Quarterly report pursuant to Section 13 or 15(d)

Mergers and Acquisitions

v3.23.2
Mergers and Acquisitions
6 Months Ended
Jun. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
Mergers and Acquisitions
3.
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 accretion of the discount on these liabilities within Interest expense, net, on the Consolidated Statements of Income. The table below summarizes the amounts recognized:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Change in contingent consideration

 

$

1,796

 

 

$

(251

)

 

$

2,510

 

 

$

(1,260

)

Interest expense, net

 

 

570

 

 

 

425

 

 

 

1,441

 

 

 

798

 

Total

 

$

2,366

 

 

$

174

 

 

$

3,951

 

 

$

(462

)

The aggregate amount of maximum contingent consideration related to acquisitions was $40.0 million as of June 30, 2023.