Quarterly report [Sections 13 or 15(d)]

Mergers and Acquisitions (Tables)

v3.25.3
Mergers and Acquisitions (Tables)
9 Months Ended
Sep. 30, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, 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, inclusive of
measurement period adjustments, during the nine months ended September 30, 2025:
Velocity
USQ
360
JM Wilson
Total
Cash and cash equivalents
$17,736
$
$412
$
$18,148
Commissions and fees
receivable – net
23,650
13,124
939
3,679
41,392
Fiduciary cash and receivables
105,779
1,649
6,674
29,597
143,699
Goodwill
366,249
20,539
16,615
47,187
450,590
Customer relationships1
216,400
19,100
12,303
39,900
287,703
Other intangible assets
12,000
200
67
300
12,567
Property and equipment – net
494
494
Lease right-of-use assets
3,757
612
305
4,674
Other current and non-current
assets
2,862
101
82
310
3,355
Total assets acquired
$748,433
$55,325
$37,092
$121,772
$962,622
Accounts payable and accrued
liabilities
5,305
193
389
5,887
Accrued compensation
7,129
373
43
272
7,817
Fiduciary liabilities
105,779
1,649
6,674
32,583
146,685
Operating lease liabilities
3,757
612
305
4,674
Deferred tax liabilities
57,298
1,546
58,844
Total liabilities assumed
$179,268
$2,827
$8,263
$33,549
$223,907
Net assets acquired
$569,165
$52,498
$28,829
$88,223
$738,715
1 The acquired customer relationships have a weighted average amortization period of 13.1 years.
Pro Forma Financial Information The unaudited pro forma financial information is presented
for informational purposes only and is not indicative of the results of operations that would have been achieved if the
acquisitions had taken place on the date indicated or of results that may occur in the future. 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,
2025
2024
2025
2024
Total revenue
$754,577
$669,171
$2,325,123
$2,089,626
Net income (loss)
69,433
(32,450)
246,109
(81,107)
Change in Contingent Consideration and Interest Expense The table below summarizes the amounts recognized:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2025
2024
2025
2024
Change in contingent consideration
$11,968
$(365)
$(2,833)
$813
Interest expense, net
1,922
1,325
5,909
3,125
Total
$13,890
$960
$3,076
$3,938