Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended |
Sep. 30, 2014 | |
Document And Entity Information [Abstract] | ' |
Document Type | '10-Q |
Amendment Flag | 'false |
Document Period End Date | 30-Sep-14 |
Document Fiscal Year Focus | '2014 |
Document Fiscal Period Focus | 'Q3 |
Trading Symbol | 'BRO |
Entity Registrant Name | 'BROWN & BROWN INC |
Entity Central Index Key | '0000079282 |
Current Fiscal Year End Date | '--12-31 |
Entity Filer Category | 'Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 143,764,765 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
REVENUES | ' | ' | ' | ' |
Commissions and fees | $420,615 | $358,196 | $1,177,312 | $1,016,139 |
Investment income | 225 | 85 | 522 | 510 |
Other income, net | 578 | 1,029 | 4,942 | 3,465 |
Total revenues | 421,418 | 359,310 | 1,182,776 | 1,020,114 |
EXPENSES | ' | ' | ' | ' |
Employee compensation and benefits | 203,126 | 180,528 | 583,633 | 503,540 |
Non-cash stock-based compensation | 5,640 | 7,431 | 19,149 | 14,904 |
Other operating expenses | 64,916 | 50,102 | 177,923 | 143,838 |
Amortization | 21,983 | 17,858 | 60,482 | 50,140 |
Depreciation | 5,456 | 4,466 | 15,338 | 12,896 |
Interest | 7,298 | 4,135 | 18,374 | 12,116 |
Change in estimated acquisition earn-out payables | 314 | -665 | 6,574 | 1,513 |
Total expenses | 308,733 | 263,855 | 881,473 | 738,947 |
Income before income taxes | 112,685 | 95,455 | 301,303 | 281,167 |
Income taxes | 44,354 | 37,706 | 118,802 | 111,280 |
Net income | $68,331 | $57,749 | $182,501 | $169,887 |
Net income per share: | ' | ' | ' | ' |
Basic | $0.47 | $0.40 | $1.26 | $1.18 |
Diluted | $0.47 | $0.39 | $1.24 | $1.16 |
Dividends declared per share | $0.10 | $0.09 | $0.30 | $0.27 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current Assets: | ' | ' |
Cash and cash equivalents | $382,092 | $202,952 |
Restricted cash and investments | 275,846 | 250,009 |
Short-term investments | 11,452 | 10,624 |
Premiums, commissions and fees receivable | 392,309 | 395,915 |
Reinsurance recoverable | 23,186 | ' |
Prepaid reinsurance premiums | 345,936 | ' |
Deferred income taxes | 19,376 | 29,276 |
Other current assets | 35,698 | 39,260 |
Total current assets | 1,485,895 | 928,036 |
Fixed assets, net | 88,176 | 74,733 |
Goodwill | 2,512,508 | 2,006,173 |
Amortizable intangible assets, net | 805,699 | 618,888 |
Investments | 19,989 | 16 |
Other assets | 33,481 | 21,662 |
Total assets | 4,945,748 | 3,649,508 |
Current Liabilities: | ' | ' |
Premiums payable to insurance companies | 535,271 | 534,360 |
Losses and loss adjustment expense | 23,186 | ' |
Unearned premiums | 345,936 | ' |
Premium deposits and credits due customers | 99,494 | 80,959 |
Accounts payable | 47,647 | 34,158 |
Accrued expenses and other liabilities | 172,742 | 157,400 |
Current portion of long-term debt | 38,750 | 100,000 |
Total current liabilities | 1,263,026 | 906,877 |
Long-term debt | 1,159,682 | 380,000 |
Deferred income taxes, net | 345,558 | 291,704 |
Other liabilities | 72,187 | 63,786 |
Shareholders' Equity: | ' | ' |
Common stock, par value $0.10 per share; authorized 280,000 shares; issued 145,904 shares and outstanding 143,765 shares at 2014, issued and outstanding 145,419 shares at 2013 | 14,590 | 14,542 |
Additional paid-in capital | 398,646 | 371,960 |
Treasury stock, at cost 2,139 and 0 shares at 2014 and 2013, respectively | -67,525 | ' |
Retained earnings | 1,759,593 | 1,620,639 |
Accumulated other comprehensive income, net of tax effect of ($9) at 2014, of $0 at 2013 | -9 | ' |
Total shareholders' equity | 2,105,295 | 2,007,141 |
Total liabilities and shareholders' equity | $4,945,748 | $3,649,508 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Common stock, par value | $0.10 | $0.10 |
Common stock, shares authorized | 280,000,000 | 280,000,000 |
Common stock, shares issued | 145,904,000 | 145,419,000 |
Common stock, shares outstanding | 143,765,000 | 145,419,000 |
Treasury stock shares | 2,139,000 | 0 |
Tax effect of accumulated other comprehensive income | ($9) | $0 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net income | $182,501 | $169,887 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Amortization | 60,482 | 50,140 |
Depreciation | 15,338 | 12,896 |
Non-cash stock-based compensation | 19,149 | 14,904 |
Change in estimated acquisition earn-out payables | 6,574 | 1,513 |
Deferred income taxes | 17,200 | 31,000 |
Income tax benefit from exercise of shares from the stock benefit plans | -2,983 | -562 |
Net gain on sales of investments, fixed assets and customer accounts | -2,654 | -1,417 |
Payments on acquisition earn-outs in excess of original estimated payables | -2,539 | -2,788 |
Changes in operating assets and liabilities, net of effect from acquisitions and divestitures: | ' | ' |
Restricted cash and investments (increase) | -25,837 | -82,751 |
Premiums, commissions and fees receivable decrease (increase) | 21,078 | -18,097 |
Reinsurance recoverables decrease | 2,052 | ' |
Prepaid reinsurance premiums (increase) | -56,923 | ' |
Other assets (increase) decrease | -4,957 | 11,200 |
Premiums payable to insurance companies (decrease) increase | -24,749 | 9,894 |
Premium deposits and credits due customers increase | 18,504 | 60,548 |
Losses and loss adjustment expense (decrease) | -2,052 | ' |
Unearned premiums increase | 56,923 | ' |
Accounts payable increase | 26,375 | 3,541 |
Accrued expenses and other liabilities increase | 321 | 57,527 |
Other liabilities (decrease) | -18,453 | -7,531 |
Net cash provided by operating activities | 285,350 | 309,904 |
Cash flows from investing activities: | ' | ' |
Additions to fixed assets | -20,189 | -11,453 |
Payments for businesses acquired, net of cash acquired | -694,816 | -339,352 |
Proceeds from sales of fixed assets and customer accounts | 3,392 | 867 |
Purchases of investments | -12,657 | -13,235 |
Proceeds from sales of investments | 12,568 | 9,726 |
Net cash used in investing activities | -711,702 | -353,447 |
Cash flows from financing activities: | ' | ' |
Proceeds from long-term debt | 1,048,432 | 30,000 |
Payments on long-term debt | -330,000 | -93 |
Payments on acquisition earn-outs | -9,353 | -7,810 |
Borrowings on revolving credit facilities | 475,000 | 31,863 |
Payments on revolving credit facilities | -475,000 | -31,863 |
Income tax benefit from exercise of shares from the stock benefit plans | 2,983 | 562 |
Issuances of common stock for employee stock benefit plans | 14,753 | 11,286 |
Repurchase stock benefit plan shares for employees to fund tax withholdings | -2,751 | -245 |
Purchase of treasury stock | -67,525 | ' |
Prepayment of accelerated share repurchase program | -7,500 | ' |
Cash dividends paid | -43,547 | -39,013 |
Net cash provided by (used in) financing activities | 605,492 | -5,313 |
Net increase (decrease) in cash and cash equivalents | 179,140 | -48,856 |
Cash and cash equivalents at beginning of period | 202,952 | 219,821 |
Cash and cash equivalents at end of period | $382,092 | $170,965 |
Nature_of_Operations
Nature of Operations | 9 Months Ended |
Sep. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Nature of Operations | ' |
NOTE 1· Nature of Operations | |
Brown & Brown, Inc., a Florida corporation, and its subsidiaries (collectively, “Brown & Brown” or the “Company”) is a diversified insurance agency, wholesale brokerage, insurance programs and services organization that markets and sells to its customers insurance products and services, primarily in the property and casualty area. Brown & Brown’s business is divided into four reportable segments: the Retail Segment, which provides a broad range of insurance products and services to commercial, public entity, professional and individual customers; the National Programs Segment, acting as a managing general agent (“MGA”), provides professional liability and related package products for certain professionals, flood coverage, targeted products and services designated for specific industries, trade groups, governmental entities and market niches all of which are delivered through nationwide networks of independent agents, and markets; the Wholesale Brokerage Segment, which markets and sells excess and surplus commercial insurance and reinsurance, primarily through independent agents and brokers; and the Services Segment, which provides insurance-related services, including third-party claims administration and comprehensive medical utilization management services in both the workers’ compensation and all-lines liability arenas, as well as Medicare set-aside services, Social Security disability and Medicare benefits advocacy services, and catastrophe claims adjusting services. In addition, as the result of our acquisition of the stock of The Wright Insurance Group, LLC (“Wright”), in May 2014, we own a flood insurance carrier, Wright National Flood Insurance Company (“WNFIC”), that is a Wright subsidiary. This carrier’s business consists of policies written pursuant to the National Flood Insurance Program (“NFIP”), the program administered by the Federal Emergency Management Agency (“FEMA”) and several excess flood insurance policies which are fully reinsured. |
Basis_of_Financial_Reporting
Basis of Financial Reporting | 9 Months Ended |
Sep. 30, 2014 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | ' |
Basis of Financial Reporting | ' |
NOTE 2· Basis of Financial Reporting | |
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. | |
The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. We continually evaluate our estimates, which are based on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. These estimates form the basis for our judgments about the carrying values of our assets and liabilities, which values are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions | |
Recently Issued Accounting Pronouncements | |
Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern. In August 2014, the Financial Accounting Standards Board (the “FASB”) issued guidance on disclosure of uncertainties about an entity’s ability to continue as a going concern. This guidance addresses management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. The guidance is effective for fiscal years beginning after December 15, 2016 and for interim periods within those fiscal years, with early adoption permitted. The Company does not expect to early adopt this guidance and it believes the adoption of this guidance will not have material impact on the Consolidated Financial Statements. | |
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which provides guidance for revenue recognition. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition,” and most industry-specific guidance. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under today’s guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. ASU 2014-09 is effective for the Company beginning November 1, 2017 and, at that time the Company may adopt the new standard under the full retrospective approach or the modified retrospective approach. Early adoption is not permitted. The Company is currently evaluating the method and impact the adoption of ASU 2014-09 will have on the Company’s condensed consolidated financial statements and disclosures. | |
Financial Reporting Related to Insurance Company Operations | |
Reinsurance | |
The Company protects itself from claims related losses by reinsuring all claims related risk exposure. The only line of insurance the Company writes is flood insurance associated with the Wright acquisition, with all exposure reinsured with FEMA for basic admitted policies conforming to the National Flood Insurance Program. For excess flood insurance policies, all exposure is reinsured with a reinsurance carrier. Reinsurance does not legally discharge the ceding insurer from the primary liability for the full amount due under the reinsured policies. Reinsurance premiums, commissions, expense reimbursement and related reserves related to ceded business are accounted for on a basis consistent with the accounting for the original policies issued and the terms of reinsurance contracts. Premiums earned and losses and loss adjustment expenses incurred are reported net of reinsurance amounts. Other underwriting expenses are shown net of earned ceding commission income. The liabilities for unpaid losses and loss adjustment expenses and unearned premiums are reported gross of ceded reinsurance recoverable. | |
Balances due from reinsurers on unpaid losses and loss adjustment expenses, including an estimate of such recoverables related to reserves for incurred but not reported (“IBNR”) losses, are reported as assets and are included in reinsurance recoverable even though amounts due on unpaid loss and loss adjustment expense are not recoverable from the reinsurer until such losses are paid. The Company does not believe it is exposed to any material credit risk through its reinsurance as the reinsurer is FEMA for basic admitted flood policies and a national reinsurance carrier for excess flood policies, which is rated A+ from AM Best. Historically, no amounts due from reinsurance carriers have been written off as uncollectible. | |
Unpaid Losses and Loss Adjustment Expense | |
Unpaid losses and loss adjustment expenses include amounts determined on individual claims and other estimates based on the past experience of WNFIC and the policyholders for incurred but not reported (“IBNR”) claims, less anticipated salvage and subrogation recoverable. The methods of making such estimates and for establishing the resulting reserves are continually reviewed and updated, and any adjustments resulting therefrom are reflected in operations currently. | |
WNFIC engages the services of outside actuarial consulting firms (the “Actuaries”) to assist on an annual basis to render an opinion on the sufficiency of the Company’s estimates for unpaid losses and related loss adjustment expenses. The Actuaries utilize both industry experience and the Company’s own experience to develop estimates of those amounts as of year-end. These estimated liabilities are subject to the impact of future changes in claim severity, frequency and other factors. In spite of the variability inherent in such estimates, management believes that the liabilities for unpaid losses and related loss adjustment expenses are adequate. | |
Premiums | |
Premiums are recognized as income over the coverage period of the related policies. Unearned premiums represent the portion of premiums written that relate to the unexpired terms of the policies in force and are determined on a daily pro rata basis. | |
Net_Income_Per_Share
Net Income Per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Net Income Per Share | ' | ||||||||||||||||
NOTE 3· Net Income Per Share | |||||||||||||||||
Basic EPS is computed based on the weighted average number of common shares (including participating securities) issued and outstanding during the period. Diluted EPS is computed based on the weighted average number of common shares issued and outstanding plus equivalent shares, assuming the exercise of stock options. The following is a reconciliation between basic and diluted weighted average shares outstanding: | |||||||||||||||||
For the three months | For the nine months | ||||||||||||||||
ended September 30, | ended September 30, | ||||||||||||||||
(in thousands, except per share data) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Net income | $ | 68,331 | $ | 57,749 | $ | 182,501 | $ | 169,887 | |||||||||
Net income attributable to unvested awarded performance stock | (1,681 | ) | (1,626 | ) | (4,604 | ) | (4,092 | ) | |||||||||
Net income attributable to common shares | $ | 66,650 | $ | 56,123 | $ | 177,897 | $ | 165,795 | |||||||||
Weighted average number of common shares outstanding – basic | 144,469 | 145,228 | 144,909 | 144,403 | |||||||||||||
Less unvested awarded performance stock included in weighted average number of common shares outstanding – basic | (3,554 | ) | (4,089 | ) | (3,656 | ) | (3,478 | ) | |||||||||
Weighted average number of common shares outstanding for basic earnings per common share | 140,915 | 141,139 | 141,253 | 140,925 | |||||||||||||
Dilutive effect of stock options | 2,049 | 1,650 | 1,849 | 1,551 | |||||||||||||
Weighted average number of shares outstanding – diluted | 142,964 | 142,789 | 143,102 | 142,476 | |||||||||||||
Net income per share: | |||||||||||||||||
Basic | $ | 0.47 | $ | 0.4 | $ | 1.26 | $ | 1.18 | |||||||||
Diluted | $ | 0.47 | $ | 0.39 | $ | 1.24 | $ | 1.16 | |||||||||
Business_Combinations
Business Combinations | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||||||||||||||
Business Combinations | ' | ||||||||||||||||||||||||
NOTE 4· Business Combinations | |||||||||||||||||||||||||
During the nine months ended September 30, 2014, Brown & Brown acquired the assets and assumed certain liabilities of five insurance intermediaries, all of the stock of one insurance intermediary that owns an insurance carrier and several books of business (customer accounts). Additionally, miscellaneous adjustments were recorded to the purchase price allocation of certain prior acquisitions completed within the last twelve months as permitted by ASC Topic 805 — Business Combinations (“ASC 805”). All of these acquisitions were acquired primarily to expand Brown & Brown’s core business and to attract and hire high-quality individuals. The recorded purchase price for all acquisitions consummated after January 1, 2009 included an estimation of the fair value of liabilities associated with any potential earn-out provisions. Subsequent changes in the fair value of earn-out obligations will be recorded in the Condensed Consolidated Statement of Income when incurred. | |||||||||||||||||||||||||
The fair value of earn-out obligations is based on the present value of the expected future payments to be made to the sellers of the acquired businesses in accordance with the provisions outlined in the respective purchase agreements. In determining fair value, the acquired business’s future performance is estimated using financial projections developed by management for the acquired business and reflects market participant assumptions regarding revenue growth and/or profitability. The expected future payments are estimated on the basis of the earn-out formula and performance targets specified in each purchase agreement compared to the associated financial projections. These payments are then discounted to present value using a risk-adjusted rate that takes into consideration the likelihood that the forecasted earn-out payments will be made. | |||||||||||||||||||||||||
Based on the acquisition date and the complexity of the underlying valuation work, certain amounts included in the Company’s Condensed Consolidated Financial Statements may be provisional and thus subject to further adjustments within the permitted measurement period, as defined in ASC 805. For the nine months ended September 30, 2014, several adjustments were made within the permitted measurement period that resulted in a decrease in the aggregate purchase price of the affected acquisitions of $93,000 relating to the assumption of certain liabilities. | |||||||||||||||||||||||||
Cash paid for acquisitions were $720.1 million and $379.7 million in the nine-month periods ended September 30, 2014 and 2013, respectively. We completed 6 acquisitions in the nine-month period ended September 30, 2014. We completed 4 acquisitions (excluding books of business purchases) in the nine-month period ended September 30, 2013, with the largest being Beecher Carlson Holdings, Inc. which was effective July 1, 2013 and cash paid totaled to $364.2 million. | |||||||||||||||||||||||||
The following table summarizes the aggregate purchase price allocations made as of the date of the acquisitions for the current-year acquisitions and adjustments made during the measurement period for prior-year acquisitions: | |||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Name | Business | Effective | Cash | Other | Recorded | Net Assets | Maximum | ||||||||||||||||||
Segment | Date of | Paid | Payable | Earn-Out | Acquired | Potential Earn- | |||||||||||||||||||
Acquisition | Payable | Out Payable | |||||||||||||||||||||||
The Wright Insurance Group, LLC. | National | 1-May-14 | $ | 610,158 | $ | 1,471 | $ | — | $ | 611,629 | $ | — | |||||||||||||
Programs | |||||||||||||||||||||||||
Pacific Resources Benefits Advisors, LLC (“PacRes”) | Retail | 1-May-14 | 90,000 | — | 8,819 | 98,819 | 35,000 | ||||||||||||||||||
Axia Strategies, Inc (“Axia”). | Wholesale | May 1, 2014 | 9,870 | — | 1,824 | 11,694 | 5,200 | ||||||||||||||||||
Brokerage | |||||||||||||||||||||||||
Other | Various | Various | 10,153 | 125 | 2,294 | 12,572 | 6,028 | ||||||||||||||||||
Total | $ | 720,181 | $ | 1,596 | $ | 12,937 | $ | 734,714 | $ | 46,228 | |||||||||||||||
The following table summarizes the adjustments made to the estimated fair values along with the aggregate assets and liabilities acquired as of the date of each acquisition: | |||||||||||||||||||||||||
(in thousands) | Wright | PacRes | Axia | Other | Total | ||||||||||||||||||||
Cash | $ | 25,365 | $ | — | $ | — | $ | — | $ | 25,365 | |||||||||||||||
Other current assets | 16,768 | 3,647 | 101 | 742 | 21,258 | ||||||||||||||||||||
Fixed assets | 7,445 | 53 | 24 | 1,719 | 9,241 | ||||||||||||||||||||
Reinsurance recoverables | 25,238 | — | — | — | 25,238 | ||||||||||||||||||||
Prepaid reinsurance premiums | 289,013 | — | — | — | 289,013 | ||||||||||||||||||||
Goodwill | 427,947 | 63,656 | 7,276 | 7,427 | 506,306 | ||||||||||||||||||||
Purchased customer accounts | 207,486 | 31,845 | 4,252 | 2,812 | 246,395 | ||||||||||||||||||||
Non-compete agreements | 1,119 | 21 | 41 | 119 | 1,300 | ||||||||||||||||||||
Other assets | 20,045 | — | — | — | 20,045 | ||||||||||||||||||||
Total assets acquired | 1,020,426 | 99,222 | 11,694 | 12,819 | 1,144,161 | ||||||||||||||||||||
Other current liabilities | (14,911 | ) | (403 | ) | — | (247 | ) | (15,561 | ) | ||||||||||||||||
Losses and loss adjustment expense | (25,238 | ) | — | — | — | (25,238 | ) | ||||||||||||||||||
Unearned premiums | (289,013 | ) | — | — | — | (289,013 | ) | ||||||||||||||||||
Deferred income tax, net | (46,675 | ) | — | — | — | (46,675 | ) | ||||||||||||||||||
Other liabilities | (32,960 | ) | — | — | — | (32,960 | ) | ||||||||||||||||||
Total liabilities assumed | (408,797 | ) | (403 | ) | — | (247 | ) | (409,447 | ) | ||||||||||||||||
Net assets acquired | 611,629 | $ | 98,819 | 11,694 | $ | 12,572 | $ | 734,714 | |||||||||||||||||
The weighted average useful lives for the amortizable intangible assets acquired in the current year are as follows: purchased customer accounts, 15.0 years; and non-compete agreements, 3.3 years. | |||||||||||||||||||||||||
Goodwill of $506,335,000 was allocated to the Retail, National Programs, Wholesale Brokerage and Services Segments in the amounts of $71,449,000, $427,802,000, $7,323,000 and ($239,000), respectively. Of the total goodwill of $506,335,000, $141,757,000 is currently deductible for income tax purposes and $351,641,000 is non-deductible. The remaining $12,937,000 relates to the recorded earn-out payables and will not be deductible until it is earned and paid. | |||||||||||||||||||||||||
The results of operations for the acquisitions completed during 2014 have been combined with those of the Company since the acquisition date. The total revenues and income before income taxes from the acquisitions completed through September 30, 2014, included in the Condensed Consolidated Statement of Income for the nine months ended September 30, 2014, were $77,064,000 and $5,166,000, respectively. If the acquisitions had occurred as of the beginning of the respective periods, the Company’s results of operations would be as shown in the following table. These unaudited pro forma results are not necessarily indicative of the actual results of operations that would have occurred had the acquisitions actually been made at the beginning of the respective periods. | |||||||||||||||||||||||||
(UNAUDITED) | For the three months | For the nine months | |||||||||||||||||||||||
ended September 30, | ended September 30, | ||||||||||||||||||||||||
(in thousands, except per share data) | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Total revenues | $ | 421,433 | $ | 400,738 | $ | 1,234,451 | $ | 1,138,466 | |||||||||||||||||
Income before income taxes | 112,687 | 109,069 | 318,806 | 320,089 | |||||||||||||||||||||
Net income | 68,332 | 65,985 | 193,103 | 193,404 | |||||||||||||||||||||
Net income per share: | |||||||||||||||||||||||||
Basic | $ | 0.47 | $ | 0.45 | $ | 1.33 | $ | 1.34 | |||||||||||||||||
Diluted | $ | 0.47 | $ | 0.45 | $ | 1.32 | $ | 1.32 | |||||||||||||||||
Weighted average number of shares outstanding: | |||||||||||||||||||||||||
Basic | 140,915 | 141,139 | 141,253 | 140,925 | |||||||||||||||||||||
Diluted | 142,964 | 142,789 | 143,102 | 142,476 | |||||||||||||||||||||
As of September 30, 2014 and 2013, the fair values of the estimated acquisition earn-out payables were re-evaluated and measured at fair value on a recurring basis using unobservable inputs (Level 3). The resulting additions, payments, and net changes, as well as the interest expense accretion on the estimated acquisition earn-out payables, for the three and nine months ended September 30, 2014 and 2013, were as follows: | |||||||||||||||||||||||||
For the three months | For the nine months | ||||||||||||||||||||||||
ended September 30, | ended September 30, | ||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Balance as of the beginning of the period | $ | 52,696 | $ | 48,918 | $ | 43,058 | $ | 52,987 | |||||||||||||||||
Additions to estimated acquisition earn-out payables | (221 | ) | 955 | 14,586 | 2,787 | ||||||||||||||||||||
Payments for estimated acquisition earn-out payables | (463 | ) | (2,518 | ) | (11,892 | ) | (10,597 | ) | |||||||||||||||||
Subtotal | 52,012 | 47,355 | 45,752 | 45,177 | |||||||||||||||||||||
Net change in earnings from estimated acquisition earn-out payables: | |||||||||||||||||||||||||
Change in fair value on estimated acquisition earn-out payables | (247 | ) | (1,146 | ) | 4,981 | 10 | |||||||||||||||||||
Interest expense accretion | 561 | 481 | 1,593 | 1,503 | |||||||||||||||||||||
Net change in earnings from estimated acquisition earn-out payables | 314 | (665 | ) | 6,574 | 1,513 | ||||||||||||||||||||
Balance as of September 30, 2014 | $ | 52,326 | $ | 46,690 | $ | 52,326 | $ | 46,690 | |||||||||||||||||
Of the $52,326,000 estimated acquisition earn-out payables as of September 30, 2014, $19,751,000 was recorded as accounts payable and $32,575,000 was recorded as other non-current liabilities. |
Goodwill
Goodwill | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||
Goodwill | ' | ||||||||||||||||||||
NOTE 5· Goodwill | |||||||||||||||||||||
Goodwill is subject to at least an annual assessment for impairment by applying a fair value-based test. Brown & Brown completed its most recent annual assessment as of November 30, 2013, and identified no impairment as a result of the evaluation. | |||||||||||||||||||||
The changes in the carrying value of goodwill by reportable segment for the nine months ended September 30, 2014 are as follows: | |||||||||||||||||||||
(in thousands) | Retail | National | Wholesale | Services | Total | ||||||||||||||||
Programs | Brokerage | ||||||||||||||||||||
Balance as of January 1, 2014 | $ | 1,131,257 | $ | 467,144 | $ | 287,242 | $ | 120,530 | $ | 2,006,173 | |||||||||||
Goodwill of acquired businesses | 71,449 | 427,802 | 7,323 | (239 | ) | 506,335 | |||||||||||||||
Balance as of September 30, 2014 | $ | 1,202,706 | $ | 894,946 | $ | 294,565 | $ | 120,291 | $ | 2,512,508 | |||||||||||
Amortizable_Intangible_Assets
Amortizable Intangible Assets | 9 Months Ended | ||||||||||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||
Amortizable Intangible Assets | ' | ||||||||||||||||||||||||||||||||
NOTE 6· Amortizable Intangible Assets | |||||||||||||||||||||||||||||||||
Amortizable intangible assets at September 30, 2014 and December 31, 2013, consisted of the following: | |||||||||||||||||||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||||||||||||||||||
(in thousands) | Gross | Accumulated | Net | Weighted | Gross | Accumulated | Net | Weighted | |||||||||||||||||||||||||
Carrying | Amortization | Carrying | Average | Carrying | Amortization | Carrying | Average | ||||||||||||||||||||||||||
Value | Value | Life | Value | Value | Life | ||||||||||||||||||||||||||||
(Years)(1) | (Years)(1) | ||||||||||||||||||||||||||||||||
Purchased customer accounts | $ | 1,365,973 | $ | (564,053 | ) | $ | 801,920 | 15 | $ | 1,120,719 | $ | (505,137 | ) | $ | 615,582 | 14.9 | |||||||||||||||||
Non-compete agreements | 29,415 | (25,636 | ) | 3,779 | 6.8 | 28,115 | (24,809 | ) | 3,306 | 7 | |||||||||||||||||||||||
Total | $ | 1,395,388 | $ | (589,689 | ) | $ | 805,699 | $ | 1,148,834 | $ | (529,946 | ) | $ | 618,888 | |||||||||||||||||||
-1 | Weighted average life calculated as of the date of acquisition. | ||||||||||||||||||||||||||||||||
Amortization expense for amortizable intangible assets for the years ending December 31, 2014, 2015, 2016, 2017 and 2018 is estimated to be $82,445,000, $86,773,000, $82,243,000, $79,289,000, and $73,888,000, respectively. |
LongTerm_Debt
Long-Term Debt | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long-Term Debt | ' | ||||||||
NOTE 7· Long-Term Debt | |||||||||
Long-term debt at September 30, 2014 and December 31, 2013 consisted of the following: | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Current portion of long-term debt: | |||||||||
Current portion of 5-year term loan facility expires 2019 | $ | 13,750 | $ | — | |||||
6.080% senior notes, semi-annual interest payments, balloon due 2014 | — | 100,000 | |||||||
5.370% senior notes, quarterly interest payments, balloon due 2015 | 25,000 | — | |||||||
Total current portion of short-term debt | $ | 38,750 | $ | 100,000 | |||||
Long-term debt: | |||||||||
Note agreements: | |||||||||
5.370% senior notes, quarterly interest payments, balloon due 2015 | $ | — | $ | 25,000 | |||||
5.660% senior notes, semi-annual interest payments, balloon due 2016 | 25,000 | 25,000 | |||||||
4.500% senior notes, quarterly interest payments, balloon due 2018 | 100,000 | 100,000 | |||||||
4.200% senior notes, semi-annual interest payments, balloon due 2024 | 498,432 | — | |||||||
Total notes | $ | 623,432 | $ | 150,000 | |||||
Credit agreements: | |||||||||
Periodic payments of interest, LIBOR plus 1.00%, expires December 31, 2016 | $ | — | $ | 100,000 | |||||
Quarterly payments of interest, LIBOR plus 1.00%, expires December 31, 2016 | — | 100,000 | |||||||
Periodic payments of interest, LIBOR plus 1.00%, expires December 31, 2016 | — | 30,000 | |||||||
5-year term-loan facility, periodic interest and principal payments, currently LIBOR plus 1.375%, expires May 20, 2019 | 536,250 | — | |||||||
5-year revolving-loan facility, periodic interest payments, currently LIBOR plus 1.175%, plus commitment fees of 0.20%, expires May 20, 2019 | — | — | |||||||
Revolving credit loan, quarterly interest payments, LIBOR plus up to 1.40% and availability fee up to 0.25%, expires December 31, 2016 | — | — | |||||||
Total credit agreements | $ | 536,250 | $ | 230,000 | |||||
Total long-term debt | $ | 1,159,682 | $ | 380,000 | |||||
Current portion of short-term debt | $ | 38,750 | $ | 100,000 | |||||
Total debt | $ | 1,198,432 | $ | 480,000 | |||||
In July 2004, the Company completed a private placement of $200.0 million of unsecured senior notes (the “Notes”). The $200.0 million was divided into two series: (1) Series A, which closed on September 15, 2004, for $100.0 million due in 2011 and bore interest at 5.57% per year; and (2) Series B, which closed on July 15, 2004, for $100.0 million due in 2014 and bore interest at 6.08% per year. On September 15, 2011, the $100.0 million of Series A Notes were redeemed on their normal maturity date through use of funds from the Master Agreement (defined below). As of July 15, 2014 Series B notes were redeemed at maturity using proceeds from the Credit Facility (defined below). | |||||||||
On January 9, 2012, the Company entered into: (1) an amended and restated revolving and term loan credit agreement (the “SunTrust Agreement”) with SunTrust Bank (“SunTrust”) that provided for (a) a $100.0 million term loan (the “SunTrust Term Loan”) and (b) a $50.0 million revolving line of credit (the “SunTrust Revolver”) and (2) a $50.0 million promissory note. The maturity date for the SunTrust Term Loan and the SunTrust Revolver was December 31, 2016, at which time all outstanding principal and unpaid interest would have been due. On May 20, 2014, in connection with closing the Wright acquisition and funding of the Credit Facility (as defined below), the SunTrust Term Loan was paid in full using proceeds from the Credit Facility and the SunTrust Revolver was also terminated at that time. | |||||||||
On January 26, 2012, the Company entered into a term loan agreement (the “JPM Agreement”) with JPMorgan that provided for a $100.0 million term loan (the “JPM Term Loan”). The JPM Term Loan was fully funded on January 26, 2012, and provided the financing to fully repay (1) the JPM Bridge Facility and (2) the SunTrust Revolver. As a result of the January 26, 2012 financing and repayments, the JPM Bridge Facility was terminated and the SunTrust Revolver’s amount outstanding was reduced to zero. The maturity date for the JPM Term Loan was December 31, 2016, at which time all outstanding principal and unpaid interest would have been due. On May 20, 2014, in connection with closing the Wright acquisition and funding of the Credit Facility (as defined below), the JPM Term Loan was paid in full and terminated using proceeds from the Credit Facility. | |||||||||
On July 1, 2013, in conjunction with the acquisition of Beecher Carlson Holdings, Inc., the Company entered into: (1) a revolving loan agreement (the “Wells Fargo Agreement”) with Wells Fargo Bank, N.A. that provided for a $50.0 million revolving line of credit (the “Wells Fargo Revolver”) and (2) a term loan agreement (the “Bank of America Agreement”) with Bank of America, N.A. (“Bank of America”) that provided for a $30.0 million term loan (the “Bank of America Term Loan”). | |||||||||
The maturity date for the Wells Fargo Revolver is December 31, 2016, at which time all outstanding principal and unpaid interest will be due. The Wells Fargo Revolver may be increased by up to $50.0 million (bringing the total amount available to $100.0 million). The calculation of interest and fees for the Wells Fargo Agreement is generally based on the Company’s funded debt-to-EBITDA ratio. Interest is charged at a rate equal to 1.00% to 1.40% above LIBOR or 1.00% below the Base Rate, each as more fully described in the Wells Fargo Agreement. Fees include an up-front fee, an availability fee of 0.175% to 0.25%, and a letter of credit margin fee of 1.00% to 1.40%. The obligations under the Wells Fargo Revolver are unsecured and the Wells Fargo Agreement includes various covenants, limitations and events of default that are customary for similar facilities for similar borrowers. As of April 16, 2014, in connection with the signing of the Credit Facility an amendment to the agreement was established to reduce the total revolving loan commitment from $50.0 million to $25.0 million. There were no borrowings against the Wells Fargo Revolver as of September 30, 2014 and December 31, 2013. | |||||||||
The maturity date for the Bank of America Term Loan was December 31, 2016, at which time all outstanding principal and unpaid interest would have been due. The Bank of America Term Loan was funded in the amount of $30.0 million on July 1, 2013. On May 20, 2014, in connection with closing the Wright acquisition and funding of the Credit Facility, the term loan was paid in full using proceeds from the Credit Facility (as defined below). | |||||||||
The 30-day Adjusted LIBOR Rate as of September 30, 2014 was 0.19%. | |||||||||
On April 17, 2014, the Company entered into a credit agreement with JPMorgan Chase Bank, N.A. as administrative agent and certain other banks as co-syndication agents and co-documentation agents (the “Credit Agreement”). The Credit Agreement in the amount of $1,350.0 million provides for an unsecured revolving credit facility (the “Credit Facility”) in the initial amount of $800.0 million and unsecured term loans in the initial amount of $550.0 million, either or both of which may, subject to lenders’ discretion, potentially be increased by up to $500.0 million. The Credit Facility was funded on May 20, 2014 in conjunction with the closing of the Wright acquisition, with the $550.0 million term loan being funded as well as a drawdown of $375.0 million on the revolving loan facility. Use of these proceeds were to retire existing term loan debt including the JPM Term Loan Agreement, SunTrust Term Loan Agreement and Bank of America Term Loan Agreement in total of $230.0 million (as described above) and to facilitate the closing of the Wright acquisition as well as other acquisitions. The Credit Facility terminates on May 20, 2019, but either or both of the revolving credit facility and the term loans may be extended for two additional one-year periods at the Company’s request and at the discretion of the respective lenders. Interest and facility fees in respect to the Credit Facility are based on the better of the Company’s net debt leverage ratio or a non-credit enhanced senior unsecured long-term debt rating. Based on the Company’s net debt leverage ratio, the rates of interest for the first two quarters charged on the term loan and revolving loan is 1.375% and 1.175% respectively and above the adjusted LIBOR rate for outstanding amounts drawn. There are fees included in the facility which include a facility fee based on the revolving credit commitments of the lenders (whether used or unused) at a rate of 0.20% and letter of credit fees based on the amounts of outstanding secured or unsecured letters of credit. The Credit Facility includes various covenants, limitations and events of default customary for similar facilities for similarly rated borrowers. As of September 30, 2014, there was an outstanding debt balance issued under the provisions of the Credit Facility in total of $550.0 million with no proceeds outstanding relative to the revolving loan. | |||||||||
On September 18, 2014 the Company issued $500.0 million of 4.200% unsecured senior notes due 2024. The senior notes were given investment grade ratings of BBB-/Baa3 with a stable outlook. The notes are subject to certain covenant restrictions and regulations which are customary for credit rated obligations. At the time of funding, the proceeds were offered at a discount of the original note amount which also excluded an underwriting fee discount. The net proceeds received from the issuance were used to repay the outstanding balance of $475.0 million on the revolving Credit Facility and other general corporate purposes. | |||||||||
The Notes, the Master Agreement and the Credit Agreement all require the Company to maintain certain financial ratios and comply with certain other covenants. The Company was in compliance with all such covenants as of September 30, 2014 and December 31, 2013. | |||||||||
NOTE 8· Supplemental Disclosures of Cash Flow Information and Non-Cash Financing and Investing Activities | |||||||||
For the nine months | |||||||||
ended September 30, | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Cash paid during the period for: | |||||||||
Interest | $ | 19,940 | $ | 13,223 | |||||
Income taxes | $ | 92,018 | $ | 81,156 | |||||
Brown & Brown’s significant non-cash investing and financing activities are summarized as follows: | |||||||||
For the nine months | |||||||||
ended September 30, | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Other payable issued for purchased customer accounts | $ | 1,623 | $ | 503 | |||||
Estimated acquisition earn-out payables and related charges | $ | 12,937 | $ | 2,064 | |||||
Notes received on the sale of fixed assets and customer accounts | $ | 296 | $ | 1,107 |
Supplemental_Disclosures_of_Ca
Supplemental Disclosures of Cash Flow Information and Non-Cash Financing and Investing Activities | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Supplemental Cash Flow Elements [Abstract] | ' | ||||||||
Supplemental Disclosures of Cash Flow Information and Non-Cash Financing and Investing Activities | ' | ||||||||
NOTE 8· Supplemental Disclosures of Cash Flow Information and Non-Cash Financing and Investing Activities | |||||||||
For the nine months | |||||||||
ended September 30, | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Cash paid during the period for: | |||||||||
Interest | $ | 19,940 | $ | 13,223 | |||||
Income taxes | $ | 92,018 | $ | 81,156 | |||||
Brown & Brown’s significant non-cash investing and financing activities are summarized as follows: | |||||||||
For the nine months | |||||||||
ended September 30, | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Other payable issued for purchased customer accounts | $ | 1,623 | $ | 503 | |||||
Estimated acquisition earn-out payables and related charges | $ | 12,937 | $ | 2,064 | |||||
Notes received on the sale of fixed assets and customer accounts | $ | 296 | $ | 1,107 |
Legal_and_Regulatory_Proceedin
Legal and Regulatory Proceedings | 9 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Legal and Regulatory Proceedings | ' |
NOTE 9· Legal and Regulatory Proceedings | |
The Company is involved in numerous pending or threatened proceedings by or against Brown & Brown, Inc. or one or more of its subsidiaries that arise in the ordinary course of business. The damages that may be claimed against the Company in these various proceedings are in some cases substantial, including in many instances claims for punitive or extraordinary damages. Some of these claims and lawsuits have been resolved, others are in the process of being resolved and others are still in the investigation or discovery phase. The Company will continue to respond appropriately to these claims and lawsuits and to vigorously protect its interests. | |
Although the ultimate outcome of such matters cannot be ascertained and liabilities in indeterminate amounts may be imposed on Brown & Brown, Inc. or its subsidiaries, on the basis of present information, availability of insurance and legal advice, it is the opinion of management that the disposition or ultimate determination of such claims will not have a material adverse effect on the Company’s condensed consolidated financial position. However, as (i) one or more of the Company’s insurance companies could take the position that portions of these claims are not covered by the Company’s insurance, (ii) to the extent that payments are made to resolve claims and lawsuits, applicable insurance policy limits are eroded, and (iii) the claims and lawsuits relating to these matters are continuing to develop, it is possible that future results of operations or cash flows for any particular quarterly or annual period could be materially affected by unfavorable resolutions of these matters. |
Segment_Information
Segment Information | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||||||
Segment Information | ' | ||||||||||||||||||||||||
NOTE 10· Segment Information | |||||||||||||||||||||||||
Brown & Brown’s business is divided into four reportable segments: the Retail Segment, which provides a broad range of insurance products and services to commercial, public and quasi-public entities, and to professional and individual customers; the National Programs Segment, which provides professional liability and related package products for certain professionals delivered through nationwide networks of independent agents, markets targeted products and services designed for specific industries, trade groups, public and quasi-public entities, and market niches and provides flood coverage; the Wholesale Brokerage Segment, which markets and sells excess and surplus commercial and personal lines insurance, and reinsurance, primarily through independent agents and brokers; and the Services Segment, which provides insurance-related services, including third-party claims administration and comprehensive medical utilization management services in both the workers’ compensation and all-lines liability arenas, as well as Medicare set-aside services, Social Security disability and Medicare benefits advocacy services and catastrophe claims adjusting services. | |||||||||||||||||||||||||
Brown & Brown conducts all of its operations within the United States of America, except for one wholesale brokerage subsidiary based in London, England, and retail subsidiaries in Bermuda and the Cayman Islands. These three subsidiaries earned $3.2 million and $2.3 million of total revenues for the three months ended September 30, 2014 and 2013, respectively. These subsidiaries earned $10.2 million and $8.2 million of total revenues for the nine months ended September 30, 2014 and 2013, respectively. Additionally, these subsidiaries earned $12.2 million of total revenues for the year ended December 31, 2013. Long-lived assets held outside of the United States during the nine months ended September 30, 2014 and 2013 were not material. | |||||||||||||||||||||||||
The accounting policies of the reportable segments are the same as those described in Note 1 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. Brown & Brown evaluates the performance of its segments based upon revenues and income before income taxes. Inter-segment revenues are eliminated. | |||||||||||||||||||||||||
Summarized financial information concerning Brown & Brown’s reportable segments is shown in the following table. The “Other” column includes any income and expenses not allocated to reportable segments and corporate-related items, including the inter-company interest expense charge to the reporting segment. | |||||||||||||||||||||||||
For the three months ended September 30, 2014 | |||||||||||||||||||||||||
(in thousands) | Retail | National | Wholesale | Services | Other | Total | |||||||||||||||||||
Programs | Brokerage | ||||||||||||||||||||||||
Total revenues | $ | 202,708 | $ | 116,512 | $ | 66,762 | $ | 35,492 | $ | (56 | ) | $ | 421,418 | ||||||||||||
Investment income | $ | 16 | $ | 48 | $ | 9 | $ | — | $ | 152 | $ | 225 | |||||||||||||
Amortization | $ | 10,732 | $ | 7,253 | $ | 2,955 | $ | 1,034 | $ | 9 | $ | 21,983 | |||||||||||||
Depreciation | $ | 1,621 | $ | 2,116 | $ | 679 | $ | 555 | $ | 485 | $ | 5,456 | |||||||||||||
Interest expense | $ | 10,675 | $ | 15,915 | $ | 505 | $ | 1,938 | $ | (21,735 | ) | $ | 7,298 | ||||||||||||
Income before income taxes | $ | 40,234 | $ | 20,913 | $ | 22,745 | $ | 4,859 | $ | 23,934 | $ | 112,685 | |||||||||||||
Total assets | $ | 3,124,487 | $ | 2,477,731 | $ | 965,555 | $ | 285,307 | $ | (1,907,332 | ) | $ | 4,945,748 | ||||||||||||
Capital expenditures | $ | 1,330 | $ | 5,179 | $ | 546 | $ | 325 | $ | 232 | $ | 7,612 | |||||||||||||
For the three months ended September 30, 2013 | |||||||||||||||||||||||||
(in thousands) | Retail | National | Wholesale | Services | Other | Total | |||||||||||||||||||
Programs | Brokerage | ||||||||||||||||||||||||
Total revenues | $ | 192,845 | $ | 77,816 | $ | 59,324 | $ | 30,020 | $ | (695 | ) | $ | 359,310 | ||||||||||||
Investment income | $ | 19 | $ | 4 | $ | 7 | $ | — | $ | 55 | $ | 85 | |||||||||||||
Amortization | $ | 10,258 | $ | 3,781 | $ | 2,884 | $ | 925 | $ | 10 | $ | 17,858 | |||||||||||||
Depreciation | $ | 1,536 | $ | 1,384 | $ | 684 | $ | 402 | $ | 460 | $ | 4,466 | |||||||||||||
Interest expense | $ | 11,127 | $ | 6,245 | $ | 642 | $ | 1,804 | $ | (15,683 | ) | $ | 4,135 | ||||||||||||
Income before income taxes | $ | 37,441 | $ | 17,450 | $ | 20,152 | $ | 5,763 | $ | 14,649 | $ | 95,455 | |||||||||||||
Total assets | $ | 2,918,824 | $ | 1,350,689 | $ | 915,515 | $ | 252,801 | $ | (1,883,041 | ) | $ | 3,554,788 | ||||||||||||
Capital expenditures | $ | 1,696 | $ | 1,349 | $ | 277 | $ | 639 | $ | 369 | $ | 4,330 | |||||||||||||
For the nine months ended September 30, 2014 | |||||||||||||||||||||||||
(in thousands) | Retail | National | Wholesale | Services | Other | Total | |||||||||||||||||||
Programs | Brokerage | ||||||||||||||||||||||||
Total revenues | $ | 616,375 | $ | 281,557 | $ | 181,841 | $ | 102,891 | $ | 112 | $ | 1,182,776 | |||||||||||||
Investment income | $ | 48 | $ | 119 | $ | 20 | $ | 2 | $ | 333 | $ | 522 | |||||||||||||
Amortization | $ | 31,340 | $ | 17,242 | $ | 8,770 | $ | 3,101 | $ | 29 | $ | 60,482 | |||||||||||||
Depreciation | $ | 4,819 | $ | 5,425 | $ | 1,999 | $ | 1,646 | $ | 1,449 | $ | 15,338 | |||||||||||||
Interest expense | $ | 32,612 | $ | 33,803 | $ | 1,447 | $ | 5,879 | $ | (55,367 | ) | $ | 18,374 | ||||||||||||
Income before income taxes | $ | 130,577 | $ | 46,721 | $ | 52,859 | $ | 12,682 | $ | 58,464 | $ | 301,303 | |||||||||||||
Total assets | $ | 3,124,487 | $ | 2,477,731 | $ | 965,555 | $ | 285,307 | $ | (1,907,332 | ) | $ | 4,945,748 | ||||||||||||
Capital expenditures | $ | 5,009 | $ | 12,036 | $ | 1,545 | $ | 860 | $ | 739 | $ | 20,189 | |||||||||||||
For the nine months ended September 30, 2013 | |||||||||||||||||||||||||
(in thousands) | Retail | National | Wholesale | Services | Other | Total | |||||||||||||||||||
Programs | Brokerage | ||||||||||||||||||||||||
Total revenues | $ | 539,232 | $ | 215,110 | $ | 162,844 | $ | 103,070 | $ | (142 | ) | $ | 1,020,114 | ||||||||||||
Investment income | $ | 65 | $ | 14 | $ | 16 | $ | 1 | $ | 414 | $ | 510 | |||||||||||||
Amortization | $ | 27,858 | $ | 10,811 | $ | 8,668 | $ | 2,774 | $ | 29 | $ | 50,140 | |||||||||||||
Depreciation | $ | 4,278 | $ | 3,958 | $ | 2,107 | $ | 1,200 | $ | 1,353 | $ | 12,896 | |||||||||||||
Interest expense | $ | 22,976 | $ | 17,529 | $ | 2,120 | $ | 5,608 | $ | (36,117 | ) | $ | 12,116 | ||||||||||||
Income before income taxes | $ | 128,134 | $ | 42,688 | $ | 46,274 | $ | 22,305 | $ | 41,766 | $ | 281,167 | |||||||||||||
Total assets | $ | 2,918,824 | $ | 1,350,689 | $ | 915,515 | $ | 252,801 | $ | (1,883,041 | ) | $ | 3,554,788 | ||||||||||||
Capital expenditures | $ | 4,519 | $ | 3,661 | $ | 1,374 | $ | 1,137 | $ | 762 | $ | 11,453 | |||||||||||||
Investments
Investments | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | ||||||||||||||||||||||||
Investments | ' | ||||||||||||||||||||||||
NOTE 11· Investments | |||||||||||||||||||||||||
At September 30, 2014, the Company’s amortized cost and fair values of fixed maturity securities related to our insurance company operations are summarized as follows: | |||||||||||||||||||||||||
(in thousands) | Cost | Gross Unrealized | Gross Unrealized | Fair Value | |||||||||||||||||||||
Gains | Losses | ||||||||||||||||||||||||
U.S. Treasury securities, obligations of U.S. Government agencies and Municipals | $ | 10,588 | $ | 4 | $ | (4 | ) | $ | 10,588 | ||||||||||||||||
Foreign government | 50 | — | — | 50 | |||||||||||||||||||||
Corporate debt | 5,583 | 5 | (11 | ) | 5,576 | ||||||||||||||||||||
Short duration fixed income fund | 3,737 | 38 | — | 3,775 | |||||||||||||||||||||
Total | $ | 19,958 | $ | 47 | $ | (15 | ) | $ | 19,989 | ||||||||||||||||
The following table shows the investments’ gross unrealized loss and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position as of September 30, 2014. | |||||||||||||||||||||||||
(in thousands) | Less than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||
Fair Value | Unrealized | Fair Value | Unrealized | Fair Value | Unrealized | ||||||||||||||||||||
Losses | Losses | Losses | |||||||||||||||||||||||
U.S. Treasury securities, obligations of U.S. Government agencies and Municipals | $ | 3,168 | $ | 4 | $ | — | $ | — | $ | 3,168 | $ | 4 | |||||||||||||
Corporate debt | 4,490 | 11 | — | — | 4,490 | 11 | |||||||||||||||||||
Total | $ | 7,658 | $ | 15 | $ | — | $ | — | $ | 7,658 | $ | 15 | |||||||||||||
The unrealized losses in the Company’s investments in U.S. Treasury Securities and obligations of U.S. Government Agencies and bonds from corporate issuers were caused by interest rate increases. At September 30, 2014, the Company had 38 securities in an unrealized loss position. The contractual cash flows of the U.S. Treasury Securities and obligations of the U.S. Government agencies investments are either guaranteed by the U.S. Government or an agency of the U.S. Government. Accordingly, it is expected that the securities would not be settled at a price less than the amortized cost of the Company’s investment. The corporate securities are highly rated securities with no indicators of potential impairment. Based on the ability and intent of the Company to hold these investments until recovery of fair value, which may be maturity, the bonds were not considered to be other-than-temporarily impaired at September 30, 2014. | |||||||||||||||||||||||||
The amortized cost and estimated fair value of the fixed maturity securities at September 30, 2014 by contractual maturity are set forth below: | |||||||||||||||||||||||||
(in thousands) | Amortized Cost | Fair Value | |||||||||||||||||||||||
Years to maturity: | |||||||||||||||||||||||||
Due in one year or less | $ | 4,316 | $ | 4,354 | |||||||||||||||||||||
Due after one year through five years | 15,296 | 15,286 | |||||||||||||||||||||||
Due after five years through ten years | 346 | 349 | |||||||||||||||||||||||
Total | $ | 19,958 | $ | 19,989 | |||||||||||||||||||||
The expected maturities in the foregoing table may differ from the contractual maturities because certain borrowers have the right to call or prepay obligations with or without penalty. | |||||||||||||||||||||||||
Proceeds from sales of the Company’s investment in fixed maturity securities were $0.2 million including maturities from the period May 1, 2014 to September 30, 2014. There were no gains and losses realized on those sales for the period from May 1, 2014 to September 30, 2014. | |||||||||||||||||||||||||
Realized gains and losses are reported on the consolidated statements of operations and comprehensive loss, with the cost of securities sold determined on a specific identification basis. | |||||||||||||||||||||||||
Reinsurance_and_Loss_and_Loss_
Reinsurance and Loss and Loss Adjustment Expenses | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Text Block [Abstract] | ' | ||||||||
Reinsurance and Loss and Loss Adjustment Expenses | ' | ||||||||
NOTE 12· Reinsurance and Losses and Loss Adjustment Expenses | |||||||||
The Company reinsures hundred percent of its insurance coverage with reinsurers to limit the amount of loss on individual claims. Although the reinsurers are liable to the Company for amounts reinsured, the Company remains primarily liable to its policyholders for the full amount of the policies written whether or not the reinsurers meet their obligations to the Company when they become due. The effects of reinsurance on premiums written and earned are as follows: | |||||||||
(in thousands) | Period from May 1, 2014 to | ||||||||
September 30, 2014 | |||||||||
Written | Earned | ||||||||
Direct premiums | $ | 315,568 | $ | 258,489 | |||||
Assumed premiums | 1 | 157 | |||||||
Ceded premiums | 315,563 | 258,640 | |||||||
Net premiums | $ | 6 | $ | 6 | |||||
All premiums written by WNFIC under the National Flood Insurance Program are 100% ceded to FEMA, for which the Company receives a 30.7% expense allowance. For the period from May 1, 2014 through September 30, 2014, the Company ceded $315.1 million of written premiums. | |||||||||
Effective April 1, 2014, WNFIC is also a party to a quota share agreement whereby it cedes 100% of its gross excess flood premiums which excludes fees to Arch Reinsurance Company and receives a 30.5% commission. WNFIC ceded $0.5 million for the period from May 1 through September 30, 2014. No loss data exists on this agreement. | |||||||||
The Company also ceded 100% of the Homeowners and Private Passenger Auto Liability to Stillwater Insurance Company formerly known as Fidelity National Insurance Company. This business is in runoff. Therefore, only loss data still exists on this business. As of September 30, 2014, ceded unpaid losses and loss adjustment expenses for Homeowners and Private Passenger Auto Liability was $0.0 million and $0.3 million, respectively. The incurred but not reported was $0.2 million for Homeowners and $0.2 million for Private Passenger Auto Liability. The reinsurance recoverable balance as of September 30, 2014 was $23.2 million and is comprised of recoverables on unpaid losses and loss expenses. | |||||||||
There was no net activity in the reserve for losses and loss adjustment expense during the period May 1, 2014 through September 30, 2014, as the Company’s direct premiums written were hundred percent ceded to three reinsurers. The balance of the reserve for losses and loss adjustment expense, excluding related reinsurance recoverables, as of September 30, 2014 was $23.2 million. | |||||||||
Statutory_Financial_Informatio
Statutory Financial Information | 9 Months Ended |
Sep. 30, 2014 | |
Text Block [Abstract] | ' |
Statutory Financial Information | ' |
NOTE 13· Statutory Financial Information | |
WNFIC is required to maintain minimum amounts of statutory capital and surplus as required by regulatory authorities. WNFIC’s statutory capital and surplus exceeded their respective minimum statutory requirements. The unaudited statutory capital and surplus of WNFIC was $9.4 million at September 30, 2014. For the period from January 1, 2014 through September 30, 2014, WNFIC generated statutory net income of $0.9 million. | |
After the May 19, 2014 distribution of WNFIC to WRM America Intermediate Holding Company, Inc. but prior to the consummation of the Brown and Brown purchase of Wright and its subsidiaries, WNFIC issued and paid an extraordinary dividend of $7.0 million to its parent. That dividend was issued and paid with the prior approval of the Texas Department of Insurance. |
Subsidiary_Dividend_Restrictio
Subsidiary Dividend Restrictions | 9 Months Ended |
Sep. 30, 2014 | |
Text Block [Abstract] | ' |
Subsidiary Dividend Restrictions | ' |
NOTE 14· Subsidiary Dividend Restrictions | |
Under the insurance regulations of Texas, the maximum amount of ordinary dividends that WNFIC can pay to shareholders in a rolling twelve month period is limited to the greater of 10% of statutory adjusted capital and surplus as shown on WNFIC’s last annual statement on file with the superintendent or 100% of adjusted net income. As an extraordinary dividend of $7.0 million was paid on May 20, 2014, no ordinary dividend may be paid until May 21, 2015. |
Shareholders_Equity
Shareholders' Equity | 9 Months Ended |
Sep. 30, 2014 | |
Equity [Abstract] | ' |
Shareholders' Equity | ' |
NOTE 15· Shareholders’ Equity | |
On July 21, 2014, the Company’s Board of Directors authorized the repurchase of up to $200 million of its shares of common stock. This is in addition to the $25.0 million that was authorized in the first quarter and executed in the second quarter of 2014. On September 2, 2014, the Company entered into an accelerated share repurchase agreement (“ASR”) with an investment bank to repurchase an aggregate $50.0 million of the Company’s common stock. As part of the ASR, the Company received an initial delivery of 1,293,760 shares of the Company’s common stock with a fair market value of approximately $42.5 million, which is included in treasury stock in the accompanying Consolidated Balance Sheet as of September 30, 2014. The initial delivery of 1,293,760 shares reduced the outstanding shares used to determine the Company’s weighted average shares outstanding for purposes of calculating basic and diluted earnings per share. The remaining $7.5 million of the aggregate repurchase amount was included in additional paid-in capital in the accompanying Consolidated Balance Sheet as of September 30, 2014. The total number of shares repurchased under the ASR of 1,539,760 was determined upon settlement on October 8, 2014 and was based on the Company’s volume weighted average price per its common share over the ASR period less a discount. |
Nature_of_Operations_Policies
Nature of Operations (Policies) | 9 Months Ended |
Sep. 30, 2014 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | ' |
Nature of Operations | ' |
Brown & Brown, Inc., a Florida corporation, and its subsidiaries (collectively, “Brown & Brown” or the “Company”) is a diversified insurance agency, wholesale brokerage, insurance programs and services organization that markets and sells to its customers insurance products and services, primarily in the property and casualty area. Brown & Brown’s business is divided into four reportable segments: the Retail Division, which provides a broad range of insurance products and services to commercial, public entity, professional and individual customers; the National Programs Division, acting as a managing general agent (“MGA”), provides professional liability and related package products for certain professionals, flood coverage, targeted products and services designated for specific industries, trade groups, governmental entities and market niches all of which are delivered through nationwide networks of independent agents, and markets; the Wholesale Brokerage Division, which markets and sells excess and surplus commercial insurance and reinsurance, primarily through independent agents and brokers; and the Services Division, which provides insurance-related services, including third-party claims administration and comprehensive medical utilization management services in both the workers’ compensation and all-lines liability arenas, as well as Medicare set-aside services, Social Security disability and Medicare benefits advocacy services, and catastrophe claims adjusting services. In addition, as the result of our acquisition of the stock of The Wright Insurance Group, LLC (“Wright”), in May 2014, we own a flood insurance carrier that is a Wright subsidiary. This carrier’s business consists of policies written pursuant to the National Flood Insurance Program (“NFIP”), the program administered by the Federal Emergency Management Agency (“FEMA”) and several excess flood insurance policies which are fully reinsured. | |
Unpaid Losses and Loss Adjustment Expense | ' |
Unpaid Losses and Loss Adjustment Expense | |
Unpaid losses and loss adjustment expenses include amounts determined on individual claims and other estimates based on the past experience of WNFIC and the policyholders for incurred but not reported (“IBNR”) claims, less anticipated salvage and subrogation recoverable. The methods of making such estimates and for establishing the resulting reserves are continually reviewed and updated, and any adjustments resulting therefrom are reflected in operations currently. | |
WNFIC engages the services of outside actuarial consulting firms (the “Actuaries”) to assist on an annual basis to render an opinion on the sufficiency of the Company’s estimates for unpaid losses and related loss adjustment expenses. The Actuaries utilize both industry experience and the Company’s own experience to develop estimates of those amounts as of year-end. These estimated liabilities are subject to the impact of future changes in claim severity, frequency and other factors. In spite of the variability inherent in such estimates, management believes that the liabilities for unpaid losses and related loss adjustment expenses are adequate. | |
Reinsurance | ' |
Reinsurance | |
The Company protects itself from claims related losses by reinsuring all claims related risk exposure. The only line of insurance the Company writes is flood insurance associated with the Wright acquisition, with all exposure reinsured with FEMA for basic admitted policies conforming to the National Flood Insurance Program. For excess flood insurance policies, all exposure is reinsured with a reinsurance carrier. Reinsurance does not legally discharge the ceding insurer from the primary liability for the full amount due under the reinsured policies. Reinsurance premiums, commissions, expense reimbursement and related reserves related to ceded business are accounted for on a basis consistent with the accounting for the original policies issued and the terms of reinsurance contracts. Premiums earned and losses and loss adjustment expenses incurred are reported net of reinsurance amounts. Other underwriting expenses are shown net of earned ceding commission income. The liabilities for unpaid losses and loss adjustment expenses and unearned premiums are reported gross of ceded reinsurance recoverable. | |
Balances due from reinsurers on unpaid losses and loss adjustment expenses, including an estimate of such recoverables related to reserves for incurred but not reported (“IBNR”) losses, are reported as assets and are included in reinsurance recoverable even though amounts due on unpaid loss and loss adjustment expense are not recoverable from the reinsurer until such losses are paid. The Company does not believe it is exposed to any material credit risk through its reinsurance as the reinsurer is FEMA for basic admitted flood policies and a national reinsurance carrier for excess flood policies, which is rated A+ from AM Best. Historically, no amounts due from reinsurance carries have been written off as uncollectible. | |
Recently Issued Accounting Pronouncements | ' |
Recently Issued Accounting Pronouncements | |
Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern. In August 2014, the Financial Accounting Standards Board (the “FASB”) issued guidance on disclosure of uncertainties about an entity’s ability to continue as a going concern. This guidance addresses management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. The guidance is effective for fiscal years beginning after December 15, 2016 and for interim periods within those fiscal years, with early adoption permitted. The Company does not expect to early adopt this guidance and it believes the adoption of this guidance will not have material impact on the Consolidated Financial Statements. | |
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which provides guidance for revenue recognition. ASU 2014-09 affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets and supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition,” and most industry-specific guidance. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under today’s guidance. These may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. ASU 2014-09 is effective for the Company beginning November 1, 2017 and, at that time the Company may adopt the new standard under the full retrospective approach or the modified retrospective approach. Early adoption is not permitted. The Company is currently evaluating the method and impact the adoption of ASU 2014-09 will have on the Company’s condensed consolidated financial statements and disclosures. | |
Premiums | ' |
Premiums | |
Premiums are recognized as income over the coverage period of the related policies. Unearned premiums represent the portion of premiums written that relate to the unexpired terms of the policies in force and are determined on a daily pro rata basis. |
Net_Income_Per_Share_Tables
Net Income Per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Reconciliation between Basic and Diluted Weighted Average Shares Outstanding | ' | ||||||||||||||||
The following is a reconciliation between basic and diluted weighted average shares outstanding: | |||||||||||||||||
For the three months | For the nine months | ||||||||||||||||
ended September 30, | ended September 30, | ||||||||||||||||
(in thousands, except per share data) | 2014 | 2013 | 2014 | 2013 | |||||||||||||
Net income | $ | 68,331 | $ | 57,749 | $ | 182,501 | $ | 169,887 | |||||||||
Net income attributable to unvested awarded performance stock | (1,681 | ) | (1,626 | ) | (4,604 | ) | (4,092 | ) | |||||||||
Net income attributable to common shares | $ | 66,650 | $ | 56,123 | $ | 177,897 | $ | 165,795 | |||||||||
Weighted average number of common shares outstanding – basic | 144,469 | 145,228 | 144,909 | 144,403 | |||||||||||||
Less unvested awarded performance stock included in weighted average number of common shares outstanding – basic | (3,554 | ) | (4,089 | ) | (3,656 | ) | (3,478 | ) | |||||||||
Weighted average number of common shares outstanding for basic earnings per common share | 140,915 | 141,139 | 141,253 | 140,925 | |||||||||||||
Dilutive effect of stock options | 2,049 | 1,650 | 1,849 | 1,551 | |||||||||||||
Weighted average number of shares outstanding – diluted | 142,964 | 142,789 | 143,102 | 142,476 | |||||||||||||
Net income per share: | |||||||||||||||||
Basic | $ | 0.47 | $ | 0.4 | $ | 1.26 | $ | 1.18 | |||||||||
Diluted | $ | 0.47 | $ | 0.39 | $ | 1.24 | $ | 1.16 | |||||||||
Business_Combinations_Tables
Business Combinations (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
2014 Acquisitions [Member] | ' | ||||||||||||||||||||||||
Acquisitions Accounted for Business Combinations | ' | ||||||||||||||||||||||||
The following table summarizes the aggregate purchase price allocations made as of the date of the acquisitions for the current-year acquisitions and adjustments made during the measurement period for prior-year acquisitions: | |||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Name | Business | Effective | Cash | Other | Recorded | Net Assets | Maximum | ||||||||||||||||||
Segment | Date of | Paid | Payable | Earn-Out | Acquired | Potential Earn- | |||||||||||||||||||
Acquisition | Payable | Out Payable | |||||||||||||||||||||||
The Wright Insurance Group, LLC. | National | 1-May-14 | $ | 610,158 | $ | 1,471 | $ | — | $ | 611,629 | $ | — | |||||||||||||
Programs | |||||||||||||||||||||||||
Pacific Resources Benefits Advisors, LLC (“PacRes”) | Retail | 1-May-14 | 90,000 | — | 8,819 | 98,819 | 35,000 | ||||||||||||||||||
Axia Strategies, Inc (“Axia”). | Wholesale | May 1, 2014 | 9,870 | — | 1,824 | 11,694 | 5,200 | ||||||||||||||||||
Brokerage | |||||||||||||||||||||||||
Other | Various | Various | 10,153 | 125 | 2,294 | 12,572 | 6,028 | ||||||||||||||||||
Total | $ | 720,181 | $ | 1,596 | $ | 12,937 | $ | 734,714 | $ | 46,228 | |||||||||||||||
Estimated Fair Values of Aggregate Assets and Liabilities Acquired | ' | ||||||||||||||||||||||||
The following table summarizes the adjustments made to the estimated fair values along with the aggregate assets and liabilities acquired as of the date of each acquisition: | |||||||||||||||||||||||||
(in thousands) | Wright | PacRes | Axia | Other | Total | ||||||||||||||||||||
Cash | $ | 25,365 | $ | — | $ | — | $ | — | $ | 25,365 | |||||||||||||||
Other current assets | 16,768 | 3,647 | 101 | 742 | 21,258 | ||||||||||||||||||||
Fixed assets | 7,445 | 53 | 24 | 1,719 | 9,241 | ||||||||||||||||||||
Reinsurance recoverables | 25,238 | — | — | — | 25,238 | ||||||||||||||||||||
Prepaid reinsurance premiums | 289,013 | — | — | — | 289,013 | ||||||||||||||||||||
Goodwill | 427,947 | 63,656 | 7,276 | 7,427 | 506,306 | ||||||||||||||||||||
Purchased customer accounts | 207,486 | 31,845 | 4,252 | 2,812 | 246,395 | ||||||||||||||||||||
Non-compete agreements | 1,119 | 21 | 41 | 119 | 1,300 | ||||||||||||||||||||
Other assets | 20,045 | — | — | — | 20,045 | ||||||||||||||||||||
Total assets acquired | 1,020,426 | 99,222 | 11,694 | 12,819 | 1,144,161 | ||||||||||||||||||||
Other current liabilities | (14,911 | ) | (403 | ) | — | (247 | ) | (15,561 | ) | ||||||||||||||||
Losses and loss adjustment expense | (25,238 | ) | — | — | — | (25,238 | ) | ||||||||||||||||||
Unearned premiums | (289,013 | ) | — | — | — | (289,013 | ) | ||||||||||||||||||
Deferred income tax, net | (46,675 | ) | — | — | — | (46,675 | ) | ||||||||||||||||||
Other liabilities | (32,960 | ) | — | — | — | (32,960 | ) | ||||||||||||||||||
Total liabilities assumed | (408,797 | ) | (403 | ) | — | (247 | ) | (409,447 | ) | ||||||||||||||||
Net assets acquired | 611,629 | $ | 98,819 | 11,694 | $ | 12,572 | $ | 734,714 | |||||||||||||||||
Results of Operations | ' | ||||||||||||||||||||||||
These unaudited pro forma results are not necessarily indicative of the actual results of operations that would have occurred had the acquisitions actually been made at the beginning of the respective periods. | |||||||||||||||||||||||||
(UNAUDITED) | For the three months | For the nine months | |||||||||||||||||||||||
ended September 30, | ended September 30, | ||||||||||||||||||||||||
(in thousands, except per share data) | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Total revenues | $ | 421,433 | $ | 400,738 | $ | 1,234,451 | $ | 1,138,466 | |||||||||||||||||
Income before income taxes | 112,687 | 109,069 | 318,806 | 320,089 | |||||||||||||||||||||
Net income | 68,332 | 65,985 | 193,103 | 193,404 | |||||||||||||||||||||
Net income per share: | |||||||||||||||||||||||||
Basic | $ | 0.47 | $ | 0.45 | $ | 1.33 | $ | 1.34 | |||||||||||||||||
Diluted | $ | 0.47 | $ | 0.45 | $ | 1.32 | $ | 1.32 | |||||||||||||||||
Weighted average number of shares outstanding: | |||||||||||||||||||||||||
Basic | 140,915 | 141,139 | 141,253 | 140,925 | |||||||||||||||||||||
Diluted | 142,964 | 142,789 | 143,102 | 142,476 | |||||||||||||||||||||
2013 Acquisitions [Member] | ' | ||||||||||||||||||||||||
Additions, Payments, and Net Changes, as well as Interest Expense Accretion on Estimated Acquisition Earn-Out Payables | ' | ||||||||||||||||||||||||
The resulting additions, payments, and net changes, as well as the interest expense accretion on the estimated acquisition earn-out payables, for the three and nine months ended September 30, 2014 and 2013, were as follows: | |||||||||||||||||||||||||
For the three months | For the nine months | ||||||||||||||||||||||||
ended September 30, | ended September 30, | ||||||||||||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||||||||||||
Balance as of the beginning of the period | $ | 52,696 | $ | 48,918 | $ | 43,058 | $ | 52,987 | |||||||||||||||||
Additions to estimated acquisition earn-out payables | (221 | ) | 955 | 14,586 | 2,787 | ||||||||||||||||||||
Payments for estimated acquisition earn-out payables | (463 | ) | (2,518 | ) | (11,892 | ) | (10,597 | ) | |||||||||||||||||
Subtotal | 52,012 | 47,355 | 45,752 | 45,177 | |||||||||||||||||||||
Net change in earnings from estimated acquisition earn-out payables: | |||||||||||||||||||||||||
Change in fair value on estimated acquisition earn-out payables | (247 | ) | (1,146 | ) | 4,981 | 10 | |||||||||||||||||||
Interest expense accretion | 561 | 481 | 1,593 | 1,503 | |||||||||||||||||||||
Net change in earnings from estimated acquisition earn-out payables | 314 | (665 | ) | 6,574 | 1,513 | ||||||||||||||||||||
Balance as of September 30, 2014 | $ | 52,326 | $ | 46,690 | $ | 52,326 | $ | 46,690 | |||||||||||||||||
Goodwill_Tables
Goodwill (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||
Changes in Carrying Value of Goodwill by Operating Segment | ' | ||||||||||||||||||||
The changes in the carrying value of goodwill by reportable segment for the nine months ended September 30, 2014 are as follows: | |||||||||||||||||||||
(in thousands) | Retail | National | Wholesale | Services | Total | ||||||||||||||||
Programs | Brokerage | ||||||||||||||||||||
Balance as of January 1, 2014 | $ | 1,131,257 | $ | 467,144 | $ | 287,242 | $ | 120,530 | $ | 2,006,173 | |||||||||||
Goodwill of acquired businesses | 71,449 | 427,802 | 7,323 | (239 | ) | 506,335 | |||||||||||||||
Balance as of September 30, 2014 | $ | 1,202,706 | $ | 894,946 | $ | 294,565 | $ | 120,291 | $ | 2,512,508 | |||||||||||
Amortizable_Intangible_Assets_
Amortizable Intangible Assets (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||||||||||
Amortizable Intangible Assets | ' | ||||||||||||||||||||||||||||||||
Amortizable intangible assets at September 30, 2014 and December 31, 2013, consisted of the following: | |||||||||||||||||||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||||||||||||||||||
(in thousands) | Gross | Accumulated | Net | Weighted | Gross | Accumulated | Net | Weighted | |||||||||||||||||||||||||
Carrying | Amortization | Carrying | Average | Carrying | Amortization | Carrying | Average | ||||||||||||||||||||||||||
Value | Value | Life | Value | Value | Life | ||||||||||||||||||||||||||||
(Years)(1) | (Years)(1) | ||||||||||||||||||||||||||||||||
Purchased customer accounts | $ | 1,365,973 | $ | (564,053 | ) | $ | 801,920 | 15 | $ | 1,120,719 | $ | (505,137 | ) | $ | 615,582 | 14.9 | |||||||||||||||||
Non-compete agreements | 29,415 | (25,636 | ) | 3,779 | 6.8 | 28,115 | (24,809 | ) | 3,306 | 7 | |||||||||||||||||||||||
Total | $ | 1,395,388 | $ | (589,689 | ) | $ | 805,699 | $ | 1,148,834 | $ | (529,946 | ) | $ | 618,888 | |||||||||||||||||||
-1 | Weighted average life calculated as of the date of acquisition. |
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long-Term Debt Instrument | ' | ||||||||
Long-term debt at September 30, 2014 and December 31, 2013 consisted of the following: | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Current portion of long-term debt: | |||||||||
Current portion of 5-year term loan facility expires 2019 | $ | 13,750 | $ | — | |||||
6.080% senior notes, semi-annual interest payments, balloon due 2014 | — | 100,000 | |||||||
5.370% senior notes, quarterly interest payments, balloon due 2015 | 25,000 | — | |||||||
Total current portion of short-term debt | $ | 38,750 | $ | 100,000 | |||||
Long-term debt: | |||||||||
Note agreements: | |||||||||
5.370% senior notes, quarterly interest payments, balloon due 2015 | $ | — | $ | 25,000 | |||||
5.660% senior notes, semi-annual interest payments, balloon due 2016 | 25,000 | 25,000 | |||||||
4.500% senior notes, quarterly interest payments, balloon due 2018 | 100,000 | 100,000 | |||||||
4.200% senior notes, semi-annual interest payments, balloon due 2024 | 498,432 | — | |||||||
Total notes | $ | 623,432 | $ | 150,000 | |||||
Credit agreements: | |||||||||
Periodic payments of interest, LIBOR plus 1.00%, expires December 31, 2016 | $ | — | $ | 100,000 | |||||
Quarterly payments of interest, LIBOR plus 1.00%, expires December 31, 2016 | — | 100,000 | |||||||
Periodic payments of interest, LIBOR plus 1.00%, expires December 31, 2016 | — | 30,000 | |||||||
5-year term-loan facility, periodic interest and principal payments, currently LIBOR plus 1.375%, expires May 20, 2019 | 536,250 | — | |||||||
5-year revolving-loan facility, periodic interest payments, currently LIBOR plus 1.175%, plus commitment fees of 0.20%, expires May 20, 2019 | — | — | |||||||
Revolving credit loan, quarterly interest payments, LIBOR plus up to 1.40% and availability fee up to 0.25%, expires December 31, 2016 | — | — | |||||||
Total credit agreements | $ | 536,250 | $ | 230,000 | |||||
Total long-term debt | $ | 1,159,682 | $ | 380,000 | |||||
Current portion of short-term debt | $ | 38,750 | $ | 100,000 | |||||
Total debt | $ | 1,198,432 | $ | 480,000 | |||||
Supplemental_Disclosures_of_Ca1
Supplemental Disclosures of Cash Flow Information and Non-Cash Financing and Investing Activities (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Supplemental Cash Flow Elements [Abstract] | ' | ||||||||
Summary of Supplemental Disclosures of Cash Flow Information and Non-Cash Financing and Investing Activities | ' | ||||||||
For the nine months | |||||||||
ended September 30, | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Cash paid during the period for: | |||||||||
Interest | $ | 19,940 | $ | 13,223 | |||||
Income taxes | $ | 92,018 | $ | 81,156 | |||||
Brown & Brown’s significant non-cash investing and financing activities are summarized as follows: | |||||||||
For the nine months | |||||||||
ended September 30, | |||||||||
(in thousands) | 2014 | 2013 | |||||||
Other payable issued for purchased customer accounts | $ | 1,623 | $ | 503 | |||||
Estimated acquisition earn-out payables and related charges | $ | 12,937 | $ | 2,064 | |||||
Notes received on the sale of fixed assets and customer accounts | $ | 296 | $ | 1,107 |
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||||||
Summarized Financial Information Reportable Segments | ' | ||||||||||||||||||||||||
Summarized financial information concerning Brown & Brown’s reportable segments is shown in the following table. The “Other” column includes any income and expenses not allocated to reportable segments and corporate-related items, including the inter-company interest expense charge to the reporting segment. | |||||||||||||||||||||||||
For the three months ended September 30, 2014 | |||||||||||||||||||||||||
(in thousands) | Retail | National | Wholesale | Services | Other | Total | |||||||||||||||||||
Programs | Brokerage | ||||||||||||||||||||||||
Total revenues | $ | 202,708 | $ | 116,512 | $ | 66,762 | $ | 35,492 | $ | (56 | ) | $ | 421,418 | ||||||||||||
Investment income | $ | 16 | $ | 48 | $ | 9 | $ | — | $ | 152 | $ | 225 | |||||||||||||
Amortization | $ | 10,732 | $ | 7,253 | $ | 2,955 | $ | 1,034 | $ | 9 | $ | 21,983 | |||||||||||||
Depreciation | $ | 1,621 | $ | 2,116 | $ | 679 | $ | 555 | $ | 485 | $ | 5,456 | |||||||||||||
Interest expense | $ | 10,675 | $ | 15,915 | $ | 505 | $ | 1,938 | $ | (21,735 | ) | $ | 7,298 | ||||||||||||
Income before income taxes | $ | 40,234 | $ | 20,913 | $ | 22,745 | $ | 4,859 | $ | 23,934 | $ | 112,685 | |||||||||||||
Total assets | $ | 3,124,487 | $ | 2,477,731 | $ | 965,555 | $ | 285,307 | $ | (1,907,332 | ) | $ | 4,945,748 | ||||||||||||
Capital expenditures | $ | 1,330 | $ | 5,179 | $ | 546 | $ | 325 | $ | 232 | $ | 7,612 | |||||||||||||
For the three months ended September 30, 2013 | |||||||||||||||||||||||||
(in thousands) | Retail | National | Wholesale | Services | Other | Total | |||||||||||||||||||
Programs | Brokerage | ||||||||||||||||||||||||
Total revenues | $ | 192,845 | $ | 77,816 | $ | 59,324 | $ | 30,020 | $ | (695 | ) | $ | 359,310 | ||||||||||||
Investment income | $ | 19 | $ | 4 | $ | 7 | $ | — | $ | 55 | $ | 85 | |||||||||||||
Amortization | $ | 10,258 | $ | 3,781 | $ | 2,884 | $ | 925 | $ | 10 | $ | 17,858 | |||||||||||||
Depreciation | $ | 1,536 | $ | 1,384 | $ | 684 | $ | 402 | $ | 460 | $ | 4,466 | |||||||||||||
Interest expense | $ | 11,127 | $ | 6,245 | $ | 642 | $ | 1,804 | $ | (15,683 | ) | $ | 4,135 | ||||||||||||
Income before income taxes | $ | 37,441 | $ | 17,450 | $ | 20,152 | $ | 5,763 | $ | 14,649 | $ | 95,455 | |||||||||||||
Total assets | $ | 2,918,824 | $ | 1,350,689 | $ | 915,515 | $ | 252,801 | $ | (1,883,041 | ) | $ | 3,554,788 | ||||||||||||
Capital expenditures | $ | 1,696 | $ | 1,349 | $ | 277 | $ | 639 | $ | 369 | $ | 4,330 | |||||||||||||
For the nine months ended September 30, 2014 | |||||||||||||||||||||||||
(in thousands) | Retail | National | Wholesale | Services | Other | Total | |||||||||||||||||||
Programs | Brokerage | ||||||||||||||||||||||||
Total revenues | $ | 616,375 | $ | 281,557 | $ | 181,841 | $ | 102,891 | $ | 112 | $ | 1,182,776 | |||||||||||||
Investment income | $ | 48 | $ | 119 | $ | 20 | $ | 2 | $ | 333 | $ | 522 | |||||||||||||
Amortization | $ | 31,340 | $ | 17,242 | $ | 8,770 | $ | 3,101 | $ | 29 | $ | 60,482 | |||||||||||||
Depreciation | $ | 4,819 | $ | 5,425 | $ | 1,999 | $ | 1,646 | $ | 1,449 | $ | 15,338 | |||||||||||||
Interest expense | $ | 32,612 | $ | 33,803 | $ | 1,447 | $ | 5,879 | $ | (55,367 | ) | $ | 18,374 | ||||||||||||
Income before income taxes | $ | 130,577 | $ | 46,721 | $ | 52,859 | $ | 12,682 | $ | 58,464 | $ | 301,303 | |||||||||||||
Total assets | $ | 3,124,487 | $ | 2,477,731 | $ | 965,555 | $ | 285,307 | $ | (1,907,332 | ) | $ | 4,945,748 | ||||||||||||
Capital expenditures | $ | 5,009 | $ | 12,036 | $ | 1,545 | $ | 860 | $ | 739 | $ | 20,189 | |||||||||||||
For the nine months ended September 30, 2013 | |||||||||||||||||||||||||
(in thousands) | Retail | National | Wholesale | Services | Other | Total | |||||||||||||||||||
Programs | Brokerage | ||||||||||||||||||||||||
Total revenues | $ | 539,232 | $ | 215,110 | $ | 162,844 | $ | 103,070 | $ | (142 | ) | $ | 1,020,114 | ||||||||||||
Investment income | $ | 65 | $ | 14 | $ | 16 | $ | 1 | $ | 414 | $ | 510 | |||||||||||||
Amortization | $ | 27,858 | $ | 10,811 | $ | 8,668 | $ | 2,774 | $ | 29 | $ | 50,140 | |||||||||||||
Depreciation | $ | 4,278 | $ | 3,958 | $ | 2,107 | $ | 1,200 | $ | 1,353 | $ | 12,896 | |||||||||||||
Interest expense | $ | 22,976 | $ | 17,529 | $ | 2,120 | $ | 5,608 | $ | (36,117 | ) | $ | 12,116 | ||||||||||||
Income before income taxes | $ | 128,134 | $ | 42,688 | $ | 46,274 | $ | 22,305 | $ | 41,766 | $ | 281,167 | |||||||||||||
Total assets | $ | 2,918,824 | $ | 1,350,689 | $ | 915,515 | $ | 252,801 | $ | (1,883,041 | ) | $ | 3,554,788 | ||||||||||||
Capital expenditures | $ | 4,519 | $ | 3,661 | $ | 1,374 | $ | 1,137 | $ | 762 | $ | 11,453 |
Investments_Tables
Investments (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ' | ||||||||||||||||||||||||
Schedule of Investments in Fixed Maturity Securities | ' | ||||||||||||||||||||||||
At September 30, 2014, the Company’s amortized cost and fair values of fixed maturity securities related to our insurance company operations are summarized as follows: | |||||||||||||||||||||||||
(in thousands) | Cost | Gross Unrealized | Gross Unrealized | Fair Value | |||||||||||||||||||||
Gains | Losses | ||||||||||||||||||||||||
U.S. Treasury securities, obligations of U.S. Government agencies and Municipals | $ | 10,588 | $ | 4 | $ | (4 | ) | $ | 10,588 | ||||||||||||||||
Foreign government | 50 | — | — | 50 | |||||||||||||||||||||
Corporate debt | 5,583 | 5 | (11 | ) | 5,576 | ||||||||||||||||||||
Short duration fixed income fund | 3,737 | 38 | — | 3,775 | |||||||||||||||||||||
Total | $ | 19,958 | $ | 47 | $ | (15 | ) | $ | 19,989 | ||||||||||||||||
Summary of Unrealized Loss Position | ' | ||||||||||||||||||||||||
The following table shows the investments’ gross unrealized loss and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position as of September 30, 2014. | |||||||||||||||||||||||||
(in thousands) | Less than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||
Fair Value | Unrealized | Fair Value | Unrealized | Fair Value | Unrealized | ||||||||||||||||||||
Losses | Losses | Losses | |||||||||||||||||||||||
U.S. Treasury securities, obligations of U.S. Government agencies and Municipals | $ | 3,168 | $ | 4 | $ | — | $ | — | $ | 3,168 | $ | 4 | |||||||||||||
Corporate debt | 4,490 | 11 | — | — | 4,490 | 11 | |||||||||||||||||||
Total | $ | 7,658 | $ | 15 | $ | — | $ | — | $ | 7,658 | $ | 15 | |||||||||||||
Amortized Cost and Fair Value of Fixed Maturity Securities by Contractual Maturity | ' | ||||||||||||||||||||||||
The amortized cost and estimated fair value of the fixed maturity securities at September 30, 2014 by contractual maturity are set forth below: | |||||||||||||||||||||||||
(in thousands) | Amortized Cost | Fair Value | |||||||||||||||||||||||
Years to maturity: | |||||||||||||||||||||||||
Due in one year or less | $ | 4,316 | $ | 4,354 | |||||||||||||||||||||
Due after one year through five years | 15,296 | 15,286 | |||||||||||||||||||||||
Due after five years through ten years | 346 | 349 | |||||||||||||||||||||||
Total | $ | 19,958 | $ | 19,989 | |||||||||||||||||||||
Reinsurance_and_Loss_and_Loss_1
Reinsurance and Loss and Loss Adjustment Expenses (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Text Block [Abstract] | ' | ||||||||
Effects of Reinsurance on Premiums Written and Earned | ' | ||||||||
The effects of reinsurance on premiums written and earned are as follows: | |||||||||
(in thousands) | Period from May 1, 2014 to | ||||||||
September 30, 2014 | |||||||||
Written | Earned | ||||||||
Direct premiums | $ | 315,568 | $ | 258,489 | |||||
Assumed premiums | 1 | 157 | |||||||
Ceded premiums | 315,563 | 258,640 | |||||||
Net premiums | $ | 6 | $ | 6 | |||||
Summary of Reinsurance Recoverable | ' | ||||||||
The reinsurance recoverable balances as of September 30, 2014 are comprised of the following: | |||||||||
(in thousands) | 2014 | ||||||||
Recoverable on paid losses | $ | — | |||||||
Recoverable on unpaid losses and loss expenses | 23,186 | ||||||||
Prepaid reinsurance premiums | 345,936 | ||||||||
Total | $ | 369,122 | |||||||
Nature_of_Operations_Additiona
Nature of Operations - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2014 | |
Segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Number of reportable segments | 4 |
Net_Income_Per_Share_Reconcili
Net Income Per Share - Reconciliation between Basic and Diluted Weighted Average Shares Outstanding (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Net income | $68,331 | $57,749 | $182,501 | $169,887 |
Net income attributable to unvested awarded performance stock | -1,681 | -1,626 | -4,604 | -4,092 |
Net income attributable to common shares | $66,650 | $56,123 | $177,897 | $165,795 |
Weighted average number of common shares outstanding - basic | 144,469 | 145,228 | 144,909 | 144,403 |
Less unvested awarded performance stock included in weighted average number of common shares outstanding - basic | -3,554 | -4,089 | -3,656 | -3,478 |
Weighted average number of common shares outstanding for basic earnings per common share | 140,915 | 141,139 | 141,253 | 140,925 |
Weighted average number of common shares outstanding for basic earnings per common share | 140,915 | 141,139 | 141,253 | 140,925 |
Dilutive effect of stock options | 2,049 | 1,650 | 1,849 | 1,551 |
Weighted average number of shares outstanding - diluted | 142,964 | 142,789 | 143,102 | 142,476 |
Basic | $0.47 | $0.40 | $1.26 | $1.18 |
Diluted | $0.47 | $0.39 | $1.24 | $1.16 |
Business_Combinations_Addition
Business Combinations - Additional Information (Detail) (USD $) | 9 Months Ended | |||||
Sep. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Aggregate purchase price of acquisitions | $93,000 | ' | ' | ' | ' | ' |
Cash payment for acquisition | 720,102,000 | 379,694,000 | ' | ' | ' | ' |
Total goodwill | 506,335,000 | ' | ' | ' | ' | ' |
Goodwill assigned | 506,306,000 | ' | ' | ' | ' | ' |
Goodwill currently deductible for income tax purposes | 141,757,000 | ' | ' | ' | ' | ' |
Goodwill currently non-deductible for income tax purposes | 351,641,000 | ' | ' | ' | ' | ' |
Goodwill related to the recorded earn-out payables | 12,937,000 | ' | ' | ' | ' | ' |
Total revenues related to acquisitions | 77,064,000 | ' | ' | ' | ' | ' |
Income before income taxes related to acquisitions | 5,166,000 | ' | ' | ' | ' | ' |
Estimated acquisition earn-out payables | 52,326,000 | 46,690,000 | 52,696,000 | 43,058,000 | 48,918,000 | 52,987,000 |
Accounts Payable [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Estimated acquisition earn-out payables | 19,751,000 | ' | ' | ' | ' | ' |
Purchased customer accounts [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Weighted average life (years) | '15 years | ' | ' | ' | ' | ' |
Non-compete agreements [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Weighted average life (years) | '3 years 3 months 18 days | ' | ' | ' | ' | ' |
Retail [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Goodwill assigned | 71,449,000 | ' | ' | ' | ' | ' |
National Programs [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Goodwill assigned | 427,802,000 | ' | ' | ' | ' | ' |
Services [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Goodwill assigned | 7,323,000 | ' | ' | ' | ' | ' |
Wholesale Brokerage [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Goodwill assigned | -239,000 | ' | ' | ' | ' | ' |
Asset Acquisitions [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Number of acquisitions | 5 | 3 | ' | ' | ' | ' |
Stock Acquisitions [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Number of acquisitions | 1 | 1 | ' | ' | ' | ' |
Beecher Carlson Holdings, Inc. [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Cash payment for acquisition | ' | 364,200,000 | ' | ' | ' | ' |
Other Non-Current Liability [Member] | ' | ' | ' | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' |
Estimated acquisition earn-out payables | $32,575,000 | ' | ' | ' | ' | ' |
Business_Combinations_Acquisit
Business Combinations - Acquisitions Accounted for Business Combinations (Detail) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' |
Cash Paid | $720,102,000 | $379,694,000 |
Net Assets Acquired | 734,714,000 | ' |
The Wright Insurance Group, LLC. [Member] | ' | ' |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' |
Net Assets Acquired | 611,629,000 | ' |
Pacific Resources Benefits Advisors, LLC (PacRes) [Member] | ' | ' |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' |
Net Assets Acquired | 98,819,000 | ' |
Axia Strategies, Inc (Axia) [Member] | ' | ' |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' |
Net Assets Acquired | 11,694,000 | ' |
Other Acquisitions [Member] | ' | ' |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' |
Net Assets Acquired | 12,572,000 | ' |
2014 Acquisitions [Member] | ' | ' |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' |
Cash Paid | 720,181,000 | ' |
Other Payable | 1,596,000 | ' |
Recorded Earn-Out Payable | 12,937,000 | ' |
Net Assets Acquired | 734,714,000 | ' |
Maximum Potential Earn-Out Payable | 46,228,000 | ' |
2014 Acquisitions [Member] | The Wright Insurance Group, LLC. [Member] | National Programs Divisions [Member] | ' | ' |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' |
Effective Date of Acquisition | 1-May-14 | ' |
Cash Paid | 610,158,000 | ' |
Other Payable | 1,471,000 | ' |
Net Assets Acquired | 611,629,000 | ' |
2014 Acquisitions [Member] | Pacific Resources Benefits Advisors, LLC (PacRes) [Member] | Retail [Member] | ' | ' |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' |
Effective Date of Acquisition | 1-May-14 | ' |
Cash Paid | 90,000,000 | ' |
Recorded Earn-Out Payable | 8,819,000 | ' |
Net Assets Acquired | 98,819,000 | ' |
Maximum Potential Earn-Out Payable | 35,000,000 | ' |
2014 Acquisitions [Member] | Axia Strategies, Inc (Axia) [Member] | Wholesale Brokerage [Member] | ' | ' |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' |
Effective Date of Acquisition | 1-May-14 | ' |
Cash Paid | 9,870,000 | ' |
Recorded Earn-Out Payable | 1,824,000 | ' |
Net Assets Acquired | 11,694,000 | ' |
Maximum Potential Earn-Out Payable | 5,200,000 | ' |
2014 Acquisitions [Member] | Other Acquisitions [Member] | Various [Member] | ' | ' |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' |
Cash Paid | 10,153,000 | ' |
Other Payable | 125,000 | ' |
Recorded Earn-Out Payable | 2,294,000 | ' |
Net Assets Acquired | 12,572,000 | ' |
Maximum Potential Earn-Out Payable | $6,028,000 | ' |
Business_Combinations_Estimate
Business Combinations - Estimated Fair Values of Aggregate Assets and Liabilities Acquired (Detail) (USD $) | Sep. 30, 2014 |
Cash | $25,365,000 |
Other current assets | 21,258,000 |
Fixed assets | 9,241,000 |
Reinsurance recoverables | 25,238,000 |
Prepaid reinsurance premiums | 289,013,000 |
Goodwill | 506,306,000 |
Purchased customer accounts | 246,395,000 |
Non-compete agreements | 1,300,000 |
Other assets | 20,045,000 |
Total assets acquired | 1,144,161,000 |
Other current liabilities | -15,561,000 |
Losses and loss adjustment expense | -25,238,000 |
Unearned premiums | -289,013,000 |
Deferred income tax, net | -46,675,000 |
Other liabilities | -32,960,000 |
Total liabilities assumed | -409,447,000 |
Net assets acquired | 734,714,000 |
The Wright Insurance Group, LLC. [Member] | ' |
Cash | 25,365,000 |
Other current assets | 16,768,000 |
Fixed assets | 7,445,000 |
Reinsurance recoverables | 25,238,000 |
Prepaid reinsurance premiums | 289,013,000 |
Goodwill | 427,947,000 |
Purchased customer accounts | 207,486,000 |
Non-compete agreements | 1,119,000 |
Other assets | 20,045,000 |
Total assets acquired | 1,020,426,000 |
Other current liabilities | -14,911,000 |
Losses and loss adjustment expense | -25,238,000 |
Unearned premiums | -289,013,000 |
Deferred income tax, net | -46,675,000 |
Other liabilities | -32,960,000 |
Total liabilities assumed | -408,797,000 |
Net assets acquired | 611,629,000 |
Pacific Resources Benefits Advisors, LLC (PacRes) [Member] | ' |
Other current assets | 3,647,000 |
Fixed assets | 53,000 |
Goodwill | 63,656,000 |
Purchased customer accounts | 31,845,000 |
Non-compete agreements | 21,000 |
Total assets acquired | 99,222,000 |
Other current liabilities | -403,000 |
Total liabilities assumed | -403,000 |
Net assets acquired | 98,819,000 |
Axia Strategies, Inc (Axia) [Member] | ' |
Other current assets | 101,000 |
Fixed assets | 24,000 |
Goodwill | 7,276,000 |
Purchased customer accounts | 4,252,000 |
Non-compete agreements | 41,000 |
Total assets acquired | 11,694,000 |
Net assets acquired | 11,694,000 |
Other Acquisitions [Member] | ' |
Other current assets | 742,000 |
Fixed assets | 1,719,000 |
Goodwill | 7,427,000 |
Purchased customer accounts | 2,812,000 |
Non-compete agreements | 119,000 |
Total assets acquired | 12,819,000 |
Other current liabilities | -247,000 |
Total liabilities assumed | -247,000 |
Net assets acquired | $12,572,000 |
Business_Combinations_Results_
Business Combinations - Results of Operations (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Weighted average number of shares outstanding: | ' | ' | ' | ' |
Basic | 140,915 | 141,139 | 141,253 | 140,925 |
Diluted | 142,964 | 142,789 | 143,102 | 142,476 |
2014 Acquisitions [Member] | ' | ' | ' | ' |
Business Acquisition, Pro Forma Information [Line Items] | ' | ' | ' | ' |
Total revenues | 421,433 | 400,738 | 1,234,451 | 1,138,466 |
Income before income taxes | 112,687 | 109,069 | 318,806 | 320,089 |
Net income | 68,332 | 65,985 | 193,103 | 193,404 |
Net income per share: | ' | ' | ' | ' |
Basic | 0.47 | 0.45 | 1.33 | 1.34 |
Diluted | 0.47 | 0.45 | 1.32 | 1.32 |
Weighted average number of shares outstanding: | ' | ' | ' | ' |
Basic | 140,915 | 141,139 | 141,253 | 140,925 |
Diluted | 142,964 | 142,789 | 143,102 | 142,476 |
Business_Combinations_Addition1
Business Combinations - Additions, Payments, and Net Changes, as well as Interest Expense Accretion on Estimated Acquisition Earn-Out Payables (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Business Combinations [Abstract] | ' | ' | ' | ' |
Beginning balance | $52,696,000 | $48,918,000 | $43,058,000 | $52,987,000 |
Additions to estimated acquisition earn-out payables | -221,000 | 955,000 | 14,586,000 | 2,787,000 |
Payments for estimated acquisition earn-out payables | -463,000 | -2,518,000 | -11,892,000 | -10,597,000 |
Subtotal | 52,012,000 | 47,355,000 | 45,752,000 | 45,177,000 |
Change in fair value on estimated acquisition earn-out payables | -247,000 | -1,146,000 | 4,981,000 | 10,000 |
Interest expense accretion | 561,000 | 481,000 | 1,593,000 | 1,503,000 |
Net change in earnings from estimated acquisition earn-out payables | 314,000 | -665,000 | 6,574,000 | 1,513,000 |
Ending balance | $52,326,000 | $46,690,000 | $52,326,000 | $46,690,000 |
Goodwill_Changes_in_Carrying_V
Goodwill - Changes in Carrying Value of Goodwill by Operating Segment (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Goodwill [Line Items] | ' |
Beginning balance | $2,006,173 |
Goodwill of acquired businesses | 506,335 |
Ending balance | 2,512,508 |
Retail [Member] | ' |
Goodwill [Line Items] | ' |
Beginning balance | 1,131,257 |
Goodwill of acquired businesses | 71,449 |
Ending balance | 1,202,706 |
National Programs [Member] | ' |
Goodwill [Line Items] | ' |
Beginning balance | 467,144 |
Goodwill of acquired businesses | 427,802 |
Ending balance | 894,946 |
Wholesale Brokerage [Member] | ' |
Goodwill [Line Items] | ' |
Beginning balance | 287,242 |
Goodwill of acquired businesses | 7,323 |
Ending balance | 294,565 |
Services [Member] | ' |
Goodwill [Line Items] | ' |
Beginning balance | 120,530 |
Goodwill of acquired businesses | -239 |
Ending balance | $120,291 |
Amortizable_Intangible_Assets_1
Amortizable Intangible Assets - Amortizable Intangible Assets (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Value | $1,395,388 | $1,148,834 |
Accumulated Amortization | -589,689 | -529,946 |
Net Carrying Value | 805,699 | 618,888 |
Purchased customer accounts [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Value | 1,365,973 | 1,120,719 |
Accumulated Amortization | -564,053 | -505,137 |
Net Carrying Value | 801,920 | 615,582 |
Weighted Average Life (Years) | '15 years | '14 years 10 months 24 days |
Non-compete agreements [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Carrying Value | 29,415 | 28,115 |
Accumulated Amortization | -25,636 | -24,809 |
Net Carrying Value | $3,779 | $3,306 |
Weighted Average Life (Years) | '6 years 9 months 18 days | '7 years |
Amortizable_Intangible_Assets_2
Amortizable Intangible Assets - Additional Information (Detail) (USD $) | Sep. 30, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' |
Amortization expense estimated, year one (2014) | $82,445,000 |
Amortization expense estimated, year two (2015) | 86,773,000 |
Amortization expense estimated, year three (2016) | 82,243,000 |
Amortization expense estimated, year four (2017) | 79,289,000 |
Amortization expense estimated, year five (2018) | $73,888,000 |
LongTerm_Debt_LongTerm_Debt_In
Long-Term Debt - Long-Term Debt Instrument (Detail) (USD $) | Sep. 30, 2014 | Apr. 16, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |||
Debt Instrument [Line Items] | ' | ' | ' |
Current portion of short-term debt | $38,750 | ' | $100,000 |
Total notes | 623,432 | ' | 150,000 |
Total credit agreements | 536,250 | 25,000 | 230,000 |
Total long-term debt | 1,159,682 | ' | 380,000 |
Current portion of short-term debt | 38,750 | ' | 100,000 |
Total debt | 1,198,432 | ' | 480,000 |
Current Portion of 5-Year Term Loan Facility Expires 2019 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Current portion of 5-year term loan facility expires 2019 | 13,750 | ' | ' |
6.080% Senior Notes, Semi-Annual Interest Payments, Balloon Due 2014 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Current portion of senior notes | ' | ' | 100,000 |
5.370% Senior Notes, Quarterly Interest Payments, Balloon Due 2015 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Current portion of senior notes | 25,000 | ' | ' |
Total notes | ' | ' | 25,000 |
5.660% Senior Notes, Semi-Annual Interest Payments, Balloon Due 2016 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Total notes | 25,000 | ' | 25,000 |
4.500% Senior Notes, Quarterly Interest Payments, Balloon Due 2018 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Total notes | 100,000 | ' | 100,000 |
4.200% Senior Notes, Semi-Annual Interest Payments, Balloon Due 2024 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Total notes | 498,432 | ' | ' |
Periodic Payments of Interest, LIBOR Plus 1.00%, Expires December 31, 2016 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Total credit agreements | ' | ' | 100,000 |
Quarterly Payments of Interest, LIBOR Plus 1.00%, Expires December 31, 2016 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Total credit agreements | ' | ' | 100,000 |
Periodic Payments of Interest, LIBOR Plus 1.00%, Expires December 31, 2016 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Total credit agreements | ' | ' | 30,000 |
5-Year Term-Loan Facility, Periodic Interest and Principal Payments, Currently LIBOR Plus 1.375%, Expires May 20, 2019 | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Total credit agreements | 536,250 | ' | ' |
5-Year Revolving-Loan Facility, Periodic Interest Payments, Currently LIBOR Plus 1.175%, Plus Commitment Fees of 0.20%, Expires May 20, 2019 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Total credit agreements | ' | ' | ' |
Revolving Credit Loan, Quarterly Interest Payments, LIBOR Plus up to 1.40% and Availability Fee up to 0.25%, Expires December 31, 2016 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Total credit agreements | ' | ' | ' |
LongTerm_Debt_LongTerm_Debt_In1
Long-Term Debt - Long-Term Debt Instrument (Parenthetical) (Detail) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, commitment fee percentage | 0.20% | ' |
Current Portion of 5-Year Term Loan Facility Expires 2019 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, expiration period | '5 years | ' |
Debt instrument maturity year | '2019 | ' |
6.080% Senior Notes, Semi-Annual Interest Payments, Balloon Due 2014 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, interest rate, stated percentage | ' | 6.08% |
Debt instrument maturity year | ' | '2014 |
5.370% Senior Notes, Quarterly Interest Payments, Balloon Due 2015 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, interest rate, stated percentage | 5.37% | 5.37% |
Debt instrument maturity year | '2015 | '2015 |
5.660% Senior Notes, Semi-Annual Interest Payments, Balloon Due 2016 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, interest rate, stated percentage | 5.66% | 5.66% |
Debt instrument maturity year | '2016 | '2016 |
4.500% Senior Notes, Quarterly Interest Payments, Balloon Due 2018 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, interest rate, stated percentage | 4.50% | 4.50% |
Debt instrument maturity year | '2018 | '2018 |
4.200% Senior Notes, Semi-Annual Interest Payments, Balloon Due 2024 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, interest rate, stated percentage | 4.20% | ' |
Debt instrument maturity year | '2024 | ' |
Periodic Payments of Interest, LIBOR Plus 1.00%, Expires December 31, 2016 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, expiration date | ' | 31-Dec-16 |
Periodic Payments of Interest, LIBOR Plus 1.00%, Expires December 31, 2016 [Member] | LIBOR [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, variable interest rate | ' | 1.00% |
Quarterly Payments of Interest, LIBOR Plus 1.00%, Expires December 31, 2016 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, expiration date | ' | 31-Dec-16 |
Quarterly Payments of Interest, LIBOR Plus 1.00%, Expires December 31, 2016 [Member] | LIBOR [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, variable interest rate | ' | 1.00% |
Periodic Payments of Interest, LIBOR Plus 1.00%, Expires December 31, 2016 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, expiration date | ' | 31-Dec-16 |
Periodic Payments of Interest, LIBOR Plus 1.00%, Expires December 31, 2016 [Member] | LIBOR [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, variable interest rate | ' | 1.00% |
5-Year Term-Loan Facility, Periodic Interest and Principal Payments, Currently LIBOR Plus 1.375%, Expires May 20, 2019 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, expiration period | '5 years | ' |
Line of credit facility, expiration date | 20-May-19 | ' |
5-Year Term-Loan Facility, Periodic Interest and Principal Payments, Currently LIBOR Plus 1.375%, Expires May 20, 2019 | LIBOR [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, variable interest rate | 1.38% | ' |
5-Year Revolving-Loan Facility, Periodic Interest Payments, Currently LIBOR Plus 1.175%, Plus Commitment Fees of 0.20%, Expires May 20, 2019 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, expiration period | '5 years | '5 years |
Line of credit facility, commitment fee percentage | 0.20% | 0.20% |
Line of credit facility, expiration date | 20-May-19 | ' |
5-Year Revolving-Loan Facility, Periodic Interest Payments, Currently LIBOR Plus 1.175%, Plus Commitment Fees of 0.20%, Expires May 20, 2019 [Member] | LIBOR [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, variable interest rate | 1.18% | 1.18% |
Revolving Credit Loan, Quarterly Interest Payments, LIBOR Plus up to 1.40% and Availability Fee up to 0.25%, Expires December 31, 2016 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, expiration date | 31-Dec-16 | 31-Dec-16 |
Maximum [Member] | Revolving Credit Loan, Quarterly Interest Payments, LIBOR Plus up to 1.40% and Availability Fee up to 0.25%, Expires December 31, 2016 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, commitment fee percentage | 0.25% | 0.25% |
Maximum [Member] | Revolving Credit Loan, Quarterly Interest Payments, LIBOR Plus up to 1.40% and Availability Fee up to 0.25%, Expires December 31, 2016 [Member] | LIBOR [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Debt instrument, variable interest rate | 1.40% | 1.40% |
LongTerm_Debt_Additional_Infor
Long-Term Debt - Additional Information (Detail) (USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | ||||||||||||||||||||
Jan. 09, 2012 | Sep. 30, 2014 | Sep. 30, 2013 | Apr. 17, 2014 | Apr. 16, 2014 | Dec. 31, 2013 | 20-May-14 | Sep. 30, 2014 | Apr. 17, 2014 | Sep. 30, 2014 | Jan. 09, 2012 | Jan. 09, 2012 | Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Sep. 30, 2014 | Jun. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | 20-May-14 | Sep. 30, 2014 | 20-May-14 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Agreement [Member] | Credit Agreement [Member] | Credit Agreement [Member] | Unsecured Senior Notes [Member] | Sun Trust Term Loan [Member] | Sun Trust Revolver [Member] | JPM Term Loan [Member] | Wells Fargo Revolver [Member] | Wells Fargo Revolver [Member] | Wells Fargo Revolver [Member] | Bank Of America Loan Term Loan [Member] | Bank Of America Loan Term Loan [Member] | Private Placement [Member] | Private Placement [Member] | Private Placement [Member] | Line of Credit [Member] | Line of Credit [Member] | Term Loan [Member] | Term Loan [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Loans [Member] | New Master Agreement [Member] | LIBOR [Member] | |||||||
Beecher Acquisition [Member] | Beecher Acquisition [Member] | Series B [Member] | Series A [Member] | Senior Notes[Member] | Wells Fargo Revolver [Member] | Bank Of America Loan Term Loan [Member] | ||||||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unsecured senior notes outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $100,000,000 | $100,000,000 | $200,000,000 | ' | ' | ' | ' | ' | ' | ' | $0 | ' |
Debt instrument, issuance date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Jul-04 | 15-Sep-04 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument interest rate stated percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.20% | ' | ' | ' | ' | ' | ' | ' | ' | 6.08% | 5.57% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 31-Dec-16 | ' | ' | 31-Dec-16 | ' | 15-Jul-14 | 15-Sep-11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes redeemed on maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving and term loan | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | 50,000,000 | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, outstanding amount | ' | 536,250,000 | ' | ' | 25,000,000 | 230,000,000 | ' | 550,000,000 | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | 550,000,000 | 475,000,000 | 375,000,000 | ' | ' | ' |
Revolving and term loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' | ' | ' | ' |
Potential increased in line of credit facility | ' | ' | ' | 500,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Letter of credit usage fee, minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Letter of credit usage fee, maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.40% | ' | ' | ' | ' | ' | ' | ' | ' |
LIBOR below base rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Availability fees, minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.18% | ' | ' | ' | ' | ' | ' | ' | ' |
Availability fees, maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.25% | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate, minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate, maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.40% | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowings outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
30-day Adjusted LIBOR Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.19% |
Unsecured revolving credit facility | ' | ' | ' | 800,000,000 | ' | ' | ' | ' | 1,350,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unsecured term loans | ' | ' | ' | 550,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term Loan Agreement | ' | 475,000,000 | 31,863,000 | ' | ' | ' | 230,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility interest rate above adjusted LIBOR rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.38% | ' | 1.18% | ' | ' | ' | ' |
Letter of credit fees | ' | 0.20% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from lines of credit | ' | 475,000,000 | 31,863,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' |
Debt instrument, face amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | $500,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument maturity year | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2024 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Supplemental_Disclosures_of_Ca2
Supplemental Disclosures of Cash Flow Information and Non-Cash Financing and Investing Activities - Significant Non-Cash Investing and Financing Activities (Detail) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Supplemental Cash Flow Elements [Abstract] | ' | ' |
Interest | $19,940 | $13,223 |
Income taxes | 92,018 | 81,156 |
Other payable issued for purchased customer accounts | 1,623 | 503 |
Estimated acquisition earn-out payables and related charges | 12,937 | 2,064 |
Notes received on the sale of fixed assets and customer accounts | $296 | $1,107 |
Segment_Information_Additional
Segment Information - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Number of reportable segments | ' | ' | 4 | ' | ' |
Total revenues | $421,418 | $359,310 | $1,182,776 | $1,020,114 | ' |
London, Bermuda and Cayman Islands [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | $3,200 | $2,300 | $10,200 | $8,200 | $12,200 |
Segment_Information_Summarized
Segment Information - Summarized Financial Information Reportable Segments (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | $421,418 | $359,310 | $1,182,776 | $1,020,114 | ' |
Investment income | 225 | 85 | 522 | 510 | ' |
Amortization | 21,983 | 17,858 | 60,482 | 50,140 | ' |
Depreciation | 5,456 | 4,466 | 15,338 | 12,896 | ' |
Interest expense | 7,298 | 4,135 | 18,374 | 12,116 | ' |
Income before income taxes | 112,685 | 95,455 | 301,303 | 281,167 | ' |
Total assets | 4,945,748 | 3,554,788 | 4,945,748 | 3,554,788 | 3,649,508 |
Capital expenditures | 7,612 | 4,330 | 20,189 | 11,453 | ' |
Operating Segments [Member] | Retail [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | 202,708 | 192,845 | 616,375 | 539,232 | ' |
Investment income | 16 | 19 | 48 | 65 | ' |
Amortization | 10,732 | 10,258 | 31,340 | 27,858 | ' |
Depreciation | 1,621 | 1,536 | 4,819 | 4,278 | ' |
Interest expense | 10,675 | 11,127 | 32,612 | 22,976 | ' |
Income before income taxes | 40,234 | 37,441 | 130,577 | 128,134 | ' |
Total assets | 3,124,487 | 2,918,824 | 3,124,487 | 2,918,824 | ' |
Capital expenditures | 1,330 | 1,696 | 5,009 | 4,519 | ' |
Operating Segments [Member] | National Programs [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | 116,512 | 77,816 | 281,557 | 215,110 | ' |
Investment income | 48 | 4 | 119 | 14 | ' |
Amortization | 7,253 | 3,781 | 17,242 | 10,811 | ' |
Depreciation | 2,116 | 1,384 | 5,425 | 3,958 | ' |
Interest expense | 15,915 | 6,245 | 33,803 | 17,529 | ' |
Income before income taxes | 20,913 | 17,450 | 46,721 | 42,688 | ' |
Total assets | 2,477,731 | 1,350,689 | 2,477,731 | 1,350,689 | ' |
Capital expenditures | 5,179 | 1,349 | 12,036 | 3,661 | ' |
Operating Segments [Member] | Wholesale Brokerage [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | 66,762 | 59,324 | 181,841 | 162,844 | ' |
Investment income | 9 | 7 | 20 | 16 | ' |
Amortization | 2,955 | 2,884 | 8,770 | 8,668 | ' |
Depreciation | 679 | 684 | 1,999 | 2,107 | ' |
Interest expense | 505 | 642 | 1,447 | 2,120 | ' |
Income before income taxes | 22,745 | 20,152 | 52,859 | 46,274 | ' |
Total assets | 965,555 | 915,515 | 965,555 | 915,515 | ' |
Capital expenditures | 546 | 277 | 1,545 | 1,374 | ' |
Operating Segments [Member] | Services [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | 35,492 | 30,020 | 102,891 | 103,070 | ' |
Investment income | ' | ' | 2 | 1 | ' |
Amortization | 1,034 | 925 | 3,101 | 2,774 | ' |
Depreciation | 555 | 402 | 1,646 | 1,200 | ' |
Interest expense | 1,938 | 1,804 | 5,879 | 5,608 | ' |
Income before income taxes | 4,859 | 5,763 | 12,682 | 22,305 | ' |
Total assets | 285,307 | 252,801 | 285,307 | 252,801 | ' |
Capital expenditures | 325 | 639 | 860 | 1,137 | ' |
Other [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Total revenues | -56 | -695 | 112 | -142 | ' |
Investment income | 152 | 55 | 333 | 414 | ' |
Amortization | 9 | 10 | 29 | 29 | ' |
Depreciation | 485 | 460 | 1,449 | 1,353 | ' |
Interest expense | -21,735 | -15,683 | -55,367 | -36,117 | ' |
Income before income taxes | 23,934 | 14,649 | 58,464 | 41,766 | ' |
Total assets | -1,907,332 | -1,883,041 | -1,907,332 | -1,883,041 | ' |
Capital expenditures | $232 | $369 | $739 | $762 | ' |
Investments_Schedule_of_Invest
Investments - Schedule of Investments in Fixed Maturity Securities (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ' |
Cost | $19,958 |
Gross Unrealized Gains | 47 |
Gross Unrealized Losses | -15 |
Fair Value | 19,989 |
U.S. Treasury Securities, Obligations of U.S. Government Agencies and Municipals [Member] | ' |
Schedule of Available-for-sale Securities [Line Items] | ' |
Cost | 10,588 |
Gross Unrealized Gains | 4 |
Gross Unrealized Losses | -4 |
Fair Value | 10,588 |
Foreign Government [Member] | ' |
Schedule of Available-for-sale Securities [Line Items] | ' |
Cost | 50 |
Fair Value | 50 |
Corporate Debt [Member] | ' |
Schedule of Available-for-sale Securities [Line Items] | ' |
Cost | 5,583 |
Gross Unrealized Gains | 5 |
Gross Unrealized Losses | -11 |
Fair Value | 5,576 |
Short Duration Fixed Income Fund [Member] | ' |
Schedule of Available-for-sale Securities [Line Items] | ' |
Cost | 3,737 |
Gross Unrealized Gains | 38 |
Fair Value | $3,775 |
Investments_Summary_of_Unreali
Investments - Summary of Unrealized Loss Position (Detail) (USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Schedule of Available-for-sale Securities [Line Items] | ' |
Fair Value, Less than 12 Months | $7,658 |
Unrealized Losses, Less than 12 Months | 15 |
Fair Value, 12 Months or More | ' |
Unrealized Losses, 12 Months or More | ' |
Fair Value | 7,658 |
Unrealized Losses | 15 |
U.S. Treasury Securities, Obligations of U.S. Government Agencies and Municipals [Member] | ' |
Schedule of Available-for-sale Securities [Line Items] | ' |
Fair Value, Less than 12 Months | 3,168 |
Unrealized Losses, Less than 12 Months | 4 |
Fair Value, 12 Months or More | ' |
Unrealized Losses, 12 Months or More | ' |
Fair Value | 3,168 |
Unrealized Losses | 4 |
Corporate Debt [Member] | ' |
Schedule of Available-for-sale Securities [Line Items] | ' |
Fair Value, Less than 12 Months | 4,490 |
Unrealized Losses, Less than 12 Months | 11 |
Fair Value, 12 Months or More | ' |
Unrealized Losses, 12 Months or More | ' |
Fair Value | 4,490 |
Unrealized Losses | $11 |
Investments_Additional_Informa
Investments - Additional Information (Detail) (USD $) | 0 Months Ended | 9 Months Ended |
1-May-14 | Sep. 30, 2014 | |
Securities | ||
Investments, Debt and Equity Securities [Abstract] | ' | ' |
Number of securities in unrealized loss position | ' | 38 |
Proceeds from sale of investment in fixed maturity securities | ' | $200,000 |
Gross realized gains and losses of securities | $0 | $0 |
Investment security maturity date, start | ' | 1-May-14 |
Investment security maturity date, End | ' | 30-Sep-14 |
Investments_Amortized_Cost_and
Investments - Amortized Cost and Fair Value of Fixed Maturity Securities by Contractual Maturity (Detail) (USD $) | Sep. 30, 2014 |
In Thousands, unless otherwise specified | |
Investments, Debt and Equity Securities [Abstract] | ' |
Amortized Cost, Due in one year or less | $4,316 |
Amortized Cost, Due after one year through five years | 15,296 |
Amortized Cost, Due after five years through ten years | 346 |
Amortized Cost, Total | 19,958 |
Fair Value, Due in one year or less | 4,354 |
Fair Value, Due after one year through five years | 15,286 |
Fair Value, Due after five years through ten years | 349 |
Fair Value, Total | $19,989 |
Reinsurance_and_Loss_and_Loss_2
Reinsurance and Loss and Loss Adjustment Expenses - Additional Information (Detail) (USD $) | 5 Months Ended | 9 Months Ended |
Sep. 30, 2014 | Sep. 30, 2014 | |
Reinsurer | ||
Reinsurance Premiums for Insurance Companies, by Product Segment [Line Items] | ' | ' |
Percentage of reinsurance | ' | 100.00% |
Ceded rate of premiums under insurance program | 100.00% | 100.00% |
Premiums written net | ' | $315,563,000 |
The reinsurance recoverable | 23,200,000 | 23,200,000 |
Number of reinsurers | 3 | ' |
Reserve for losses and loss adjustment expense | 0 | 0 |
Homeowners [Member] | ' | ' |
Reinsurance Premiums for Insurance Companies, by Product Segment [Line Items] | ' | ' |
Reinsurance recoverable, incurred but not reported claims | 200,000 | 200,000 |
Private Passenger Auto Liability [Member] | ' | ' |
Reinsurance Premiums for Insurance Companies, by Product Segment [Line Items] | ' | ' |
Reinsurance recoverable, incurred but not reported claims | 200,000 | 200,000 |
WNFIC [Member] | ' | ' |
Reinsurance Premiums for Insurance Companies, by Product Segment [Line Items] | ' | ' |
Ceded rate of premiums under insurance program | 100.00% | 100.00% |
Expenses and allowance rate received in premiums | 30.70% | 30.70% |
Premiums written net | 315,100,000 | ' |
WNFIC [Member] | Quota Share Agreement [Member] | ' | ' |
Reinsurance Premiums for Insurance Companies, by Product Segment [Line Items] | ' | ' |
Effective cedes rate under quota share agreement | 100.00% | 100.00% |
Commission rate, percent of ceded written premiums | 30.50% | 30.50% |
WNFIC [Member] | Ceded Credit Risk, Concentrated Credit Risk [Member] | Quota Share Agreement [Member] | ' | ' |
Reinsurance Premiums for Insurance Companies, by Product Segment [Line Items] | ' | ' |
Ceded amount | 500,000 | 500,000 |
Homeowners and Private Passenger [Member] | ' | ' |
Reinsurance Premiums for Insurance Companies, by Product Segment [Line Items] | ' | ' |
Ceded rate of premiums under insurance program | 100.00% | 100.00% |
Ceded unpaid loss | 0 | 0 |
Ceded loss adjustment expenses | ' | $300,000 |
Reinsurance_and_Loss_and_Loss_3
Reinsurance and Loss and Loss Adjustment Expenses - Effects of Reinsurance on Premiums Written and Earned (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2014 |
Policyholders Account In Life Insurance Business [Abstract] | ' |
Written, Direct premiums | $315,568 |
Written, Assumed premiums | 1 |
Written, Ceded premiums | 315,563 |
Written, Net premiums | 6 |
Earned, Direct premiums | 258,489 |
Earned, Assumed premiums | 157 |
Earned, Ceded premiums | 258,640 |
Earned, Net premiums | $6 |
Statutory_Financial_Informatio1
Statutory Financial Information - Additional Information (Detail) (WNFIC [Member], USD $) | 0 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | 20-May-14 | Sep. 30, 2014 |
WNFIC [Member] | ' | ' |
Statutory Accounting Practices [Line Items] | ' | ' |
Statutory capital and surplus | ' | $9.40 |
Statutory net Income | ' | 0.9 |
Issuance and payment of extraordinary dividend | $7 | $7 |
Subsidiary_Dividend_Restrictio1
Subsidiary Dividend Restrictions - Additional Information (Detail) (WNFIC [Member], USD $) | 0 Months Ended | 9 Months Ended |
20-May-14 | Sep. 30, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Dividend rate as a percentage of net income | ' | 100.00% |
Ordinary dividends payment description | ' | 'The maximum amount of ordinary dividends that WNFIC can pay to shareholders in a rolling twelve month period is limited to the greater of 10% of statutory adjusted capital and surplus as shown on WNFIC's last annual statement on file with the superintendent or 100% of adjusted net income. |
Payment of extraordinary dividends | $7,000,000 | $7,000,000 |
Scenario, Forecast [Member] | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Payment of ordinary dividends | ' | $0 |
Maximum [Member] | ' | ' |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ' | ' |
Dividend rate as a percentage of net income | ' | 10.00% |
Shareholders_Equity_Additional
Shareholders' Equity - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jul. 21, 2014 | Sep. 30, 2014 | Sep. 02, 2014 | Oct. 08, 2014 |
Maximum [Member] | Accelerated Share Repurchase Agreement [Member] | Accelerated Share Repurchase Agreement [Member] | Subsequent Event [Member] | ||||
Accelerated Share Repurchase Agreement [Member] | |||||||
Equity, Class of Treasury Stock [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Shares repurchased, authorized amount | ' | $25,000,000 | ' | $200,000,000 | ' | ' | ' |
Shares repurchased, aggregate repurchase amount | ' | ' | ' | ' | ' | 50,000,000 | ' |
Shares repurchased, remaining amount | ' | ' | ' | ' | 7,500,000 | ' | ' |
Shares repurchased, number of shares received initially | 2,139,000 | ' | 0 | ' | ' | 1,293,760 | ' |
Fair value of common stock repurchased | $67,525,000 | ' | ' | ' | ' | $42,500,000 | ' |
Total number of shares repurchased | ' | ' | ' | ' | ' | ' | 1,539,760 |