASC 323-10-25"). The Company does not have the ability to exercise significant influence over the investees’ operating and financial policies. As of March 31, 2020 and December 31, 2019 , the Company also had an investment in a limited partnership of $13.8 million and $13.1 million , respectively, accounted for in accordance with ASC 323-10-25 as an equity method investment. These investments were included in "Other noncurrent assets" in the accompanying condensed consolidated balance sheet. For the three months ended March 31, 2020 , there was no provision for credit losses related to these investments. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases: The Company has operating and finance leases for corporate offices, data centers, and certain equipment that are accounted for under ASC 842. The leases have remaining lease terms ranging from one year to fourteen years , some of which include the options to extend the leases for up to twenty years , and some of which include the options to terminate the leases within one year. Extension and termination options are considered in the calculation of the right-of-use (“ROU”) assets and lease liabilities when the Company determines it is reasonably certain that it will exercise those options. The following table presents lease cost, cash paid for amounts included in the measurement of lease liabilities, ROU assets obtained, weighted-average remaining lease terms, and weighted-average discount rates for finance and operating leases for the three months ended March 31, 2020 and 2019 , respectively. Three Months Ended March 31, 2020 2019 Lease cost: Operating lease cost (1) $ 12.4 $ 12.1 Finance lease cost Depreciation of finance lease assets (2) 1.6 2.8 Interest on finance lease liabilities (3) 0.2 0.4 Total lease cost $ 14.2 $ 15.3 Other information: Cash paid for amounts included in the measurement of lease liabilities Operating cash outflows from operating leases $ (13.6 ) $ (12.5 ) Operating cash outflows from finance leases $ (0.2 ) $ (0.4 ) Financing cash outflows from finance leases $ (1.9 ) $ (2.1 ) Weighted-average remaining lease term - operating leases 9.3 years 9.7 years Weighted-average remaining lease term - finance leases 2.2 years 2.8 years Weighted-average discount rate - operating leases 4.0 % 3.9 % Weighted-average discount rate - finance leases 3.7 % 4.4 % _______________ (1) Included in "Cost of revenues" and "Selling, general and administrative" expenses in the accompanying condensed consolidated statements of operations (2) Included in "Depreciation and amortization of fixed assets" in the accompanying condensed consolidated statements of operations (3) Included in "Interest expense" in the accompanying condensed consolidated statements of operations The ROU assets and lease liabilities for finance leases were $9.6 million and $7.8 million , respectively, as of March 31, 2020 . The ROU assets and lease liabilities for finance leases were $9.9 million and $7.7 million , respectively, as of December 31, 2019 . The ROU assets for finance leases were included in "Fixed assets, net" in the accompanying condensed consolidated balance sheets. The lease liabilities for finance leases were included in the "Short-term debt and current portion of long-term debt" and "Long-term debt" in the accompanying condensed consolidated balance sheets (see Note 9. Debt). Maturities of lease liabilities for the remainder of 2020 and the years through 2026 and thereafter are as follows: March 31, 2020 Years Ending Operating Leases Finance Leases 2020 $ 36.2 $ 4.4 2021 39.1 3.0 2022 35.3 0.7 2023 30.5 0.1 2024 21.2 — 2025 18.8 — 2026 and thereafter 109.7 — Total lease payments 290.8 8.2 Less: Amount representing interest (53.5 ) (0.4 ) Present value of total lease payments $ 237.3 $ 7.8 |
Leases | Leases: The Company has operating and finance leases for corporate offices, data centers, and certain equipment that are accounted for under ASC 842. The leases have remaining lease terms ranging from one year to fourteen years , some of which include the options to extend the leases for up to twenty years , and some of which include the options to terminate the leases within one year. Extension and termination options are considered in the calculation of the right-of-use (“ROU”) assets and lease liabilities when the Company determines it is reasonably certain that it will exercise those options. The following table presents lease cost, cash paid for amounts included in the measurement of lease liabilities, ROU assets obtained, weighted-average remaining lease terms, and weighted-average discount rates for finance and operating leases for the three months ended March 31, 2020 and 2019 , respectively. Three Months Ended March 31, 2020 2019 Lease cost: Operating lease cost (1) $ 12.4 $ 12.1 Finance lease cost Depreciation of finance lease assets (2) 1.6 2.8 Interest on finance lease liabilities (3) 0.2 0.4 Total lease cost $ 14.2 $ 15.3 Other information: Cash paid for amounts included in the measurement of lease liabilities Operating cash outflows from operating leases $ (13.6 ) $ (12.5 ) Operating cash outflows from finance leases $ (0.2 ) $ (0.4 ) Financing cash outflows from finance leases $ (1.9 ) $ (2.1 ) Weighted-average remaining lease term - operating leases 9.3 years 9.7 years Weighted-average remaining lease term - finance leases 2.2 years 2.8 years Weighted-average discount rate - operating leases 4.0 % 3.9 % Weighted-average discount rate - finance leases 3.7 % 4.4 % _______________ (1) Included in "Cost of revenues" and "Selling, general and administrative" expenses in the accompanying condensed consolidated statements of operations (2) Included in "Depreciation and amortization of fixed assets" in the accompanying condensed consolidated statements of operations (3) Included in "Interest expense" in the accompanying condensed consolidated statements of operations The ROU assets and lease liabilities for finance leases were $9.6 million and $7.8 million , respectively, as of March 31, 2020 . The ROU assets and lease liabilities for finance leases were $9.9 million and $7.7 million , respectively, as of December 31, 2019 . The ROU assets for finance leases were included in "Fixed assets, net" in the accompanying condensed consolidated balance sheets. The lease liabilities for finance leases were included in the "Short-term debt and current portion of long-term debt" and "Long-term debt" in the accompanying condensed consolidated balance sheets (see Note 9. Debt). Maturities of lease liabilities for the remainder of 2020 and the years through 2026 and thereafter are as follows: March 31, 2020 Years Ending Operating Leases Finance Leases 2020 $ 36.2 $ 4.4 2021 39.1 3.0 2022 35.3 0.7 2023 30.5 0.1 2024 21.2 — 2025 18.8 — 2026 and thereafter 109.7 — Total lease payments 290.8 8.2 Less: Amount representing interest (53.5 ) (0.4 ) Present value of total lease payments $ 237.3 $ 7.8 |
Dispositions
Dispositions | 3 Months Ended |
Mar. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Dispositions | Dispositions: In the fourth quarter of 2019 , the Company’s compliance background screening business and the aerial imagery sourcing group within the remote imagery business qualified as assets held for sale. These assets held for sale were part of the claims category within the Company’s Insurance segment as of December 31, 2019 . On February 1, 2020, the sale of the aerial imagery sourcing group was completed. The Company contributed assets related to the disposed business, including cash of $63.8 million , in exchange for a non-controlling 35.0% ownership interest in a nonpublic company, Vexcel. The Company determined the fair value of the equity securities associated with the non-controlling ownership interest in Vexcel with the assistance of valuations performed by third party specialists, discounted cash flow analysis and estimates made by management. The equity securities were concluded not to have a readily determinable fair value and did not qualify for the practical expedient to estimate fair value in accordance with ASC 820-10. At each subsequent reporting period, the Company is required perform a qualitative assessment considering impairment indicators to evaluate whether the investment is impaired. The contributed assets approximated the fair value of the equity securities related to the non-controlling ownership interest; therefore, there was no gain or loss recorded in conjunction with this disposition for the three months ended March 31, 2020 . On February 14, 2020, the sale of the compliance background screening business was completed for net cash proceeds of $23.1 million . A gain of $15.9 million was included in "Other operating income" within the accompanying condensed consolidated statements of operations for the three months ended March 31, 2020 . In the first quarter of 2020 , the Company's data warehouse business within the Financial Services segment qualified as assets held for sale and was sold on March 1, 2020. The Company recorded a gain of $3.5 million in "Other operating income" within the accompanying condensed consolidated statements of operations for the three months ended March 31, 2020 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets: The following is a summary of the change in goodwill from December 31, 2019 through March 31, 2020 , both in total and as allocated to the Company’s operating segments: Insurance Energy and Specialized Markets Financial Services Total Goodwill at December 31, 2019 $ 998.8 $ 2,389.5 $ 476.0 $ 3,864.3 Purchase accounting reclassifications 2.9 (1.8 ) (0.2 ) 0.9 Current period adjustment (1) 21.4 (19.5 ) — 1.9 Foreign currency translation (25.4 ) (98.1 ) (1.0 ) (124.5 ) Goodwill at March 31, 2020 $ 997.7 $ 2,270.1 $ 474.8 $ 3,742.6 _______________ (1) Of which $19.5 million relates to a segment reclassification, refer to Note 13. Segment Reporting Goodwill and intangible assets with indefinite lives are subject to impairment testing annually as of June 30, or whenever events or changes in circumstances indicate that the carrying amount may not be fully recoverable. Goodwill impairment testing compares the carrying value of each reporting unit to its fair value. If the fair value of the reporting unit exceeds the carrying value of the net assets, including goodwill assigned to that reporting unit, goodwill is not impaired. If the carrying value of the reporting unit’s net assets including goodwill exceeds the fair value of the reporting unit, then the Company will determine the implied fair value of the reporting unit’s goodwill. If the carrying value of a reporting unit’s goodwill exceeds its implied fair value, then an impairment loss is recorded for the difference between the carrying amount and the implied fair value of goodwill. The Company completed the required annual impairment test as of June 30, 2019 and concluded that there was no impairment of goodwill. There were no triggering events for the three months ended March 31, 2020 that would impact the results of the impairment test performed as of June 30, 2019. As a result of COVID-19 and the current economic environment, near-term pressures may adversely affect the Company's ability to grow as anticipated, which could lead to a potential impairment. The Company’s intangible assets and related accumulated amortization consisted of the following: Weighted Average Useful Life Cost Accumulated Amortization Net March 31, 2020 Technology 7 years $ 510.0 $ (298.3 ) $ 211.7 Marketing 16 years 252.3 (95.7 ) 156.6 Contract 6 years 5.0 (5.0 ) — Customer 13 years 876.6 (289.3 ) 587.3 Database 19 years 458.5 (107.5 ) 351.0 Total intangible assets $ 2,102.4 $ (795.8 ) $ 1,306.6 December 31, 2019 Technology 7 years $ 519.2 $ (291.9 ) $ 227.3 Marketing 16 years 265.3 (94.3 ) 171.0 Contract 6 years 5.0 (5.0 ) — Customer 13 years 901.2 (278.0 ) 623.2 Database 19 years 484.6 (107.2 ) 377.4 Total intangible assets $ 2,175.3 $ (776.4 ) $ 1,398.9 Amortization expense related to intangible assets for the three months ended March 31, 2020 and 2019 was $41.0 million and $ 33.2 million , respectively. Estimated amortization expense for the remainder of 2020 and the years through 2025 and thereafter for intangible assets subject to amortization is as follows: Year Amount 2020 $ 120.4 2021 149.2 2022 138.1 2023 126.3 2024 121.8 2025 and thereafter 650.8 $ 1,306.6 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes: The Company’s effective tax rate for the three months ended March 31, 2020 was 20.8% compared to the effective tax rate for the three months ended March 31, 2019 of 21.0% . The effective tax rate for the three months ended March 31, 2020 was lower than the March 31, 2019 effective tax rate primarily due to higher tax benefits from equity compensation and lower nondeductible earnout expenses in the current period versus the prior period. These benefits were partially offset by tax expense recorded in the current period in connection with the Company’s disposition of its aerial imagery sourcing business resulting from differences in the book and tax basis of the assets and entities disposed. The difference between statutory tax rates and the Company’s effective tax rate is primarily due to tax benefits attributable to equity compensation, offset by additional state and local taxes. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt: The following table presents short-term and long-term debt by issuance as of March 31, 2020 and December 31, 2019 : Issuance Date Maturity Date 2020 2019 Short-term debt and current portion of long-term debt: Syndicated revolving credit facility Various Various $ 440.0 $ 495.0 Finance lease liabilities (1) Various Various 4.0 4.4 Short-term debt and current portion of long-term debt 444.0 499.4 Long-term debt: Senior notes: 4.125% senior notes, inclusive of unamortized premium, and net of unamortized discount and debt issuance costs of $13.5 and $13.9, respectively 03/06/2019 03/15/2029 613.5 613.9 4.000% senior notes, less unamortized discount and debt issuance costs of $(6.4) and $(6.7), respectively 05/15/2015 06/15/2025 893.6 893.3 5.500% senior notes, less unamortized discount and debt issuance costs of $(4.5) and $(4.5), respectively 05/15/2015 06/15/2045 345.5 345.5 4.125% senior notes, less unamortized discount and debt issuance costs of $(1.5) and $(1.6), respectively 09/12/2012 09/12/2022 348.5 348.4 5.800% senior notes, less unamortized discount and debt issuance costs of $(0.6) and $(0.7), respectively 04/06/2011 05/01/2021 449.4 449.3 Finance lease liabilities (1) Various Various 3.8 3.3 Syndicated revolving credit facility debt issuance costs Various Various (1.9 ) (2.1 ) Long-term debt 2,652.4 2,651.6 Total debt $ 3,096.4 $ 3,151.0 _______________ (1) Refer to Note 5. Leases As of March 31, 2020 and December 31, 2019 , the Company had senior notes with an aggregate principal amount of $2,650.0 million outstanding and was in compliance with their financial and other debt covenants. As of March 31, 2020 , the Company had a $1,000.0 million committed senior unsecured Credit Facility with Bank of America N.A., HSBC Bank USA, N.A., JP Morgan Chase Bank, N.A., Wells Fargo Bank, National Association, Citibank, N.A., Credit Suisse AG, Cayman Islands Branch, Morgan Stanley Bank, N.A., TD Bank, N.A., and the Northern Trust Company. The Credit Facility may be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions, dividends, and the share repurchase program (the "Repurchase Program"). As of March 31, 2020 , the Company was in compliance with all financial and other debt covenants under the Credit Facility. As of March 31, 2020 and December 31, 2019 , the available capacity under the Credit Facility was $555.4 million and $500.2 million , net of the letters of credit of $4.6 million and $4.8 million , respectively. Subsequent to March 31, 2020 , the Company had borrowings of $20.0 million and repayments of $60.0 million on the Credit Facility. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity: The Company has 2,000,000,000 shares of authorized common stock as of March 31, 2020 and December 31, 2019 . The Company's common shares have rights to any dividend declared by the board of directors (the "Board"), subject to any preferential or other rights of any outstanding preferred stock, and voting rights to elect all current members of the Board. The Company has 80,000,000 shares of authorized preferred stock, par value $0.001 per share. The preferred shares have preferential rights over the common shares with respect to dividends and net distribution upon liquidation. The Company did no t issue any preferred shares as of March 31, 2020 . At March 31, 2020 and December 31, 2019 , the adjusted closing price of Verisk's common stock was $139.38 and $149.07 per share, respectively. On February 12, 2020, the Company’s Board approved a cash dividend of $0.27 per share of common stock issued and outstanding to the holders of record as of March 13, 2020. A cash dividend of $43.9 million was paid on March 31, 2020 and recorded as a reduction to retained earnings. The Company paid a cash dividend of $40.9 million on March 29, 2019 at $0.25 per share of common stock issued and outstanding to the holders of record as of March 15, 2019. Share Repurchase Program Since May 2010, the Company has authorized repurchases of up to $3,800.0 million of its common stock through its Repurchase Program, inclusive of the $500.0 million authorization approved by the Board on February 12, 2020. Since the introduction of share repurchase as a feature of the Company's capital management strategies in 2010, the Company has repurchased shares with an aggregate value of $3,346.2 million . As of March 31, 2020 , the Company had $453.8 million available to repurchase shares through its Repurchase Program. The Company has no obligation to repurchase stock under this program and intends to use this authorization as a means of offsetting dilution from the issuance of shares under the Verisk 2013 Equity Incentive Plan (the "2013 Incentive Plan"), the Verisk 2009 Equity Incentive Plan (the “2009 Incentive Plan”), the Company's sharesave plan (“UK Sharesave Plan”), and the employee stock purchase plan ("ESPP") while providing flexibility to repurchase additional shares if warranted. This authorization has no expiration date and may be increased, reduced, suspended, or terminated at any time. Shares that are repurchased under the Repurchase Program will be recorded as treasury stock and will be available for future issuance. In December 2019, the Company entered into an Accelerated Share Repurchase ("ASR") agreement to repurchase shares of its common stock for an aggregate purchase price of $50.0 million with HSBC Bank USA, N.A. The ASR agreement is accounted as a treasury stock transaction and forward stock purchase agreement indexed to the Company's common stock. The forward stock purchase agreement is classified as an equity instrument under ASC 815-40, Contracts in Entity's Own Equity ("ASC 815-40") and deemed to have a fair value of zero at the respective effective date. Upon payment of the aggregate purchase price on January 2, 2020, the Company received an aggregate delivery of 267,845 shares of its common stock at a price of $149.34 . Upon the final settlement of the ASR agreement in February 2020, the Company received additional 40,901 shares as determined by the volume weighted average share price of Verisk's common stock during the term of the ASR agreement. The aggregate purchase price was recorded as a reduction to stockholders' equity in the Company's condensed consolidated statements of changes in stockholders' equity for the three months ended March 31, 2020 . These repurchases of 308,746 shares for the three months ended March 31, 2020 resulted in a reduction of outstanding shares used to calculate the weighted average common shares outstanding for basic and diluted earnings per share ("EPS"). During the three months ended March 31, 2020 , the Company repurchased 1,124,368 shares of common stock with an aggregate value of $173.8 million as part of the Repurchase Program, inclusive of the ASR, at a weighted average price of $154.56 per share. The Company utilized cash from operations and borrowings from its Credit Facility to fund these repurchases. Treasury Stock As of March 31, 2020 , the Company’s treasury stock consisted of 381,504,906 shares of common stock, carried at cost. During the three months ended March 31, 2020 , the Company transferred 460,936 shares of common stock from the treasury shares at a weighted average treasury stock price of $10.31 per share. Earnings Per Share Basic EPS is computed by dividing net income by the weighted average number of common shares outstanding during the period. The computation of diluted EPS is similar to the computation of basic EPS except that the denominator is increased to include the number of additional common shares that would have been outstanding, using the treasury stock method, if the dilutive potential common shares, including vested and nonvested stock options, nonvested restricted stock awards, nonvested restricted stock units, nonvested performance awards consisting of performance share units (“PSU”), and nonvested deferred stock units, had been issued. The following is a presentation of the numerators and denominators of the basic and diluted EPS computations for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Numerator used in basic and diluted EPS: Net income $ 171.7 $ 134.4 Denominator: Weighted average number of common shares used in basic EPS 162,894,306 163,528,343 Effect of dilutive shares: Potential common shares issuable from stock options and stock awards 2,829,814 3,016,602 Weighted average number of common shares and dilutive potential common shares used in diluted EPS 165,724,120 166,544,945 The potential shares of common stock that were excluded from diluted EPS were 1,009,520 and 49,820 for the three months ended March 31, 2020 and 2019 , respectively, because the effect of including these potential shares was anti-dilutive. Accumulated Other Comprehensive Losses The following is a summary of accumulated other comprehensive losses as of March 31, 2020 and December 31, 2019 : 2020 2019 Foreign currency translation adjustment $ (572.7 ) $ (400.1 ) Pension and postretirement adjustment, net of tax (86.0 ) (86.8 ) Accumulated other comprehensive losses $ (658.7 ) $ (486.9 ) The before tax and after tax amounts of other comprehensive (loss) income for the three months ended March 31, 2020 and 2019 are summarized below: Before Tax Tax (Expense) Benefit After Tax For the Three Months Ended March 31, 2020 Foreign currency translation adjustment $ (172.6 ) $ — $ (172.6 ) Pension and postretirement adjustment before reclassifications 2.1 (0.6 ) 1.5 Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses (1) (1.0 ) 0.3 (0.7 ) Pension and postretirement adjustment 1.1 (0.3 ) 0.8 Total other comprehensive loss $ (171.5 ) $ (0.3 ) $ (171.8 ) For the Three Months Ended March 31, 2019 Foreign currency translation adjustment $ 58.5 $ — $ 58.5 Pension and postretirement adjustment before reclassifications 2.8 (0.7 ) 2.1 Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses (1) (1.3 ) 0.3 (1.0 ) Pension and postretirement adjustment 1.5 (0.4 ) 1.1 Total other comprehensive income $ 60.0 $ (0.4 ) $ 59.6 _______________ (1) These accumulated other comprehensive loss components, before tax, are included under “Cost of revenues” and “Selling, general and administrative” in the accompanying condensed consolidated statements of operations. These components are also included in the computation of net periodic (benefit) cost (see Note 12. Pension and Postretirement Benefits for additional details). |
Equity Compensation Plans
Equity Compensation Plans | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Equity Compensation Plans | Equity Compensation Plans: Equity Compensation Plans All of the Company’s outstanding stock options, restricted stock awards, deferred stock units, and PSUs are covered under the 2013 Incentive Plan or 2009 Incentive Plan. Awards under the 2013 Incentive Plan may include one or more of the following types: (i) stock options (both nonqualified and incentive stock options), (ii) stock appreciation rights, (iii) restricted stock, (iv) restricted stock units, (v) performance awards, (vi) other share-based awards, and (vii) cash. Employees, directors and consultants are eligible for awards under the 2013 Incentive Plan. The Company transferred common stock under these plans from the Company’s treasury shares. As of March 31, 2020 , there were 3,075,647 shares of common stock reserved and available for future issuance under the 2013 Incentive Plan. Cash received from stock option exercises for the three months ended March 31, 2020 and 2019 was $19.2 million and $11.6 million , respectively. The Company granted equity awards to key employees of the Company. The nonqualified stock options have an exercise price equal to the adjusted closing price of the Company’s common stock on the grant date, with a ten -year contractual term. The fair value of the restricted stock is determined using the closing price of the Company’s common stock on the grant date. The restricted stock is not assignable or transferable until it becomes vested. PSUs vest at the end of a three -year performance period, subject to the recipient’s continued service. Each PSU represents the right to receive one share of Verisk common stock and the ultimate realization is based on the Company’s achievement of certain market performance criteria and may range from 0% to 200% of the recipient’s target levels of 100% established on the grant date. The fair value of PSUs is determined on the grant date using the Monte Carlo Simulation model. The Company recognizes the expense of the equity awards ratably over the vesting period, which could be up to four years . On January 15, 2020, the Company granted 882,749 stock options, 148,658 shares of restricted stock, and 50,736 performance share units to key employees. The 882,749 stock options and 141,725 shares of restricted stock have a graded service vesting period of four years , while 6,933 shares of restricted stock have a four -year cliff vesting period, and 50,736 performance share units have a three-year performance period, subject to the recipients' continued service. A summary of the status of the stock options, restricted stock, and PSUs awarded under the 2013 Incentive Plan as of December 31, 2019 and March 31, 2020 and changes during the interim period are presented below: Stock Option Restricted Stock PSU Number Weighted Aggregate Number of Shares Weighted Average Grant Date Fair Value Per Share Number of Shares Weighted Average Grant Date Fair Value Per Share (in millions) Outstanding at December 31, 2019 6,432,814 $ 79.51 $ 449.2 428,729 $ 107.96 93,960 $ 158.50 Granted 883,282 $ 158.63 149,040 $ 158.62 50,736 $ 192.93 Dividend reinvestment — $ — — $ — 268 Not applicable Exercised or lapsed (449,007 ) $ 43.28 $ 50.7 (2,478 ) $ 107.87 — Canceled, expired or forfeited (49,672 ) $ 113.26 (8,842 ) $ 118.60 — Outstanding at March 31, 2020 6,817,417 $ 91.86 $ 324.0 566,449 $ 121.00 144,964 $ 170.40 Exercisable at March 31, 2020 3,808,076 $ 66.94 $ 275.9 Exercisable at December 31, 2019 4,175,855 $ 65.05 $ 352.0 Nonvested at March 31, 2020 3,008,420 566,449 145,121 Expected to vest at March 31, 2020 2,604,017 487,007 288,444 (1) _______________ (1) Includes estimated performance achievement The fair value of the stock options granted for the three months ended March 31, 2020 was estimated using a Black-Scholes valuation model that uses the weighted average assumptions noted in the following table. There were no stock options granted for the three months ended March 31, 2019 . 2020 Option pricing model Black-Scholes Expected volatility 18.17 % Risk-free interest rate 1.59 % Expected term in years 4.3 Dividend yield 0.71 % Weighted average grant date fair value per stock option $ 25.49 The expected term for the stock options granted was estimated based on studies of historical experience and projected exercise behavior. However, for certain awards granted, for which no historical exercise pattern exists, the expected term was estimated using the simplified method. The risk-free interest rate is based on the yield of U.S. Treasury zero coupon securities with a maturity equal to the expected term of the equity award. The volatility factor is calculated using historical daily closing prices over the most recent period that is commensurate with the expected term of the stock option award. The expected dividend yield was based on the Company’s expected annual dividend rate on the date of grant. Intrinsic value for stock options is calculated based on the exercise price of the underlying awards and the adjusted closing price of Verisk common stock as of the reporting date. Excess tax benefits from exercised stock options were recorded as income tax benefit in the condensed consolidated statements of operations. This tax benefit is calculated as the excess of the intrinsic value of options exercised and restricted stock lapsed in excess of compensation recognized for financial reporting purposes. The weighted average remaining contractual terms were 6.29 years and 4.53 years for outstanding and exercisable stock options, respectively, as of March 31, 2020 . As of March 31, 2020 , there was $117.3 million of total unrecognized compensation costs, exclusive of the impact of vesting upon retirement eligibility, related to nonvested stock-based compensation arrangements granted under the 2013 Incentive Plans. That cost is expected to be recognized over a weighted average period of 2.94 years. The total grant date fair value of options vested was $5.6 million and $4.4 million during the three months ended March 31, 2020 and 2019 , respectively. The total grant date fair value of restricted stock vested during the three months ended March 31, 2020 and 2019 was $6.1 million and $4.7 million , respectively. The total grant date fair value of PSUs vested during the three months ended March 31, 2020 and 2019 was $2.1 million and $0.5 million , respectively. The Company’s UK Sharesave Plan offers qualifying employees in the United Kingdom the opportunity to own shares of the Company’s common stock. Employees who elect to participate are granted stock options, of which the exercise price is equal to the adjusted closing price of the Company’s common stock on the grant date discounted by 5% , and enter into a savings contract, the proceeds of which are then used to exercise the options upon the three-year maturity of the savings contract. During the three months ended March 31, 2020 and 2019 , the Company granted no stock options under the UK Sharesave Plan. As of March 31, 2020 , there were 462,040 shares of common stock reserved and available for future issuance under the UK Sharesave Plan. The Company’s ESPP offers eligible employees the opportunity to purchase shares of the Company’s common stock at a discount of its fair market value at the time of purchase. During the three months ended March 31, 2020 and 2019 , the Company issued 9,451 and 8,310 shares of common stock at a weighted discounted price of $132.41 and $126.35 for the ESPP, respectively. As of March 31, 2020 , there were 1,283,317 shares of common stock reserved and available for future issuance under the ESPP. |
Pension and Postretirement Bene
Pension and Postretirement Benefits | 3 Months Ended |
Mar. 31, 2020 | |
Retirement Benefits [Abstract] | |
Pension and Postretirement Benefits | Pension and Postretirement Benefits: The Company maintains a frozen qualified defined benefit pension plan for certain of its employees through membership in the Pension Plan for Insurance Organizations (the “Pension Plan”), a multiple-employer trust. The Company also applies a cash balance formula to determine future benefits. Under the cash balance formula, each participant has an account, which is credited annually based on the interest earned on the previous year-end cash balance. The Company also has a frozen non-qualified supplemental cash balance plan (“SERP”) for certain employees. The SERP is funded from the general assets of the Company. During the first quarter of 2020, the Company changed its investment guidelines on the Pension Plan assets to target investment allocation of 55% to equity securities and 45% to debt securities from its previous target allocation of 60% to equity securities and 40% to debt securities as of December 31, 2019. The Company also provides certain healthcare and life insurance benefits to certain qualifying active and retired employees. The Postretirement Health and Life Insurance Plan (the “Postretirement Plan”), which has been frozen, is contributory, requiring participants to pay a stated percentage of the premium for coverage. The components of net periodic (benefit) cost for the three months ended March 31, are summarized below: Pension Plan and SERP Postretirement Plan For the Three Months Ended March 31, 2020 2019 2020 2019 Interest cost $ 3.3 $ 3.7 $ — $ — Expected return on plan assets (7.6 ) (6.4 ) — — Amortization of net actuarial loss 1.0 1.2 — 0.1 Net periodic (benefit) cost $ (3.3 ) $ (1.5 ) $ — $ 0.1 Employer contributions, net $ 0.2 $ 0.2 $ (0.4 ) $ (0.3 ) The expected contributions to the Pension Plan, SERP and Postretirement Plan for the year ending December 31, 2020 are consistent with the amounts previously disclosed as of December 31, 2019 . |
Segment Reporting
Segment Reporting | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting: ASC 280-10, Disclosures About Segments of an Enterprise and Related Information (“ASC 280-10”), establishes standards for reporting information about operating segments. ASC 280-10 requires that a public business enterprise reports financial and descriptive information about its reportable operating segments. Operating segments are components of an enterprise for which separate financial information is available that is evaluated regularly by the Chief Operating Decision Maker (the "CODM") in deciding how to allocate resources and in assessing performance. The Company’s President and Chief Executive Officer is identified as the CODM as defined by ASC 280-10. The operating segments of the Company are the following: Insurance, Energy and Specialized Markets, and Financial Services. These three operating segments are also the Company's reportable segments. Each of the reportable segments, Insurance, Energy and Specialized Markets, and Financial Services has a portion of its revenue from more than one of the three revenue types described within the Company's revenue recognition policy. Below is the overview of the solutions offered within each reportable segment. Insurance: The Company is the leading provider of statistical, actuarial and underwriting data for the U.S. P&C insurance industry. The Company’s databases include cleansed and standardized records describing premiums and losses in insurance transactions, casualty and property risk attributes for commercial buildings and their occupants and fire suppression capabilities of municipalities. The Company uses this data to create policy language and proprietary risk classifications that are industry standards and to generate prospective loss cost estimates used to price insurance policies, which are accessed via a hosted platform. The Company also develops solutions that its customers use to analyze key processes in managing risk. The Company’s combination of algorithms and analytic methods incorporates its proprietary data to generate solutions. In most cases, the Company’s customers integrate the solutions into their models, formulas or underwriting criteria in order to predict potential loss events, ranging from hurricanes to earthquakes. The Company develops catastrophe and extreme event models and offers solutions covering natural and man-made risks, including acts of terrorism. The Company further develops solutions that allow customers to quantify costs after loss events occur. The Company's multitier, multispectral terrestrial imagery and data acquisition, processing, analytics, and distribution system using the remote sensing and machine learning technologies help gather, store, process, and deliver geographic and spatially referenced information that supports uses in many markets. Additionally, the Company offers fraud-detection solutions including review of data on claim histories, analysis of claims to find emerging patterns of fraud, and identification of suspicious claims in the insurance sector. The Company’s underwriting & rating, insurance anti-fraud claims, catastrophe modeling, loss quantification and aerial imagery solutions are included in this segment. During the first quarter of 2020, the CODM transferred Maplecroft, an immaterial component of the Energy and Specialized Markets segment, to the Insurance segment. Consequently, effective as of the first quarter 2020, Maplecroft became part of the underwriting and rating category within the Insurance segment. The Company previously reported results from Maplecroft under the Energy and Specialized Markets segment. The Company's prior year results have been recast to reflect this change. The related impact to the Company's condensed consolidated financial statements was not material for all periods presented. Energy and Specialized Markets: The Company is a leading provider of data analytics via hosted platform for the global energy, chemicals, and metals and mining industries. Its research and consulting solutions focus on exploration strategies and screening, asset development and acquisition, commodity markets, and corporate analysis in the areas of business environment, business improvement, business strategies, commercial advisory, and transaction support. The Company gathers and manages proprietary information, insight, and analysis on oil and gas fields, mines, refineries and other assets across the interconnected global energy sectors to advise customers in making asset investment and portfolio allocation decisions. The Company also helps businesses and governments better anticipate and manage climate and weather-related risks. The Company's analytical tools measure and observe environmental properties and translate those measurements into actionable information based on customer needs. The Company further offers a suite of data and information services that enable improved compliance with global Environmental Health and Safety requirements related to the safe manufacturing, distribution, transportation, usage, and disposal of chemicals and products. The Company’s energy business, environmental health and safety services and, weather risk solutions are included in this segment. Financial Services: The Company maintains a bank account consortia to provide competitive benchmarking, decisioning algorithms, business intelligence, and customized analytic services that help financial institutions, payment networks and processors, alternative lenders, regulators and merchants make better strategy, marketing, and risk decisions. Customers apply the Company's solutions in the areas of tailored data management and media effectiveness that include business intelligence platforms, profile views, mobile data solutions, enterprise database services, and fraud risk scoring algorithms for marketing, fraud, and risk mitigation. In addition, the Company's bankruptcy management solutions assist creditors, debt servicing businesses and credit services to enhance regulatory compliance by eliminating stay violation and portfolio valuation risk. The three aforementioned operating segments represent the segments for which discrete financial information is available and upon which operating results are regularly evaluated by the CODM in order to assess performance and allocate resources. The Company uses EBITDA as the profitability measure for making decisions regarding ongoing operations. EBITDA is net income before interest expense, provision for income taxes, depreciation and amortization of fixed and intangible assets. EBITDA is the measure of operating results used to assess corporate performance and optimal utilization of debt and acquisitions. Operating expenses consist of direct and indirect costs principally related to personnel, facilities, software license fees, consulting, travel, and third-party information services. Indirect costs are generally allocated to the segments using fixed rates established by management based upon estimated expense contribution levels and other assumptions that management considers reasonable. The Company does not allocate interest expense and provision for income taxes, since these items are not considered in evaluating the segment’s overall operating performance. In addition, the CODM does not evaluate the financial performance of each segment based on assets. See Note 3. Revenues for information on disaggregated revenues by type of service and by country. The following table provides the Company’s revenue and EBITDA by reportable segment for the three months ended March 31, 2020 and 2019 , and the reconciliation of EBITDA to income before income taxes as shown in the accompanying condensed consolidated statements of operations: For the Three Months Ended March 31, 2020 March 31, 2019 Insurance Energy and Specialized Markets Financial Services Total Insurance Energy and Specialized Markets Financial Services Total Revenues $ 489.4 $ 160.1 $ 40.3 $ 689.8 $ 453.6 $ 128.4 $ 43.0 $ 625.0 Expenses: Cost of revenues (exclusive of items shown separately below) (163.3 ) (70.5 ) (23.9 ) (257.7 ) (152.7 ) (54.4 ) (24.3 ) (231.4 ) Selling, general and administrative (68.4 ) (38.9 ) (4.8 ) (112.1 ) (69.7 ) (36.3 ) (5.4 ) (111.4 ) Other operating income 15.9 — 3.5 19.4 — — — — Investment (loss) income and others, net (1.2 ) (0.5 ) (0.4 ) (2.1 ) 0.1 (0.5 ) — (0.4 ) EBITDA $ 272.4 $ 50.2 $ 14.7 337.3 $ 231.3 $ 37.2 $ 13.3 281.8 Depreciation and amortization of fixed assets (46.1 ) (46.6 ) Amortization of intangible assets (41.0 ) (33.2 ) Interest expense (33.5 ) (31.9 ) Income before income taxes $ 216.7 $ 170.1 Long-lived assets by country are provided below: March 31, 2020 December 31, 2019 Long-lived assets: U.S. $ 3,172.0 $ 3,162.5 U.K. 2,505.9 2,685.3 Other countries 436.2 462.5 Total long-lived assets $ 6,114.1 $ 6,310.3 |
Related Parties
Related Parties | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Parties | Related Parties: The Company considers its stockholders that own more than 5.0% of the outstanding stock within the class to be related parties as defined within ASC 850, Related Party Disclosures . As of March 31, 2020 and December 31, 2019 , the Company had no material transactions with related parties owning more than 5.0% |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies: The Company is a party to legal proceedings with respect to a variety of matters in the ordinary course of business, including the matters described below. With respect to ongoing matters, the Company is unable, at the present time, to determine the ultimate resolution of or provide a reasonable estimate of the range of possible loss attributable to these matters or the impact they may have on the Company’s results of operations, financial position or cash flows. In the case of the 360Value Litigation, this is primarily because the matter is generally in early stages and discovery has not yet commenced. Although the Company believes it has strong defenses and intends to vigorously defend these matters, the Company could in the future incur judgments or enter into settlements of claims that could have a material adverse effect on its results of operations, financial position or cash flows. Xactware Solutions, Inc. Patent Litigation On October 8, 2015, the Company was served with a summons and complaint in an action titled Eagle View Technologies, Inc. and Pictometry International Group, Inc. v. Xactware Solutions, Inc. and Verisk Analytics, Inc. filed in the United States District Court for the District of New Jersey. The complaint alleged that the Company’s Roof InSight (now known as Geomni Roof), Property InSight product (now known as Geomni Property) and Aerial Sketch product in combination with the Company's Xactimate product infringe seven patents owned by Eagle View and Pictometry namely, Patent Nos. 8,078,436 (the "436 patent"), 8,170,840 (the "840 patent"), 8,209,152 (the "152 patent"), 8,542,880 (the "880 patent"), 8,818,770 (the "770 patent"), 8,823,732 (the "732 patent"), and 8,825,454 (the "454 patent"). On November 30, 2015, plaintiffs filed a First Amended Complaint adding Patent Nos. 9,129,376 (the "376 patent") and 9,135,737 (the "737 patent") to the lawsuit. The First Amended Complaint sought an entry of judgment by the Court that defendants have and continue to directly infringe and/or indirectly infringe, including by way of inducement the Patents-in-Suit, permanent injunctive relief, damages, costs and attorney’s fees. On May 19, 2017, the District Court entered a Joint Stipulated Order of Partial Dismissal with Prejudice dismissing all claims or assertions pertaining to the 880 and 732 patents, and certain asserted claims of the 436, 840, 152, 770, 454, 376 and 737 patents (collectively the “Patents in Suit”). Eagle View further reduced the number of asserted claims pertaining to the Patents in Suit to 18 asserted claims. Thereafter, Eagle View dropped the 152 patent and further reduced the number of asserted claims from the six remaining Patents in Suit to 11 asserted claims. Fact discovery and expert discovery closed in 2018 and the Company's summary judgment motions were fully submitted on October 26, 2018. On December 6, 2018, the Court denied Eagle View’s motion for summary judgment that a key prior art reference be excluded. On December 20, 2018, the Court denied the Company’s motion for summary judgment of equitable estoppel. On January 29, 2019, the Court denied the Company’s motion for summary judgment of unpatentability pursuant to Section 101 of the Patent Act. Thereafter, Eagle View dropped the 737 patent and further reduced the number of asserted claims from the five remaining Patents in Suit to 6 asserted claims. On September 25, 2019, following a trial, the jury determined that the Company had willfully infringed the 6 asserted claims, and assessed damages in the amount of $125.0 million , for which the Company has recorded a reserve. The impact associated with the reserve was included in the "Selling, general and administrative" in the accompanying condensed consolidated statements of operations for the year ended December 31, 2019. After trial, Eagle View moved for a temporary restraining order (“TRO”) and a permanent injunction preventing the Company's sales of the Geomni Roof, Geomni Property and Aerial Sketch products in combination with Xactimate. The Court granted the motion for a TRO on September 26, 2019 and on October 18, 2019, issued an Order permanently enjoining the Company's sales of the Geomni Roof, Geomni Property and Aerial Sketch products in combination with Xactimate. The Company plans to appeal these results. Eagle View has petitioned the Court to award up to treble damages, together with fees and expenses. The parties' post-trial motions were fully submitted on December 10, 2019 and the parties are awaiting a decision on these motions. The Company has established a $125.0 million reserve in connection with this litigation, however, at this time, it is not reasonably possible to determine the ultimate resolution of this matter. 360Value Litigation On December 10, 2018, the Company was served with a First Amended Complaint filed in the United States District Court for the Northern District of California titled Sheahan, et al. v. State Farm General Insurance Co., Inc., et al. The action is brought by California homeowners, on their own behalf and on behalf of an unspecified putative class of State Farm policyholders whose homes were damaged or lost during the Northern California wildfires of 2017, against State Farm as well as the Company, ISO, and Xactware Solutions, Inc. Plaintiffs served a Second Amended Complaint on January 6, 2019. Like the First Amended Complaint, it alleges that defendants through the use of the Company’s 360Value product conspired to under-insure plaintiffs’ homes by issuing undervalued policies and underestimating the costs of rebuilding those homes. Plaintiffs claim that defendants violated federal antitrust law as well as California consumer protection law and common law. Defendants filed their motions to dismiss the Second Amended Complaint on March 8, 2019. On July 2, 2019, the Court granted those motions, dismissing various claims with leave to amend, and dismissing other claims with prejudice. Plaintiffs filed their Third Amended Complaint on August 1, 2019. As in the Second Amended Complaint plaintiffs claim in the Third Amended Complaint that defendants violated federal antitrust law as well as California consumer protection law and common law. Defendants filed their motions to dismiss the Third Amended Complaint on September 19, 2019. The motions were fully submitted on October 31, 2019 and oral argument was held on February 13, 2020. The Court granted defendants' motions to dismiss the Third Amended Complaint and dismissed all claims against defendants with prejudice on March 4, 2020. Plaintiffs have not filed a notice of appeal regarding the Court's decision. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events: In March 2020, the Company entered into an additional ASR agreement with Bank of America N.A. to repurchase shares of its common stock for an aggregate purchase price of $75.0 million . Upon payment of the aggregate purchase price on April 1, 2020, the Company received an initial delivery of 430,477 shares of its common stock at a price of $139.38 per share, representing approximately $60.0 million of the aggregate purchase price. Upon the final settlement of the ASR agreement in April 2020, the Company received additional 85,231 shares as determined by the volume weighted-average share price of Verisk's common stock during the term of the ASR agreement. See Note 10. Stockholders' Equity for further discussion. ************** |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Standard Description Effective Date Effect on Consolidated Financial Statements or Other Significant Matters Financial Instruments—Credit Losses (Topic 326) In June 2016, Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-13, "Measurement of Credit Losses on Financial Instruments" ("Topic 326") Topic 326 replaces the current “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the Current Expected Credit Loss ("CECL") model. Under the CECL model, an entity is required to present certain financial assets carried at amortized cost, such as trade receivables, at the net amount expected to be collected. The measurement of expected credit losses is to be based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. This measurement takes place at the time the financial asset is first added to the balance sheet and periodically thereafter. This differs significantly from the “incurred loss” model required under U.S. GAAP, which delays recognition until it is probable a loss has been incurred. The Company adopted these amendments on January 1, 2020. Refer to the accompanying condensed consolidated statements of changes in stockholders' equity for the adjustment of the opening retained earnings and Note 4. Fair Value Measurements for further discussions. Reference Rate Reform (Topic 848) In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-04, "Facilitation of the Effects of Reference Rate Reform on Financial Reporting" ("ASU No. 2020-04"). The amendment in this update provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendment in this update applies only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendment does not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The amendment in this update is effective for all entities as of March 12, 2020 through December 31, 2022. The Company adopted this amendment on March 12, 2020. There was no impact to the condensed consolidated financial statements as of and for the three months ended March 31, 2020. The Company continues to monitor the transition of LIBOR to alternative reference rate measures that will likely become effective post December 2021. |
Segment Reporting | ASC 280-10, Disclosures About Segments of an Enterprise and Related Information |
Related Party Disclosures | The Company considers its stockholders that own more than 5.0% of the outstanding stock within the class to be related parties as defined within ASC 850, Related Party Disclosures . As of March 31, 2020 and December 31, 2019 , the Company had no material transactions with related parties owning more than 5.0% of the entire class of stock. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Standard Description Effective Date Effect on Consolidated Financial Statements or Other Significant Matters Financial Instruments—Credit Losses (Topic 326) In June 2016, Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-13, "Measurement of Credit Losses on Financial Instruments" ("Topic 326") Topic 326 replaces the current “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the Current Expected Credit Loss ("CECL") model. Under the CECL model, an entity is required to present certain financial assets carried at amortized cost, such as trade receivables, at the net amount expected to be collected. The measurement of expected credit losses is to be based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. This measurement takes place at the time the financial asset is first added to the balance sheet and periodically thereafter. This differs significantly from the “incurred loss” model required under U.S. GAAP, which delays recognition until it is probable a loss has been incurred. The Company adopted these amendments on January 1, 2020. Refer to the accompanying condensed consolidated statements of changes in stockholders' equity for the adjustment of the opening retained earnings and Note 4. Fair Value Measurements for further discussions. Reference Rate Reform (Topic 848) In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-04, "Facilitation of the Effects of Reference Rate Reform on Financial Reporting" ("ASU No. 2020-04"). The amendment in this update provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendment in this update applies only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendment does not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The amendment in this update is effective for all entities as of March 12, 2020 through December 31, 2022. The Company adopted this amendment on March 12, 2020. There was no impact to the condensed consolidated financial statements as of and for the three months ended March 31, 2020. The Company continues to monitor the transition of LIBOR to alternative reference rate measures that will likely become effective post December 2021. |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Disaggregated revenues by type of service and by country are provided below for the three months ended March 31, 2020 and 2019 . No individual customer or country outside of the U.S. accounted for 10.0% or more of the Company's consolidated revenues for the three months ended March 31, 2020 or 2019 . Three Months Ended March 31, 2020 2019 Insurance: Underwriting & rating $ 344.1 $ 305.9 Claims 145.3 147.7 Total Insurance 489.4 453.6 Energy and Specialized Markets 160.1 128.4 Financial Services 40.3 43.0 Total revenues $ 689.8 $ 625.0 Three Months Ended March 31, 2020 2019 Revenues: U.S. $ 523.6 $ 480.6 U.K. 45.8 44.2 Other countries 120.4 100.2 Total revenues $ 689.8 $ 625.0 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of Carrying Value and Estimated Fair Value of Long-Term Debt | The following table summarizes the carrying value and estimated fair value of these financial instruments as of March 31, 2020 and December 31, 2019 , respectively: 2020 2019 Fair Value Hierarchy Carrying Value Estimated Fair Value Carrying Value Estimated Fair Value Financial instruments not carried at fair value: Long-term debt excluding finance lease liabilities and syndicated revolving credit facility debt issuance costs Level 2 $ 2,650.5 $ 2,895.0 $ 2,650.4 $ 2,902.2 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of New Accounting Pronouncements | Recent Accounting Pronouncements Accounting Standard Description Effective Date Effect on Consolidated Financial Statements or Other Significant Matters Financial Instruments—Credit Losses (Topic 326) In June 2016, Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-13, "Measurement of Credit Losses on Financial Instruments" ("Topic 326") Topic 326 replaces the current “incurred loss” model for recognizing credit losses with an “expected loss” model referred to as the Current Expected Credit Loss ("CECL") model. Under the CECL model, an entity is required to present certain financial assets carried at amortized cost, such as trade receivables, at the net amount expected to be collected. The measurement of expected credit losses is to be based on information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. This measurement takes place at the time the financial asset is first added to the balance sheet and periodically thereafter. This differs significantly from the “incurred loss” model required under U.S. GAAP, which delays recognition until it is probable a loss has been incurred. The Company adopted these amendments on January 1, 2020. Refer to the accompanying condensed consolidated statements of changes in stockholders' equity for the adjustment of the opening retained earnings and Note 4. Fair Value Measurements for further discussions. Reference Rate Reform (Topic 848) In March 2020, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2020-04, "Facilitation of the Effects of Reference Rate Reform on Financial Reporting" ("ASU No. 2020-04"). The amendment in this update provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendment in this update applies only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendment does not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as December 31, 2022, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship. The amendment in this update is effective for all entities as of March 12, 2020 through December 31, 2022. The Company adopted this amendment on March 12, 2020. There was no impact to the condensed consolidated financial statements as of and for the three months ended March 31, 2020. The Company continues to monitor the transition of LIBOR to alternative reference rate measures that will likely become effective post December 2021. |
Lease, Cost and Other Information | The following table presents lease cost, cash paid for amounts included in the measurement of lease liabilities, ROU assets obtained, weighted-average remaining lease terms, and weighted-average discount rates for finance and operating leases for the three months ended March 31, 2020 and 2019 , respectively. Three Months Ended March 31, 2020 2019 Lease cost: Operating lease cost (1) $ 12.4 $ 12.1 Finance lease cost Depreciation of finance lease assets (2) 1.6 2.8 Interest on finance lease liabilities (3) 0.2 0.4 Total lease cost $ 14.2 $ 15.3 Other information: Cash paid for amounts included in the measurement of lease liabilities Operating cash outflows from operating leases $ (13.6 ) $ (12.5 ) Operating cash outflows from finance leases $ (0.2 ) $ (0.4 ) Financing cash outflows from finance leases $ (1.9 ) $ (2.1 ) Weighted-average remaining lease term - operating leases 9.3 years 9.7 years Weighted-average remaining lease term - finance leases 2.2 years 2.8 years Weighted-average discount rate - operating leases 4.0 % 3.9 % Weighted-average discount rate - finance leases 3.7 % 4.4 % _______________ (1) Included in "Cost of revenues" and "Selling, general and administrative" expenses in the accompanying condensed consolidated statements of operations (2) Included in "Depreciation and amortization of fixed assets" in the accompanying condensed consolidated statements of operations (3) Included in "Interest expense" in the accompanying condensed consolidated statements of operations |
Finance Lease, Liability, Maturity | Maturities of lease liabilities for the remainder of 2020 and the years through 2026 and thereafter are as follows: March 31, 2020 Years Ending Operating Leases Finance Leases 2020 $ 36.2 $ 4.4 2021 39.1 3.0 2022 35.3 0.7 2023 30.5 0.1 2024 21.2 — 2025 18.8 — 2026 and thereafter 109.7 — Total lease payments 290.8 8.2 Less: Amount representing interest (53.5 ) (0.4 ) Present value of total lease payments $ 237.3 $ 7.8 |
Lessee, Operating Lease, Liability, Maturity | Maturities of lease liabilities for the remainder of 2020 and the years through 2026 and thereafter are as follows: March 31, 2020 Years Ending Operating Leases Finance Leases 2020 $ 36.2 $ 4.4 2021 39.1 3.0 2022 35.3 0.7 2023 30.5 0.1 2024 21.2 — 2025 18.8 — 2026 and thereafter 109.7 — Total lease payments 290.8 8.2 Less: Amount representing interest (53.5 ) (0.4 ) Present value of total lease payments $ 237.3 $ 7.8 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Change in Goodwill | The following is a summary of the change in goodwill from December 31, 2019 through March 31, 2020 , both in total and as allocated to the Company’s operating segments: Insurance Energy and Specialized Markets Financial Services Total Goodwill at December 31, 2019 $ 998.8 $ 2,389.5 $ 476.0 $ 3,864.3 Purchase accounting reclassifications 2.9 (1.8 ) (0.2 ) 0.9 Current period adjustment (1) 21.4 (19.5 ) — 1.9 Foreign currency translation (25.4 ) (98.1 ) (1.0 ) (124.5 ) Goodwill at March 31, 2020 $ 997.7 $ 2,270.1 $ 474.8 $ 3,742.6 _______________ (1) Of which $19.5 million relates to a segment reclassification, refer to Note 13. Segment Reporting |
Intangible Assets and Related Accumulated Amortization | The Company’s intangible assets and related accumulated amortization consisted of the following: Weighted Average Useful Life Cost Accumulated Amortization Net March 31, 2020 Technology 7 years $ 510.0 $ (298.3 ) $ 211.7 Marketing 16 years 252.3 (95.7 ) 156.6 Contract 6 years 5.0 (5.0 ) — Customer 13 years 876.6 (289.3 ) 587.3 Database 19 years 458.5 (107.5 ) 351.0 Total intangible assets $ 2,102.4 $ (795.8 ) $ 1,306.6 December 31, 2019 Technology 7 years $ 519.2 $ (291.9 ) $ 227.3 Marketing 16 years 265.3 (94.3 ) 171.0 Contract 6 years 5.0 (5.0 ) — Customer 13 years 901.2 (278.0 ) 623.2 Database 19 years 484.6 (107.2 ) 377.4 Total intangible assets $ 2,175.3 $ (776.4 ) $ 1,398.9 |
Estimated Amortization Expense | Estimated amortization expense for the remainder of 2020 and the years through 2025 and thereafter for intangible assets subject to amortization is as follows: Year Amount 2020 $ 120.4 2021 149.2 2022 138.1 2023 126.3 2024 121.8 2025 and thereafter 650.8 $ 1,306.6 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Short-Term and Long-Term Debt | The following table presents short-term and long-term debt by issuance as of March 31, 2020 and December 31, 2019 : Issuance Date Maturity Date 2020 2019 Short-term debt and current portion of long-term debt: Syndicated revolving credit facility Various Various $ 440.0 $ 495.0 Finance lease liabilities (1) Various Various 4.0 4.4 Short-term debt and current portion of long-term debt 444.0 499.4 Long-term debt: Senior notes: 4.125% senior notes, inclusive of unamortized premium, and net of unamortized discount and debt issuance costs of $13.5 and $13.9, respectively 03/06/2019 03/15/2029 613.5 613.9 4.000% senior notes, less unamortized discount and debt issuance costs of $(6.4) and $(6.7), respectively 05/15/2015 06/15/2025 893.6 893.3 5.500% senior notes, less unamortized discount and debt issuance costs of $(4.5) and $(4.5), respectively 05/15/2015 06/15/2045 345.5 345.5 4.125% senior notes, less unamortized discount and debt issuance costs of $(1.5) and $(1.6), respectively 09/12/2012 09/12/2022 348.5 348.4 5.800% senior notes, less unamortized discount and debt issuance costs of $(0.6) and $(0.7), respectively 04/06/2011 05/01/2021 449.4 449.3 Finance lease liabilities (1) Various Various 3.8 3.3 Syndicated revolving credit facility debt issuance costs Various Various (1.9 ) (2.1 ) Long-term debt 2,652.4 2,651.6 Total debt $ 3,096.4 $ 3,151.0 _______________ (1) Refer to Note 5. Leases |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following is a presentation of the numerators and denominators of the basic and diluted EPS computations for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Numerator used in basic and diluted EPS: Net income $ 171.7 $ 134.4 Denominator: Weighted average number of common shares used in basic EPS 162,894,306 163,528,343 Effect of dilutive shares: Potential common shares issuable from stock options and stock awards 2,829,814 3,016,602 Weighted average number of common shares and dilutive potential common shares used in diluted EPS 165,724,120 166,544,945 |
Summary of Accumulated Other Comprehensive Losses | The following is a summary of accumulated other comprehensive losses as of March 31, 2020 and December 31, 2019 : 2020 2019 Foreign currency translation adjustment $ (572.7 ) $ (400.1 ) Pension and postretirement adjustment, net of tax (86.0 ) (86.8 ) Accumulated other comprehensive losses $ (658.7 ) $ (486.9 ) |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) | The before tax and after tax amounts of other comprehensive (loss) income for the three months ended March 31, 2020 and 2019 are summarized below: Before Tax Tax (Expense) Benefit After Tax For the Three Months Ended March 31, 2020 Foreign currency translation adjustment $ (172.6 ) $ — $ (172.6 ) Pension and postretirement adjustment before reclassifications 2.1 (0.6 ) 1.5 Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses (1) (1.0 ) 0.3 (0.7 ) Pension and postretirement adjustment 1.1 (0.3 ) 0.8 Total other comprehensive loss $ (171.5 ) $ (0.3 ) $ (171.8 ) For the Three Months Ended March 31, 2019 Foreign currency translation adjustment $ 58.5 $ — $ 58.5 Pension and postretirement adjustment before reclassifications 2.8 (0.7 ) 2.1 Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses (1) (1.3 ) 0.3 (1.0 ) Pension and postretirement adjustment 1.5 (0.4 ) 1.1 Total other comprehensive income $ 60.0 $ (0.4 ) $ 59.6 _______________ (1) These accumulated other comprehensive loss components, before tax, are included under “Cost of revenues” and “Selling, general and administrative” in the accompanying condensed consolidated statements of operations. These components are also included in the computation of net periodic (benefit) cost (see Note 12. Pension and Postretirement Benefits for additional details). |
Equity Compensation Plans (Tabl
Equity Compensation Plans (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Options Outstanding | A summary of the status of the stock options, restricted stock, and PSUs awarded under the 2013 Incentive Plan as of December 31, 2019 and March 31, 2020 and changes during the interim period are presented below: Stock Option Restricted Stock PSU Number Weighted Aggregate Number of Shares Weighted Average Grant Date Fair Value Per Share Number of Shares Weighted Average Grant Date Fair Value Per Share (in millions) Outstanding at December 31, 2019 6,432,814 $ 79.51 $ 449.2 428,729 $ 107.96 93,960 $ 158.50 Granted 883,282 $ 158.63 149,040 $ 158.62 50,736 $ 192.93 Dividend reinvestment — $ — — $ — 268 Not applicable Exercised or lapsed (449,007 ) $ 43.28 $ 50.7 (2,478 ) $ 107.87 — Canceled, expired or forfeited (49,672 ) $ 113.26 (8,842 ) $ 118.60 — Outstanding at March 31, 2020 6,817,417 $ 91.86 $ 324.0 566,449 $ 121.00 144,964 $ 170.40 Exercisable at March 31, 2020 3,808,076 $ 66.94 $ 275.9 Exercisable at December 31, 2019 4,175,855 $ 65.05 $ 352.0 Nonvested at March 31, 2020 3,008,420 566,449 145,121 Expected to vest at March 31, 2020 2,604,017 487,007 288,444 (1) _______________ (1) Includes estimated performance achievement |
Valuation Assumptions | The fair value of the stock options granted for the three months ended March 31, 2020 was estimated using a Black-Scholes valuation model that uses the weighted average assumptions noted in the following table. There were no stock options granted for the three months ended March 31, 2019 . 2020 Option pricing model Black-Scholes Expected volatility 18.17 % Risk-free interest rate 1.59 % Expected term in years 4.3 Dividend yield 0.71 % Weighted average grant date fair value per stock option $ 25.49 |
Pension and Postretirement Be_2
Pension and Postretirement Benefits (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic (Benefit) Cost | The components of net periodic (benefit) cost for the three months ended March 31, are summarized below: Pension Plan and SERP Postretirement Plan For the Three Months Ended March 31, 2020 2019 2020 2019 Interest cost $ 3.3 $ 3.7 $ — $ — Expected return on plan assets (7.6 ) (6.4 ) — — Amortization of net actuarial loss 1.0 1.2 — 0.1 Net periodic (benefit) cost $ (3.3 ) $ (1.5 ) $ — $ 0.1 Employer contributions, net $ 0.2 $ 0.2 $ (0.4 ) $ (0.3 ) |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Reconciliations To Income Before Income Taxes | The following table provides the Company’s revenue and EBITDA by reportable segment for the three months ended March 31, 2020 and 2019 , and the reconciliation of EBITDA to income before income taxes as shown in the accompanying condensed consolidated statements of operations: For the Three Months Ended March 31, 2020 March 31, 2019 Insurance Energy and Specialized Markets Financial Services Total Insurance Energy and Specialized Markets Financial Services Total Revenues $ 489.4 $ 160.1 $ 40.3 $ 689.8 $ 453.6 $ 128.4 $ 43.0 $ 625.0 Expenses: Cost of revenues (exclusive of items shown separately below) (163.3 ) (70.5 ) (23.9 ) (257.7 ) (152.7 ) (54.4 ) (24.3 ) (231.4 ) Selling, general and administrative (68.4 ) (38.9 ) (4.8 ) (112.1 ) (69.7 ) (36.3 ) (5.4 ) (111.4 ) Other operating income 15.9 — 3.5 19.4 — — — — Investment (loss) income and others, net (1.2 ) (0.5 ) (0.4 ) (2.1 ) 0.1 (0.5 ) — (0.4 ) EBITDA $ 272.4 $ 50.2 $ 14.7 337.3 $ 231.3 $ 37.2 $ 13.3 281.8 Depreciation and amortization of fixed assets (46.1 ) (46.6 ) Amortization of intangible assets (41.0 ) (33.2 ) Interest expense (33.5 ) (31.9 ) Income before income taxes $ 216.7 $ 170.1 |
Long-lived Assets by Geographic Areas | Long-lived assets by country are provided below: March 31, 2020 December 31, 2019 Long-lived assets: U.S. $ 3,172.0 $ 3,162.5 U.K. 2,505.9 2,685.3 Other countries 436.2 462.5 Total long-lived assets $ 6,114.1 $ 6,310.3 |
Organization (Details)
Organization (Details) | Mar. 31, 2020 |
Accounting Policies [Abstract] | |
Pandemic, percentage of revenue unaffected | 85.00% |
Pandemic, reduction of revenue | 15.00% |
Revenues - Disaggregated Revenu
Revenues - Disaggregated Revenues (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 689.8 | $ 625 |
U.S. | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 523.6 | 480.6 |
U.K. | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 45.8 | 44.2 |
Other countries | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 120.4 | 100.2 |
Insurance | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 489.4 | 453.6 |
Insurance | Underwriting & rating | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 344.1 | 305.9 |
Insurance | Claims | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 145.3 | 147.7 |
Energy and Specialized Markets | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 160.1 | 128.4 |
Financial Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 40.3 | $ 43 |
Revenues - (Details)
Revenues - (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Contract with customer, asset | $ 0 | $ 0 |
Deferred revenues | 672,200,000 | 443,200,000 |
Increase in contract liabilities | 229,000,000 | |
Billings paid in advance | 314,500,000 | |
Revenue recognized | 85,500,000 | |
Revenue, remaining performance obligation | $ 672,200,000 | $ 443,200,000 |
Revenue, remaining performance obligation, current, percentage | 99.00% | 99.00% |
Deferred commissions | $ 66,700,000 | $ 63,700,000 |
Fair Value Measurements - (Deta
Fair Value Measurements - (Details) - USD ($) | Feb. 01, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Consideration transferred | $ 63,800,000 | $ 0 | ||
Provision for credit losses related to equity investments | 0 | |||
Equity method investments | 14,000,000 | $ 14,000,000 | ||
Limited Partner | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Provision for credit losses related to equity investments | 0 | |||
Equity method investments | 13,800,000 | 13,100,000 | ||
Recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | Registered investment companies | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Registered investment companies | 3,000,000 | $ 3,600,000 | ||
Vexcel | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Investments | $ 129,700,000 | |||
Vexcel | Imagery Sourcing Group | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Consideration transferred | $ 63,800,000 | |||
Ownership interest | 35.00% |
Fair Value Measurements - Summ
Fair Value Measurements - Summary of Carrying Value and Estimated Fair Value of Long-Term Debt (Details) - Level 2 - Recurring basis - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term debt excluding finance lease liabilities, carrying value | $ 2,650.5 | $ 2,650.4 |
Long-term debt excluding finance lease liabilities, estimated fair value | $ 2,895 | $ 2,902.2 |
Leases (Details)
Leases (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Lessee, Lease, Description [Line Items] | ||
Operating and financing lease, extension lease term | 20 years | |
Operating and financing lease, option to terminate | 1 year | |
Finance lease, right-of-use asset, net | $ 9.6 | $ 9.9 |
Finance lease | $ 7.8 | $ 7.7 |
Minimum | ||
Lessee, Lease, Description [Line Items] | ||
Operating and financing lease, remaining lease term | 1 year | |
Maximum | ||
Lessee, Lease, Description [Line Items] | ||
Operating and financing lease, remaining lease term | 14 years |
Leases - Lease Cost and Other I
Leases - Lease Cost and Other Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 12.4 | $ 12.1 |
Depreciation of finance lease assets | 1.6 | 2.8 |
Interest on finance lease liabilities | 0.2 | 0.4 |
Total lease cost | 14.2 | 15.3 |
Operating cash outflows from operating leases | (13.6) | (12.5) |
Operating cash outflows from finance leases | (0.2) | (0.4) |
Financing cash outflows from finance leases | $ (1.9) | $ (2.1) |
Weighted-average remaining lease term - operating leases | 9 years 3 months 18 days | 9 years 8 months 12 days |
Weighted-average remaining lease term - finance leases | 2 years 2 months 12 days | 2 years 9 months 18 days |
Weighted-average discount rate - operating leases | 4.00% | 3.90% |
Weighted-average discount rate - finance leases | 3.70% | 4.40% |
Leases - Maturities (Details)
Leases - Maturities (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Operating Leases | ||
2020 | $ 36.2 | |
2021 | 39.1 | |
2022 | 35.3 | |
2023 | 30.5 | |
2024 | 21.2 | |
2025 | 18.8 | |
2026 and thereafter | 109.7 | |
Total lease payments | 290.8 | |
Less: Amount representing interest | (53.5) | |
Present value of total lease payments | 237.3 | |
Finance Leases | ||
2020 | 4.4 | |
2021 | 3 | |
2022 | 0.7 | |
2023 | 0.1 | |
2024 | 0 | |
2025 | 0 | |
2026 and thereafter | 0 | |
Total lease payments | 8.2 | |
Less: Amount representing interest | (0.4) | |
Present value of total lease payments | $ 7.8 | $ 7.7 |
Dispositions - Additional Infor
Dispositions - Additional Information (Details) - USD ($) $ in Millions | Feb. 14, 2020 | Feb. 01, 2020 | Mar. 31, 2020 | Mar. 31, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Consideration transferred | $ 63.8 | $ 0 | ||
Gain on sale of assets | 3.5 | $ 0 | ||
Compliance Background Screening Business | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sales of business | $ 23.1 | |||
Data Warehouse Business | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain on sale of assets | $ 3.5 | |||
Other Operating Expenses | Compliance Background Screening Business | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain on disposition of business | $ 15.9 | |||
Vexcel | Imagery Sourcing Group | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Consideration transferred | $ 63.8 | |||
Ownership interest | 35.00% |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Summary of Change in Goodwill (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | $ 3,864.3 |
Purchase accounting reclassifications | 0.9 |
Current period reclassification | 1.9 |
Foreign currency translation | (124.5) |
Goodwill, ending balance | 3,742.6 |
Operating Segments | Insurance | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 998.8 |
Purchase accounting reclassifications | 2.9 |
Current period reclassification | 21.4 |
Foreign currency translation | (25.4) |
Goodwill, ending balance | 997.7 |
Operating Segments | Energy and Specialized Markets | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 2,389.5 |
Purchase accounting reclassifications | (1.8) |
Current period reclassification | (19.5) |
Foreign currency translation | (98.1) |
Goodwill, ending balance | 2,270.1 |
Operating Segments | Financial Services | |
Goodwill [Roll Forward] | |
Goodwill, beginning balance | 476 |
Purchase accounting reclassifications | (0.2) |
Current period reclassification | 0 |
Foreign currency translation | (1) |
Goodwill, ending balance | $ 474.8 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill, impairment loss | $ 0 | ||
Amortization of intangible assets | $ 41,000,000 | $ 33,200,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Intangible Assets and Related Accumulated Amortization (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 2,102.4 | $ 2,175.3 |
Accumulated Amortization | (795.8) | (776.4) |
Net | $ 1,306.6 | $ 1,398.9 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 7 years | 7 years |
Cost | $ 510 | $ 519.2 |
Accumulated Amortization | (298.3) | (291.9) |
Net | $ 211.7 | $ 227.3 |
Marketing | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 16 years | 16 years |
Cost | $ 252.3 | $ 265.3 |
Accumulated Amortization | (95.7) | (94.3) |
Net | $ 156.6 | $ 171 |
Contract | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 6 years | 6 years |
Cost | $ 5 | $ 5 |
Accumulated Amortization | (5) | (5) |
Net | $ 0 | $ 0 |
Customer | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 13 years | 13 years |
Cost | $ 876.6 | $ 901.2 |
Accumulated Amortization | (289.3) | (278) |
Net | $ 587.3 | $ 623.2 |
Database | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 19 years | 19 years |
Cost | $ 458.5 | $ 484.6 |
Accumulated Amortization | (107.5) | (107.2) |
Net | $ 351 | $ 377.4 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Estimated Amortization Expense (Details) $ in Millions | Mar. 31, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 120.4 |
2021 | 149.2 |
2022 | 138.1 |
2023 | 126.3 |
2024 | 121.8 |
2025 and thereafter | 650.8 |
Total | $ 1,306.6 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate | 20.80% | 21.00% |
Debt - Short-Term and Long-Ter
Debt - Short-Term and Long-Term Debt (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||
Finance lease liabilities, current | $ 4 | |
Finance lease liabilities, current | $ 4.4 | |
Short-term debt and current portion of long-term debt | 444 | 499.4 |
Finance lease liabilities, noncurrent | 3.8 | |
Finance lease liabilities, noncurrent | 3.3 | |
Syndicated revolving credit facility debt issuance costs | (1.9) | (2.1) |
Long-term debt | 2,652.4 | 2,651.6 |
Total debt | $ 3,096.4 | 3,151 |
4.125% Senior Note | ||
Debt Instrument [Line Items] | ||
Debt issuance date | Mar. 6, 2019 | |
Debt maturity date | Mar. 15, 2029 | |
Long-term debt | $ 613.5 | 613.9 |
Long term debt instrument interest rate stated percentage | 4.125% | |
Unamortized discount on senior notes | $ (13.5) | (13.9) |
4.000% Senior Note | ||
Debt Instrument [Line Items] | ||
Debt issuance date | May 15, 2015 | |
Debt maturity date | Jun. 15, 2025 | |
Long-term debt | $ 893.6 | 893.3 |
Long term debt instrument interest rate stated percentage | 4.00% | |
Unamortized discount on senior notes | $ (6.4) | (6.7) |
5.500% Senior Note | ||
Debt Instrument [Line Items] | ||
Debt issuance date | May 15, 2015 | |
Debt maturity date | Jun. 15, 2045 | |
Long-term debt | $ 345.5 | 345.5 |
Long term debt instrument interest rate stated percentage | 5.50% | |
Unamortized discount on senior notes | $ (4.5) | (4.5) |
4.125% Senior Note | ||
Debt Instrument [Line Items] | ||
Debt issuance date | Sep. 12, 2012 | |
Debt maturity date | Sep. 12, 2022 | |
Long-term debt | $ 348.5 | 348.4 |
Long term debt instrument interest rate stated percentage | 4.125% | |
Unamortized discount on senior notes | $ (1.5) | (1.6) |
5.800% Senior Note | ||
Debt Instrument [Line Items] | ||
Debt issuance date | Apr. 6, 2011 | |
Debt maturity date | May 1, 2021 | |
Long-term debt | $ 449.4 | 449.3 |
Long term debt instrument interest rate stated percentage | 5.80% | |
Unamortized discount on senior notes | $ (0.6) | (0.7) |
Line of Credit | ||
Debt Instrument [Line Items] | ||
Syndicated revolving credit facility | $ 440 | $ 495 |
Debt - Additional Information
Debt - Additional Information (Details) - USD ($) $ in Millions | 1 Months Ended | ||
May 05, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 2,650 | $ 2,650 | |
Remaining borrowing capacity | 555.4 | 500.2 | |
Subsequent Event | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 20 | ||
Repayments of lines of credit | $ 60 | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | 1,000 | ||
Letters of Credit | |||
Debt Instrument [Line Items] | |||
Remaining borrowing capacity | $ 4.6 | $ 4.8 |
Stockholders' Equity - Additio
Stockholders' Equity - Additional Information (Details) - USD ($) | Mar. 31, 2020 | Feb. 12, 2020 | Jan. 02, 2020 | Mar. 29, 2019 | Dec. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 |
Class of Stock [Line Items] | |||||||
Common stock, authorized (in shares) | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 | ||||
Preferred stock, authorized (in shares) | 80,000,000 | 80,000,000 | |||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||||
Preferred stock, shares issued (in shares) | 0 | 0 | |||||
Share price (per share) | $ 139.38 | $ 149.07 | $ 139.38 | ||||
Common stock, dividends, per share, declared (in dollars per share) | $ 0.27 | $ 0.25 | |||||
Dividends | $ 43,900,000 | $ 40,900,000 | $ 43,900,000 | $ 40,900,000 | |||
Accelerated share repurchases, initial price, shares (in shares) | 308,746 | ||||||
Treasury stock, shares acquired (in shares) | 1,124,368 | 636,590 | |||||
Treasury stock acquired | $ 173,800,000 | $ 75,000,000 | |||||
Treasury stock acquired, average cost per share (in dollars per share) | $ 154.56 | ||||||
Treasury stock (in shares) | 381,504,906 | 380,841,474 | 381,504,906 | ||||
Transferred of common stock (in shares) | 460,936 | ||||||
Weighted average price per share (in dollars per share) | $ 10.31 | $ 10.31 | |||||
Common stock shares excluded from diluted EPS (in shares) | 1,009,520 | 49,820 | |||||
May 2010 Share Repurchase Program | |||||||
Class of Stock [Line Items] | |||||||
Cumulative value of shares repurchased | $ 3,346,200,000 | $ 3,346,200,000 | |||||
Treasury stock, shares acquired (in shares) | 1,124,368 | ||||||
May 2010 Share Repurchase Program | Common Stock Issued | |||||||
Class of Stock [Line Items] | |||||||
Share repurchase program, authorized capacity | 3,800,000,000 | $ 3,800,000,000 | |||||
Available shares for repurchase | $ 453,800,000 | $ 453,800,000 | |||||
February 2020 Share Repurchase Program | Common Stock Issued | |||||||
Class of Stock [Line Items] | |||||||
Share repurchase program, authorized capacity | $ 500,000,000 | ||||||
December 2018 Share Repurchase Program | |||||||
Class of Stock [Line Items] | |||||||
Accelerated share repurchases, purchase price | $ 50,000,000 | ||||||
Accelerated share repurchases, initial price, shares (in shares) | 267,845 | ||||||
Accelerated share repurchases, initial price paid per share (in dollars per share) | $ 149.34 | ||||||
Accelerated share repurchases, final settlement, additional shares (in shares) | 40,901 |
Stockholders' Equity - Computa
Stockholders' Equity - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator used in basic and diluted EPS: | ||
Net income | $ 171.7 | $ 134.4 |
Denominator: | ||
Weighted average number of common shares used in basic EPS (in shares) | 162,894,306 | 163,528,343 |
Effect of dilutive shares: | ||
Potential common shares issuable from stock options and stock awards (in shares) | 2,829,814 | 3,016,602 |
Weighted average number of common shares and dilutive potential common shares used in diluted EPS (in shares) | 165,724,120 | 166,544,945 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Accumulated Other Comprehensive Losses (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Equity [Abstract] | ||
Foreign currency translation adjustment | $ (572.7) | $ (400.1) |
Pension and postretirement adjustment, net of tax | (86) | (86.8) |
Accumulated other comprehensive losses | $ (658.7) | $ (486.9) |
Stockholders' Equity - Before
Stockholders' Equity - Before Tax and After Tax Amounts of Other Comprehensive (Loss) Income (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Before Tax | ||
Other comprehensive income (loss) | $ (171.5) | $ 60 |
Tax (Expense) Benefit | ||
Other comprehensive income (loss) | (0.3) | (0.4) |
After Tax | ||
Total other comprehensive (loss) income | (171.8) | 59.6 |
Foreign Currency Adjustment | ||
Before Tax | ||
Other comprehensive income (loss) | (172.6) | 58.5 |
Tax (Expense) Benefit | ||
Other comprehensive income (loss) | 0 | 0 |
After Tax | ||
Total other comprehensive (loss) income | (172.6) | 58.5 |
Pension and Postretirement Adjustment | ||
Before Tax | ||
Other comprehensive income (loss) | 1.1 | 1.5 |
Other comprehensive income (loss) before reclassifications | 2.1 | 2.8 |
Reclassification from accumulated other comprehensive income | (1) | (1.3) |
Tax (Expense) Benefit | ||
Other comprehensive income (loss) | (0.3) | (0.4) |
Other comprehensive income (loss) before reclassifications | (0.6) | (0.7) |
Reclassification from accumulated other comprehensive income | 0.3 | 0.3 |
After Tax | ||
Total other comprehensive (loss) income | 0.8 | 1.1 |
Other comprehensive income (loss) before reclassifications | 1.5 | 2.1 |
Reclassification from accumulated other comprehensive income | $ (0.7) | $ (1) |
Equity Compensation Plans - Ad
Equity Compensation Plans - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Jan. 15, 2020 | Mar. 31, 2020 | Mar. 31, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Proceeds from stock options exercised | $ 19.2 | $ 11.6 | |
Nonqualified stock options contractual term (in years) | 10 years | ||
Vesting period | 4 years | ||
Exercisable, contractual term | 6 years 3 months 14 days | ||
Outstanding, contractual term | 4 years 6 months 10 days | ||
Total unrecognized compensation cost related to nonvested share-based compensation arrangements | $ 117.3 | ||
Unrecognized compensation cost weighted average period (in years) | 2 years 11 months 8 days | ||
Grant date fair value options | $ 5.6 | 4.4 | |
Restricted stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted stock (in shares) | 148,658 | ||
Grant date fair value restricted stock vested | $ 6.1 | 4.7 | |
Performance shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Number of shares per award | 1 | ||
Target levels | 100.00% | ||
Grant date fair value restricted stock vested | $ 2.1 | $ 0.5 | |
Employee stock purchase plan | UK Sharesave Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved and available for future issuance (in shares) | 462,040 | ||
Vesting period | 3 years | ||
Share-based compensation arrangement by share-based payment award, discount from market price, purchase date | 5.00% | ||
Employee stock purchase plan | US ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved and available for future issuance (in shares) | 1,283,317 | ||
Shares issued in period (in shares) | 9,451 | 8,310 | |
Common stock issued, discounted price (in dollars per share) | $ 132.41 | $ 126.35 | |
Minimum | Performance shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Target levels | 0.00% | ||
Maximum | Performance shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Target levels | 200.00% | ||
2013 Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved and available for future issuance (in shares) | 3,075,647 | ||
Tranche 1 | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Granted stock (in shares) | 882,749 | ||
Tranche 1 | Restricted stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Granted stock (in shares) | 141,725 | ||
Tranche 2 | Restricted stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Granted stock (in shares) | 6,933 | ||
Tranche 3 | Performance shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Granted stock (in shares) | 50,736 |
Equity Compensation Plans - Su
Equity Compensation Plans - Summary of Stock Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Number of Options/Shares | |||
Outstanding, beginning balance (in shares) | 6,432,814 | ||
Granted (in shares) | 883,282 | 0 | |
Dividend reinvestment (in shares) | 0 | ||
Exercised or lapsed (in shares) | (449,007) | ||
Cancelled or expired (in shares) | (49,672) | ||
Outstanding, ending balance (in shares) | 6,817,417 | ||
Options exercisable (in shares) | 3,808,076 | 4,175,855 | |
Nonvested (in shares) | 3,008,420 | ||
Expected to vest (in shares) | 2,604,017 | ||
Weighted Average Exercise Price | |||
Outstanding, beginning balance (in dollars per share) | $ 79.51 | ||
Granted (in dollars per share) | 158.63 | ||
Dividends reinvested (in dollars per share) | 0 | ||
Exercised or lapsed (in dollars per share) | 43.28 | ||
Cancelled or expired (in dollars per share) | 113.26 | ||
Outstanding, ending balance (in dollars per share) | 91.86 | ||
Options exercisable (in dollars per share) | $ 66.94 | $ 65.05 | |
Aggregate Intrinsic Value | |||
Outstanding | $ 324 | $ 449.2 | |
Exercised or lapsed | 50.7 | ||
Aggregate intrinsic value, options exercisable | $ 275.9 | $ 352 | |
Restricted stock | |||
Number of Options/Shares | |||
Outstanding, beginning balance (in shares) | 428,729 | ||
Granted (in shares) | 149,040 | ||
Dividend reinvestment (in shares) | 0 | ||
Exercised or lapsed (in shares) | (2,478) | ||
Cancelled or expired (in shares) | (8,842) | ||
Outstanding, ending balance (in shares) | 566,449 | ||
Nonvested (in shares) | 566,449 | ||
Expected to vest (in shares) | 487,007 | ||
Weighted Average Exercise Price | |||
Outstanding, beginning balance (in dollars per share) | $ 107.96 | ||
Granted (in dollars per share) | 158.62 | ||
Dividends reinvested (in dollars per share) | 0 | ||
Exercised or lapsed (in dollars per share) | 107.87 | ||
Cancelled or expired (in dollars per share) | 118.60 | ||
Outstanding, ending balance (in dollars per share) | $ 121 | ||
Performance shares | |||
Number of Options/Shares | |||
Outstanding, beginning balance (in shares) | 93,960 | ||
Granted (in shares) | 50,736 | ||
Dividend reinvestment (in shares) | 268 | ||
Exercised or lapsed (in shares) | 0 | ||
Cancelled or expired (in shares) | 0 | ||
Outstanding, ending balance (in shares) | 144,964 | ||
Nonvested (in shares) | 145,121 | ||
Expected to vest (in shares) | 288,444 | ||
Weighted Average Exercise Price | |||
Outstanding, beginning balance (in dollars per share) | $ 158.50 | ||
Granted (in dollars per share) | 192.93 | ||
Outstanding, ending balance (in dollars per share) | $ 170.40 |
Equity Compensation Plans - Bl
Equity Compensation Plans - Black Scholes (Details) | 3 Months Ended |
Mar. 31, 2020$ / shares | |
Share-based Payment Arrangement [Abstract] | |
Expected volatility | 18.17% |
Risk-free interest rate | 1.59% |
Expected term (in years) | 4 years 3 months 18 days |
Dividend yield | 0.71% |
Weighted average grant date fair value per stock option (in dollars per share) | $ 25.49 |
Pension and Postretirement Be_3
Pension and Postretirement Benefits (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Pension Plan and SERP | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Interest cost | $ 3.3 | $ 3.7 | |
Expected return on plan assets | (7.6) | (6.4) | |
Amortization of net actuarial loss | 1 | 1.2 | |
Net periodic (benefit) cost | (3.3) | (1.5) | |
Employer contributions, net | 0.2 | 0.2 | |
Postretirement Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Interest cost | 0 | 0 | |
Expected return on plan assets | 0 | 0 | |
Amortization of net actuarial loss | 0 | 0.1 | |
Net periodic (benefit) cost | 0 | 0.1 | |
Employer contributions, net | $ (0.4) | $ (0.3) | |
Debt securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Target investment allocation | 45.00% | 40.00% | |
Equity securities | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Target investment allocation | 55.00% | 60.00% |
Segment Reporting - Additional
Segment Reporting - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2020segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 3 |
Segment Reporting - Reconcilia
Segment Reporting - Reconciliations Income Before Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 689.8 | $ 625 |
Expenses: | ||
Cost of revenues (exclusive of items shown separately below) | (257.7) | (231.4) |
Selling, general and administrative | (112.1) | (111.4) |
Other operating income | 19.4 | 0 |
Investment (loss) income and others, net | (2.1) | (0.4) |
EBITDA | 337.3 | 281.8 |
Depreciation and amortization of fixed assets | (46.1) | (46.6) |
Amortization of intangible assets | (41) | (33.2) |
Interest expense | (33.5) | (31.9) |
Income before income taxes | 216.7 | 170.1 |
Insurance | ||
Segment Reporting Information [Line Items] | ||
Revenues | 489.4 | 453.6 |
Expenses: | ||
Cost of revenues (exclusive of items shown separately below) | (163.3) | (152.7) |
Selling, general and administrative | (68.4) | (69.7) |
Other operating income | 15.9 | 0 |
Investment (loss) income and others, net | (1.2) | 0.1 |
EBITDA | 272.4 | 231.3 |
Energy and Specialized Markets | ||
Segment Reporting Information [Line Items] | ||
Revenues | 160.1 | 128.4 |
Expenses: | ||
Cost of revenues (exclusive of items shown separately below) | (70.5) | (54.4) |
Selling, general and administrative | (38.9) | (36.3) |
Other operating income | 0 | 0 |
Investment (loss) income and others, net | (0.5) | (0.5) |
EBITDA | 50.2 | 37.2 |
Financial Services | ||
Segment Reporting Information [Line Items] | ||
Revenues | 40.3 | 43 |
Expenses: | ||
Cost of revenues (exclusive of items shown separately below) | (23.9) | (24.3) |
Selling, general and administrative | (4.8) | (5.4) |
Other operating income | 3.5 | 0 |
Investment (loss) income and others, net | (0.4) | 0 |
EBITDA | $ 14.7 | $ 13.3 |
Segment Reporting - Regional L
Segment Reporting - Regional Long-lived Assets By Country (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 6,114.1 | $ 6,310.3 |
U.S. | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 3,172 | 3,162.5 |
U.K. | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 2,505.9 | 2,685.3 |
Other countries | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 436.2 | $ 462.5 |
Related Parties (Details)
Related Parties (Details) - relatedparty | Mar. 31, 2020 | Dec. 31, 2019 |
Related Party Transactions [Abstract] | ||
Percentage of ownership on outstanding common stock required to become related party (more than) | 5.00% | 5.00% |
Number of related parties | 0 | 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Sep. 25, 2019USD ($)claim | Jan. 29, 2019patentclaim | May 19, 2017patentclaim | Oct. 08, 2015patent |
Loss Contingencies [Line Items] | ||||
Patents allegedly infringed, number | patent | 5 | 6 | ||
Number of asserted claims | claim | 6 | 6 | 11 | |
Assessed damages | $ | $ 125 | |||
Xactware Solutions | ||||
Loss Contingencies [Line Items] | ||||
Patents allegedly infringed, number | patent | 7 | |||
Number of asserted claims | claim | 18 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 01, 2020 | Apr. 30, 2020 | Mar. 31, 2020 | Mar. 31, 2020 |
Subsequent Event [Line Items] | ||||
Accelerated share repurchases, initial price, shares (in shares) | 308,746 | |||
March 2020 Share Repurchase Program | ||||
Subsequent Event [Line Items] | ||||
Accelerated share repurchases, purchase price | $ 75 | |||
Subsequent Event | March 2020 Share Repurchase Program | ||||
Subsequent Event [Line Items] | ||||
Accelerated share repurchases, initial price, shares (in shares) | 430,477 | |||
Accelerated share repurchases, initial price paid per share (in dollars per share) | $ 139.38 | |||
Accelerated share repurchases, initial purchase price | $ 60 | |||
Additional shares (in shares) | 85,231 |
Uncategorized Items - vrsk-2020
Label | Element | Value |
Accounting Standards Update 2019-04 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (2,400,000) |
Accounting Standards Update 2019-04 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (2,400,000) |