Quarterly report pursuant to Section 13 or 15(d)

Mergers and Acquisitions (Tables)

v3.24.3
Mergers and Acquisitions (Tables)
9 Months Ended
Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Estimated Fair Values of the Material Aggregate Assets and Liabilities Acquired The following table summarizes the estimated fair value of the aggregate assets and liabilities acquired during the nine
months ended September 30, 2024:
Castel
US Assure
Greenhill
Ethos P&C
Total
Cash and cash equivalents
$10,294
$7,181
$314
$
$17,789
Commissions and fees receivable – net
10,657
50,111
46
60,814
Fiduciary cash and receivables
119,333
122,136
3,222
244,691
Goodwill2
190,602
457,847
7,268
24,246
679,963
Customer relationships1
97,820
670,300
4,158
21,100
793,378
Other intangible assets
875
9,900
10,775
Lease right-of-use assets
1,269
2,256
3,525
Other current and non-current assets
1,277
606
1,883
Total assets acquired
$432,127
$1,320,337
$15,008
$45,346
$1,812,818
Accounts payable and accrued liabilities
1,138
9,284
10,422
Accrued compensation
43,538
3,084
49
1,371
48,042
Fiduciary liabilities
119,433
122,136
3,222
244,791
Operating lease liabilities
1,269
2,256
3,525
Deferred tax liabilities2
21,816
21,816
Total liabilities assumed
$187,194
$136,760
$3,271
$1,371
$328,596
Net assets acquired
$244,933
$1,183,577
$11,737
$43,975
$1,484,222
1 The acquired customer relationships have a weighted average amortization period of 13.8 years.
2 Includes a correction of an error to the purchase price allocation for the Castel acquisition, which resulted in an increase
to Deferred tax liabilities and Goodwill of $24.6 million. The table above shows the deferred tax liabilities net of deferred
tax assets of $2.8 million.
Pro Forma Financial Information The pre-acquisition Castel and US Assure results included in the pro
forma figures below contain acquisition-related expenses that were not considered pro forma adjustments for the Company.
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024
2023
2024
2023
Total revenue
$630,260
$565,699
$1,949,548
$1,746,130
Net income
8,333
25,225
130,932
27,902
Change in Contingent Consideration and Interest Expense The table below summarizes the amounts recognized:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2024
2023
2024
2023
Change in contingent consideration
$(365)
$1,848
$813
$4,358
Interest expense, net
1,325
789
3,125
2,230
Total
$960
$2,637
$3,938
$6,588