Quarterly report pursuant to Section 13 or 15(d)

Mergers and Acquisitions

Mergers and Acquisitions
3 Months Ended
Mar. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
Mergers and Acquisitions
Mergers and Acquisitions

2023 Acquisition

On January 3, 2023, the Company completed the acquisition of certain assets of Griffin Underwriting Services, a binding authority specialist and wholesale insurance broker headquartered in Bellevue, WA, for total consideration of $115.5 million. This transaction was accounted for as a business combination and the Company recognized $51.4 million of customer relationships in Other intangible assets, $64.0 million of Goodwill, and $0.1 million, net, of other miscellaneous assets and liabilities. Estimates and assumptions used in these valuations are subject to change within the measurement period up to one year from the acquisition date.

Contingent Consideration

Total consideration for certain acquisitions includes contingent consideration, which is generally based on the EBITDA of the acquired business following a defined period after purchase. Further information regarding fair value measurements is detailed in Note 13, Fair Value Measurements.

The Company recognizes income or loss for the changes in fair value of estimated contingent consideration within Change in contingent consideration, and recognizes interest expense for accretion of the discount on these liabilities within Interest expense, net on the Consolidated Statements of Income. The table below summarizes the changes recognized:



Three Months Ended March 31,









Change in contingent consideration









Interest expense


















The non-current portion of the fair value of contingent consideration was $22.9 million and $21.8 million as of March 31, 2023 and December 31, 2022, respectively, and was recorded in Other non-current liabilities on the Consolidated Balance Sheets. The current portion of the fair value of contingent consideration was $7.5 million as of December 31, 2022 and was recorded in Accounts payable and accrued liabilities on the Consolidated Balance Sheets. The aggregate amount of maximum contingent consideration obligation related to acquisitions was $40.0 million as of March 31, 2023.