ROLLING
MEADOWS, Ill., Jan. 26,
2023 /PRNewswire/ -- Arthur
J. Gallagher & Co. (NYSE: AJG) today reported its
financial results for the quarter ended December 31,
2022. Management will host a webcast conference call to
discuss these results on Thursday, January 26, 2023 at
5:15 p.m. ET/4:15 p.m. CT. To listen to the call, and
for printer-friendly formats of this release and the "CFO
Commentary" and "Supplemental Quarterly Data," which may also be
referenced during the call, please visit ajg.com/IR. These
documents contain both GAAP and non-GAAP measures. Investors
and other users of this information should read carefully the
section entitled "Information Regarding Non-GAAP Measures"
beginning on page 9.
Summary of Financial
Results - Fourth Quarter
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Revenues
Before
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Diluted Net
Earnings
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Reimbursements
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Net Earnings
(Loss)
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EBITDAC
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(Loss) Per
Share
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Segment
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4th Q
22
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4th Q
21
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4th Q
22
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4th Q
21
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4th Q
22
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4th Q
21
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4th Q
22
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4th Q
21
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(in
millions)
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(in
millions)
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(in
millions)
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Brokerage, as
reported
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$
1,704.3
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$
1,467.4
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$
143.3
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$
171.0
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$
457.6
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$
417.6
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$
0.66
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$
0.79
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Net gains on
divestitures
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(9.2)
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(9.9)
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(7.0)
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(8.0)
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(9.2)
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(9.9)
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(0.03)
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(0.04)
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Acquisition
integration
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-
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-
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34.7
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12.7
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45.6
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15.6
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0.16
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0.06
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Workforce and lease
termination
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-
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-
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21.1
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6.1
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27.8
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7.4
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0.10
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0.03
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Acquisition related
adjustments
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-
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-
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83.2
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44.9
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9.1
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7.8
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0.39
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0.21
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Amortization of
intangible assets
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-
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-
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88.2
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81.9
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-
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-
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0.40
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0.39
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Effective income tax
rate impact
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-
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-
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4.4
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-
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-
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-
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0.02
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-
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Levelized foreign
currency
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translation
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-
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(51.8)
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-
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(10.6)
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-
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(15.1)
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-
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(0.05)
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Brokerage, as
adjusted *
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1,695.1
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1,405.7
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367.9
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298.0
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530.9
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423.4
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1.70
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1.39
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Risk Management, as
reported
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290.6
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254.3
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36.4
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24.6
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53.8
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46.0
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0.17
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0.12
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Net gains on
divestitures
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(0.9)
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-
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(0.6)
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-
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(0.9)
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-
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-
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-
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Workforce and lease
termination
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-
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-
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2.0
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1.0
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2.8
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1.3
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0.01
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-
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Acquisition related
adjustments
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-
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-
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(4.6)
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0.1
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0.1
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0.1
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(0.02)
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-
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Amortization of
intangible assets
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-
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-
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1.1
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1.2
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-
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-
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-
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-
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Levelized foreign
currency
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translation
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-
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(5.0)
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-
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(0.9)
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-
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(1.5)
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-
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(0.01)
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Risk Management, as
adjusted *
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289.7
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249.3
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34.3
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26.0
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55.8
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45.9
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0.16
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0.11
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Corporate, as
reported
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0.3
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219.7
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(44.2)
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(74.7)
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(59.3)
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(86.0)
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(0.20)
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(0.40)
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Transaction-related
costs
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-
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-
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5.1
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21.6
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5.7
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26.7
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0.02
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0.10
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Legal and tax
related
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-
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-
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(31.2)
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19.4
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(5.0)
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9.5
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(0.14)
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0.10
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Corporate, as
adjusted *
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0.3
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219.7
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(70.3)
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(33.7)
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(58.6)
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(49.8)
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(0.32)
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(0.20)
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Total Company, as
reported
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$
1,995.2
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$
1,941.4
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$
135.5
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$
120.9
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$
452.1
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$
377.6
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$
0.63
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$
0.51
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Total Company, as
adjusted *
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$
1,985.1
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$
1,874.7
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$
331.9
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$
290.3
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$
528.1
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$
419.5
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$
1.54
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$
1.30
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Total Brokerage
& Risk
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Management, as
reported
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$
1,994.9
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$
1,721.7
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$
179.7
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$
195.6
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$
511.4
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$
463.6
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$
0.83
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$
0.91
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Total Brokerage
& Risk
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Management, as
adjusted *
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$
1,984.8
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$
1,655.0
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$
402.2
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$
324.0
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$
586.7
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$
469.3
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$
1.87
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$
1.50
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* For
fourth quarter 2022, the pretax impact of the Brokerage segment
adjustments totals $289.5 million, with a corresponding
adjustment to the provision for income taxes of $64.9 million
relating to these items. For fourth quarter 2022, the pretax
impact of the Risk Management segment adjustments totals
$(2.9) million, with a corresponding adjustment to the
provision for income taxes of $(0.8) million relating to these
items. For fourth quarter 2022, the pretax impact of the
Corporate segment adjustments totals $0.7 million, with a
corresponding adjustment to the benefit for income taxes of
$26.8 million relating to these items and the other tax items
noted on page 7. A detailed reconciliation of the 2022
and 2021 provision (benefit) for income taxes is shown on
pages 14 and 15.
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(1 of 15)
"We had a terrific fourth quarter, to cap off another excellent
year of financial performance!" said J. Patrick Gallagher, Jr., Chairman, President and
CEO. "During the quarter, our core brokerage and risk
management segments combined to post 16% growth in revenue, of
which 11.7% was organic revenue growth. We completed 17 new
tuck-in mergers in the quarter and our newly acquired reinsurance
brokerage operations finished the year ahead of our pro forma
revenue and EBITDAC estimate.
"Global primary P/C renewal premium increases were more than 9%
in the quarter, consistent with the first three quarters of
2022. Our primary carrier partners in many cases are facing
higher reinsurance costs and seeing rising loss costs trends, so we
believe there is good reason to expect continued premium
increases. Positive policy endorsements and other mid-term
policy adjustments were higher year over year for the seventh
straight quarter, indicative of the underlying strength of our P/C
clients' businesses.
"The labor market imbalance continues to drive strong demand for
our benefits and HR consulting services, while our risk management
segment, Gallagher Bassett,
continues to see rising claim counts from both existing and new
clients.
"I would like to thank our 43,000-plus colleagues for their
passion, creativity and hard work on behalf of our clients.
An outstanding 2022 positions us very well for 2023 and
beyond!"
Summary of Financial
Results - Year Ended December 31,
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Revenues
Before
|
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Diluted Net
Earnings
|
|
|
|
|
|
Reimbursements
|
|
Net Earnings
(Loss)
|
|
EBITDAC
|
|
(Loss) Per
Share
|
|
Segment
|
|
Year
22
|
Year
21
|
|
Year
22
|
Year
21
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Year
22
|
Year
21
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Year
22
|
Year
21
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(in
millions)
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(in
millions)
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(in
millions)
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|
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Brokerage, as
reported
|
|
$
7,303.8
|
$
5,967.5
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|
$
1,201.8
|
$ 1,016.6
|
|
$
2,239.2
|
$
1,957.2
|
|
$
5.58
|
$
4.86
|
|
|
Net gains on
divestitures
|
|
(12.1)
|
(18.8)
|
|
(9.5)
|
(15.0)
|
|
(12.1)
|
(18.8)
|
|
(0.05)
|
(0.07)
|
|
|
Acquisition
integration
|
|
-
|
-
|
|
132.7
|
25.2
|
|
167.9
|
31.7
|
|
0.62
|
0.12
|
|
|
Workforce and lease
termination
|
|
-
|
-
|
|
40.2
|
18.0
|
|
48.9
|
20.6
|
|
0.19
|
0.09
|
|
|
Acquisition related
adjustments
|
|
-
|
-
|
|
56.0
|
86.4
|
|
46.8
|
27.4
|
|
0.26
|
0.42
|
|
|
Amortization of
intangible assets
|
|
-
|
-
|
|
342.3
|
312.0
|
|
-
|
-
|
|
1.59
|
1.50
|
|
|
Levelized foreign
currency
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
translation
|
|
-
|
(157.2)
|
|
-
|
(28.2)
|
|
-
|
(41.1)
|
|
-
|
(0.14)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Brokerage, as
adjusted *
|
|
7,291.7
|
5,791.5
|
|
1,763.5
|
1,415.0
|
|
2,490.7
|
1,977.0
|
|
8.19
|
6.78
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk Management, as
reported
|
|
1,092.6
|
967.6
|
|
115.8
|
89.5
|
|
193.8
|
177.1
|
|
0.54
|
0.43
|
|
|
Net gains on
divestitures
|
|
(0.9)
|
(0.1)
|
|
(0.6)
|
(0.1)
|
|
(0.9)
|
(0.1)
|
|
-
|
-
|
|
|
Workforce and lease
termination
|
|
-
|
-
|
|
4.8
|
6.0
|
|
6.4
|
7.1
|
|
0.02
|
0.03
|
|
|
Acquisition related
adjustments
|
|
-
|
-
|
|
(5.8)
|
2.1
|
|
0.4
|
0.4
|
|
(0.03)
|
0.01
|
|
|
Acquisition
integration
|
|
-
|
-
|
|
1.4
|
-
|
|
1.8
|
-
|
|
0.01
|
-
|
|
|
Amortization of
intangible assets
|
|
-
|
-
|
|
4.6
|
5.7
|
|
-
|
-
|
|
0.02
|
0.03
|
|
|
Levelized foreign
currency
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
translation
|
|
-
|
(14.7)
|
|
-
|
(2.1)
|
|
-
|
(3.5)
|
|
-
|
(0.01)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk Management, as
adjusted *
|
|
1,091.7
|
952.8
|
|
120.2
|
101.0
|
|
201.5
|
181.0
|
|
0.56
|
0.49
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate, as
reported
|
|
23.7
|
1,141.3
|
|
(201.6)
|
(151.1)
|
|
(166.5)
|
(231.0)
|
|
(0.93)
|
(0.92)
|
|
|
Loss on extinguishment
of debt
|
|
-
|
-
|
|
-
|
12.2
|
|
-
|
-
|
|
-
|
0.06
|
|
|
Transaction-related
costs
|
|
-
|
-
|
|
30.7
|
38.5
|
|
33.4
|
47.9
|
|
0.14
|
0.19
|
|
|
Legal and tax
related
|
|
-
|
-
|
|
(50.2)
|
43.6
|
|
(5.0)
|
9.5
|
|
(0.23)
|
0.21
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate, as
adjusted *
|
|
23.7
|
1,141.3
|
|
(221.1)
|
(56.8)
|
|
(138.1)
|
(173.6)
|
|
(1.02)
|
(0.46)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Company, as
reported
|
|
$
8,420.1
|
$
8,076.4
|
|
$
1,116.0
|
$
955.0
|
|
$
2,266.5
|
$
1,903.3
|
|
$
5.19
|
$
4.37
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Company, as
adjusted *
|
|
$
8,407.1
|
$
7,885.6
|
|
$
1,662.6
|
$ 1,459.3
|
|
$
2,554.1
|
$
1,984.4
|
|
$
7.74
|
$
6.81
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Brokerage
& Risk
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management, as
reported
|
|
$
8,396.4
|
$
6,935.1
|
|
$
1,317.6
|
$ 1,106.1
|
|
$
2,433.0
|
$
2,134.3
|
|
$
6.12
|
$
5.29
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Brokerage
& Risk
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management, as
adjusted *
|
|
$
8,383.4
|
$
6,744.3
|
|
$
1,883.7
|
$ 1,516.1
|
|
$
2,692.2
|
$
2,158.0
|
|
$
8.75
|
$
7.27
|
|
(2 of 15)
*
|
For the year ended
December 31, 2022, the pretax impact of the Brokerage segment
adjustments totals $732.9 million, with a corresponding adjustment
to the provision for income taxes of $171.2 million relating to
these items. For the year ended December 31, 2022, the pretax
impact of the Risk Management segment adjustments totals $5.8
million, with a corresponding adjustment to the provision for
income taxes of $1.4 million relating to these items. For the
year ended December 31, 2022, the pretax impact of the Corporate
segment adjustments totals $28.4 million, with a corresponding
adjustment to the benefit for income taxes of $47.9 million
relating to these items and the other tax items noted on page
7. A detailed reconciliation of the 2022 and 2021 provision
(benefit) for income taxes is shown on pages 14 and
15.
|
Brokerage Segment Reported GAAP to Adjusted Non-GAAP
Reconciliations (dollars in millions):
Organic Revenues
(Non-GAAP)
|
|
4th Q
2022
|
|
4th Q
2021
|
|
Year
2022
|
|
Year
2021
|
|
|
|
|
|
|
|
|
|
|
|
Base Commissions and
Fees
|
|
|
|
|
|
|
|
|
Commissions and
fees, as reported
|
|
$
1,518.2
|
|
$
1,327.1
|
|
$
6,664.3
|
|
$
5,429.2
|
Less commissions and
fees from acquisitions
|
|
(105.3)
|
|
-
|
|
(883.2)
|
|
-
|
Less divested
operations
|
|
-
|
|
-
|
|
-
|
|
(2.2)
|
Levelized foreign
currency translation
|
|
-
|
|
(47.5)
|
|
-
|
|
(143.6)
|
|
|
|
|
|
|
|
|
|
|
|
Organic base
commissions and fees
|
|
$
1,412.9
|
|
$
1,279.6
|
|
$
5,781.1
|
|
$
5,283.4
|
|
|
|
|
|
|
|
|
|
|
|
Organic change in base
commissions and fees
|
|
10.4 %
|
|
|
|
9.4 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplemental
Revenues
|
|
|
|
|
|
|
|
|
Supplemental
revenues, as reported
|
|
$
80.0
|
|
$
65.7
|
|
$
284.7
|
|
$
248.7
|
Less supplemental
revenues from acquisitions
|
|
(0.8)
|
|
-
|
|
(2.2)
|
|
-
|
Levelized foreign
currency translation
|
|
-
|
|
(2.2)
|
|
-
|
|
(6.6)
|
|
|
|
|
|
|
|
|
|
|
|
Organic supplemental
revenues
|
|
$
79.2
|
|
$
63.5
|
|
$
282.5
|
|
$
242.1
|
|
|
|
|
|
|
|
|
|
|
|
Organic change in
supplemental revenues
|
|
24.7 %
|
|
|
|
16.7 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contingent
Revenues
|
|
|
|
|
|
|
|
|
Contingent revenues,
as reported
|
|
$
40.2
|
|
$
37.7
|
|
$
207.3
|
|
$
188.0
|
Less contingent
revenues from acquisitions
|
|
(0.6)
|
|
-
|
|
(3.0)
|
|
-
|
Levelized foreign
currency translation
|
|
-
|
|
(0.3)
|
|
-
|
|
(1.5)
|
|
|
|
|
|
|
|
|
|
|
|
Organic contingent
revenues
|
|
$
39.6
|
|
$
37.4
|
|
$
204.3
|
|
$
186.5
|
|
|
|
|
|
|
|
|
|
|
|
Organic change in
contingent revenues
|
|
5.9 %
|
|
|
|
9.5 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total reported
commissions, fees, supplemental
|
|
|
|
|
|
|
|
|
|
revenues and
contingent revenues
|
|
$
1,638.4
|
|
$
1,430.5
|
|
$
7,156.3
|
|
$
5,865.9
|
Less commissions, fees,
supplemental revenues
|
|
|
|
|
|
|
|
|
|
and contingent revenues
from acquisitions
|
|
(106.7)
|
|
-
|
|
(888.4)
|
|
-
|
Less divested
operations
|
|
-
|
|
-
|
|
-
|
|
(2.2)
|
Levelized foreign
currency translation
|
|
-
|
|
(50.0)
|
|
-
|
|
(151.7)
|
|
|
|
|
|
|
|
|
|
|
|
Total organic
commissions, fees, supplemental
|
|
|
|
|
|
|
|
|
|
revenues and
contingent revenues
|
|
$
1,531.7
|
|
$
1,380.5
|
|
$
6,267.9
|
|
$
5,712.0
|
|
|
|
|
|
|
|
|
|
|
|
Total organic
change
|
*
|
11.0 %
|
|
|
|
9.7 %
|
|
|
|
|
*
|
During the fourth
quarter, Gallagher completed its annual review of ASC 606
assumptions resulting in the additional recognition of certain
deferred revenues. Controlling for this, fourth quarter
organic growth would have been 10.0%.
|
Acquisition
Activity
|
|
4th Q
2022
|
|
4th Q
2021
|
|
Year
2022
|
|
Year
2021
|
|
|
|
|
|
|
|
|
|
|
|
Number of acquisitions
closed *
|
|
17
|
|
19
|
|
36
|
|
36
|
Estimated annualized
revenues acquired (in millions)
|
|
$
141.3
|
|
$
812.1
|
|
$
244.0
|
|
$
952.0
|
|
* In the
fourth quarter of 2022, Gallagher issued 635,000 shares of its
common stock directly to sellers in connection with
acquisitions.
|
(3 of 15)
Brokerage Segment Reported GAAP to Adjusted Non-GAAP
Reconciliations (continued) (dollars in millions):
Compensation Expense
and Ratios
|
|
4th Q
2022
|
|
4th Q
2021
|
|
Year
2022
|
|
Year
2021
|
|
|
|
|
|
|
|
|
|
|
|
Compensation
expense, as reported
|
|
$
963.3
|
|
$
829.4
|
|
$
4,024.7
|
|
$
3,252.4
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition
integration
|
|
(25.9)
|
|
(10.4)
|
|
(107.4)
|
|
(22.3)
|
Workforce and lease
termination related charges
|
|
(21.0)
|
|
(6.9)
|
|
(36.9)
|
|
(16.2)
|
Acquisition related
adjustments
|
|
(9.1)
|
|
(7.8)
|
|
(46.8)
|
|
(27.4)
|
Levelized foreign
currency translation
|
|
-
|
|
(29.9)
|
|
-
|
|
(90.5)
|
|
|
|
|
|
|
|
|
|
|
|
Compensation
expense, as adjusted
|
|
$
907.3
|
|
$
774.4
|
|
$
3,833.6
|
|
$
3,096.0
|
|
|
|
|
|
|
|
|
|
|
|
Reported compensation
expense ratios using reported
|
|
|
|
|
|
|
|
|
|
revenues on pages 1 and
2
|
*
|
56.5 %
|
|
56.5 %
|
|
55.1 %
|
|
54.5 %
|
Adjusted compensation
expense ratios using adjusted
|
|
|
|
|
|
|
|
|
|
revenues on pages 1 and
2
|
**
|
53.5 %
|
|
55.1 %
|
|
52.6 %
|
|
53.5 %
|
|
|
*
|
Reported fourth quarter
2022 compensation ratio was flat compared to fourth quarter
2021. This ratio was primarily impacted by increased
integration costs and workforce related charges, as well as the
hiring of producers and other roles to service and support higher
organic growth, offset by savings related to back office headcount
controls and lesser employee benefits costs.
|
|
|
**
|
Adjusted fourth quarter
2022 compensation ratio was 1.6 pts lower than fourth quarter
2021. This ratio was primarily impacted by savings related to
back office headcount controls and reduced employee benefits costs,
offset by the hiring of producers and other roles to service and
support higher organic growth.
|
Operating Expense
and Ratios
|
|
4th Q
2022
|
|
4th Q
2021
|
|
Year
2022
|
|
Year
2021
|
|
|
|
|
|
|
|
|
|
|
|
Operating expense,
as reported
|
|
$
283.4
|
|
$
220.4
|
|
$
1,039.9
|
|
$
757.9
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition
integration
|
|
(19.7)
|
|
(5.2)
|
|
(60.5)
|
|
(9.4)
|
Workforce and lease
termination related charges
|
|
(6.8)
|
|
(0.5)
|
|
(12.0)
|
|
(4.4)
|
Levelized foreign
currency translation
|
|
-
|
|
(6.8)
|
|
-
|
|
(25.6)
|
|
|
|
|
|
|
|
|
|
|
|
Operating expense,
as adjusted
|
|
$
256.9
|
|
$
207.9
|
|
$
967.4
|
|
$
718.5
|
|
|
|
|
|
|
|
|
|
|
|
Reported operating
expense ratios using reported
|
|
|
|
|
|
|
|
|
|
revenues on pages 1 and
2
|
*
|
16.6 %
|
|
15.0 %
|
|
14.2 %
|
|
12.7 %
|
Adjusted operating
expense ratios using adjusted
|
|
|
|
|
|
|
|
|
|
revenues on pages 1 and
2
|
**
|
15.2 %
|
|
14.8 %
|
|
13.3 %
|
|
12.4 %
|
|
|
*
|
Reported fourth quarter
operating expense ratio was 1.6 pts higher compared to fourth
quarter 2021. This ratio was primarily impacted by increased
integration costs, lease termination related charges and a
seasonally higher operating ratio related to the reinsurance
operations acquired in December 2021, as well as the return of
advertising, travel, entertainment and other client-related
expenses and additional investments in technology. These
expenses were offset in part by savings from office
consolidations.
|
**
|
Adjusted fourth quarter
operating expense ratio was 0.4 pts higher compared to fourth
quarter 2021. This ratio was primarily impacted by the return
of advertising, travel, entertainment and other client-related
expenses, as well as additional investments in technology and a
seasonally higher operating expense ratio related to the
reinsurance operations acquired in December 2021. These
expenses were offset in part by savings from office
consolidations.
|
(4 of 15)
Brokerage Segment Reported GAAP to Adjusted Non-GAAP
Reconciliations (continued) (dollars in millions):
Net Earnings to
Adjusted EBITDAC (Non-GAAP)
|
|
4th Q
2022
|
|
4th Q
2021
|
|
Year
2022
|
|
Year
2021
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings, as
reported
|
|
$
143.3
|
|
$
171.0
|
|
$
1,201.8
|
|
$
1,016.6
|
Provision for income
taxes
|
|
53.2
|
|
60.0
|
|
394.7
|
|
328.9
|
Depreciation
|
|
26.9
|
|
22.8
|
|
103.6
|
|
87.8
|
Amortization
|
|
115.9
|
|
107.4
|
|
448.7
|
|
407.6
|
Change in estimated
acquisition earnout payables
|
|
118.3
|
|
56.4
|
|
90.4
|
|
116.3
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC
|
|
457.6
|
|
417.6
|
|
2,239.2
|
|
1,957.2
|
|
|
|
|
|
|
|
|
|
|
|
Net gains on
divestitures
|
|
(9.2)
|
|
(9.9)
|
|
(12.1)
|
|
(18.8)
|
Acquisition
integration
|
|
45.6
|
|
15.6
|
|
167.9
|
|
31.7
|
Workforce and lease
termination related charges
|
|
27.8
|
|
7.4
|
|
48.9
|
|
20.6
|
Acquisition related
adjustments
|
|
9.1
|
|
7.8
|
|
46.8
|
|
27.4
|
Levelized foreign
currency translation
|
|
-
|
|
(15.1)
|
|
-
|
|
(41.1)
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC, as
adjusted
|
|
$
530.9
|
|
$
423.4
|
|
$
2,490.7
|
|
$
1,977.0
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings margin, as
reported using reported
|
|
|
|
|
|
|
|
|
|
revenues on pages 1 and
2
|
|
8.4 %
|
|
11.7 %
|
|
16.5 %
|
|
17.0 %
|
EBITDAC margin, as
adjusted using adjusted
|
|
|
|
|
|
|
|
|
|
revenues on pages 1 and
2
|
|
31.3 %
|
|
30.1 %
|
|
34.2 %
|
|
34.1 %
|
Risk Management Segment Reported GAAP to Adjusted
Non-GAAP Reconciliations (dollars
in millions):
Organic Revenues
(Non-GAAP)
|
|
4th Q
2022
|
|
4th Q
2021
|
|
Year
2022
|
|
Year
2021
|
|
|
|
|
|
|
|
|
|
|
|
Fees
|
|
$
286.0
|
|
$
250.8
|
|
$
1,075.8
|
|
$
954.0
|
International
performance bonus fees
|
|
3.2
|
|
3.4
|
|
15.0
|
|
13.2
|
|
|
|
|
|
|
|
|
|
|
|
Fees as
reported
|
|
289.2
|
|
254.2
|
|
1,090.8
|
|
967.2
|
|
|
|
|
|
|
|
|
|
|
|
Less fees from
acquisitions
|
|
(1.4)
|
|
-
|
|
(12.0)
|
|
-
|
Less divested
operations
|
|
-
|
|
(0.3)
|
|
-
|
|
(0.3)
|
Levelized foreign
currency translation
|
|
-
|
|
(5.0)
|
|
-
|
|
(14.7)
|
|
|
|
|
|
|
|
|
|
|
|
Organic
fees
|
|
$
287.8
|
|
$
248.9
|
|
$
1,078.8
|
|
$
952.2
|
|
|
|
|
|
|
|
|
|
|
|
Organic change in
fees
|
|
15.6 %
|
|
|
|
13.3 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition
Activity
|
|
|
|
|
|
|
|
|
4th Q
2022
|
|
4th Q
2021
|
|
Year
2022
|
|
Year
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of acquisitions
closed
|
|
|
|
|
|
|
|
|
-
|
|
-
|
|
1
|
|
2
|
Estimated annualized
revenues acquired (in millions)
|
|
|
|
|
|
|
|
|
$
-
|
|
$
-
|
|
$
2.5
|
|
$
50.0
|
(5 of 15)
Risk Management Segment Reported GAAP to Adjusted Non-GAAP
Reconciliations (continued) (dollars in millions):
Compensation Expense
and Ratios
|
|
4th Q
2022
|
|
4th Q
2021
|
|
Year
2022
|
|
Year
2021
|
|
|
|
|
|
|
|
|
|
|
|
Compensation
expense, as reported
|
|
$
177.8
|
|
$
151.8
|
|
$
664.9
|
|
$
580.7
|
|
|
|
|
|
|
|
|
|
|
|
Acquisition
integration
|
|
-
|
|
-
|
|
(0.3)
|
|
-
|
Workforce and lease
termination related charges
|
|
(2.5)
|
|
(0.8)
|
|
(4.0)
|
|
(2.3)
|
Acquisition related
adjustments
|
|
(0.1)
|
|
(0.1)
|
|
(0.4)
|
|
(0.4)
|
Levelized foreign
currency translation
|
|
-
|
|
(2.9)
|
|
-
|
|
(9.1)
|
|
|
|
|
|
|
|
|
|
|
|
Compensation
expense, as adjusted
|
|
$
175.2
|
|
$
148.0
|
|
$
660.2
|
|
$
568.9
|
|
|
|
|
|
|
|
|
|
|
|
Reported compensation
expense ratios using reported
|
|
|
|
|
|
|
|
|
|
revenues (before
reimbursements) on pages 1 and 2
|
*
|
61.2 %
|
|
59.7 %
|
|
60.9 %
|
|
60.0 %
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted compensation
expense ratios using adjusted
|
|
|
|
|
|
|
|
|
|
revenues (before
reimbursements) on pages 1 and 2
|
**
|
60.5 %
|
|
59.4 %
|
|
60.5 %
|
|
59.7 %
|
|
|
*
|
Reported fourth quarter
2022 compensation ratio was 1.5 pts higher compared to fourth
quarter 2021. This ratio was primarily impacted by workforce
related charges, merit wage increases, increased incentive
compensation and additional claim adjusters to support a large new
client and other higher organic growth, partially offset by savings
in temporary help.
|
**
|
Adjusted fourth quarter
2022 compensation ratio was 1.1 pts higher compared to fourth
quarter 2021. This ratio was primarily impacted by merit wage
increases, increased incentive compensation and additional claim
adjusters to support a large new client and other higher organic
growth, partially offset by savings in temporary help.
|
Operating Expense
and Ratios
|
|
4th Q
2022
|
|
4th Q
2021
|
|
Year
2022
|
|
Year
2021
|
|
|
|
|
|
|
|
|
|
|
|
Operating expense,
as reported
|
|
$
59.0
|
|
$
56.5
|
|
$
233.9
|
|
$
209.8
|
|
|
|
|
|
|
|
|
|
|
|
Workforce and lease
termination related charges
|
|
(0.3)
|
|
(0.5)
|
|
(2.4)
|
|
(4.8)
|
Acquisition
integration
|
|
-
|
|
-
|
|
(1.5)
|
|
-
|
Levelized foreign
currency translation
|
|
-
|
|
(0.6)
|
|
-
|
|
(2.1)
|
|
|
|
|
|
|
|
|
|
|
|
Operating expense,
as adjusted
|
|
$
58.7
|
|
$
55.4
|
|
$
230.0
|
|
$
202.9
|
|
|
|
|
|
|
|
|
|
|
|
Reported operating
expense ratios using reported
|
|
|
|
|
|
|
|
|
|
revenues (before
reimbursements) on pages 1 and 2
|
*
|
20.3 %
|
|
22.2 %
|
|
21.4 %
|
|
21.7 %
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted operating
expense ratios using reported
|
|
|
|
|
|
|
|
|
|
revenues (before
reimbursements) on pages 1 and 2
|
*
|
20.3 %
|
|
22.2 %
|
|
21.1 %
|
|
21.3 %
|
|
|
*
|
Reported and adjusted
fourth quarter operating expense ratios were 1.9 pts lower compared
to fourth quarter 2021. Both ratios were impacted by savings
across multiple categories, including office consolidations,
technology, business insurance and professional fees. These
expenses were offset in part by increased client-related
expenses.
|
Net Earnings to
Adjusted EBITDAC (Non-GAAP)
|
|
4th Q
2022
|
|
4th Q
2021
|
|
Year
2022
|
|
Year
2021
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings, as
reported
|
|
$
36.4
|
|
$
24.6
|
|
$
115.8
|
|
$
89.5
|
Provision for income
taxes
|
|
13.1
|
|
8.5
|
|
41.4
|
|
30.6
|
Depreciation
|
|
9.0
|
|
11.1
|
|
37.8
|
|
46.2
|
Amortization
|
|
1.5
|
|
1.6
|
|
6.2
|
|
7.5
|
Change in estimated
acquisition earnout payables
|
|
(6.2)
|
|
0.2
|
|
(7.4)
|
|
3.3
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC
|
|
53.8
|
|
46.0
|
|
193.8
|
|
177.1
|
|
|
|
|
|
|
|
|
|
|
|
Net gains on
divestitures
|
|
(0.9)
|
|
-
|
|
(0.9)
|
|
(0.1)
|
Workforce and lease
termination related charges
|
|
2.8
|
|
1.3
|
|
6.4
|
|
7.1
|
Acquisition related
adjustments
|
|
0.1
|
|
0.1
|
|
0.4
|
|
0.4
|
Acquisition
integration
|
|
-
|
|
-
|
|
1.8
|
|
-
|
Levelized foreign
currency translation
|
|
-
|
|
(1.5)
|
|
-
|
|
(3.5)
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC, as
adjusted
|
|
$
55.8
|
|
$
45.9
|
|
$
201.5
|
|
$
181.0
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings margin, as
reported using reported
|
|
|
|
|
|
|
|
|
|
revenues (before
reimbursements) on pages 1 and 2
|
|
12.5 %
|
|
9.7 %
|
|
10.6 %
|
|
9.3 %
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC margin, as
adjusted using adjusted
|
|
|
|
|
|
|
|
|
|
revenues (before
reimbursements) on pages 1 and 2
|
|
19.3 %
|
|
18.4 %
|
|
18.5 %
|
|
19.0 %
|
(6 of 15)
Corporate Segment Reported GAAP
Information (dollars in millions):
|
|
|
|
|
2022
|
|
|
|
|
|
2021
|
|
|
|
|
|
|
|
|
|
Net
Earnings
|
|
|
|
|
|
Net
Earnings
|
|
|
|
|
|
|
|
(Loss)
|
|
|
|
|
|
(Loss)
|
|
|
|
|
|
Income
|
|
Attributable
to
|
|
|
|
Income
|
|
Attributable
to
|
|
|
|
Pretax
|
|
Tax
|
|
Controlling
|
|
Pretax
|
|
Tax
|
|
Controlling
|
4th
Quarter
|
|
Loss
|
|
Benefit
|
|
Interests
|
|
Loss
|
|
Benefit
|
|
Interests
|
Components of
Corporate Segment, as reported
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest and banking
costs
|
|
$ (64.7)
|
|
$ 16.7
|
|
$
(48.0)
|
|
$ (62.2)
|
|
$ 15.5
|
|
$
(46.7)
|
Clean energy related
(1)
|
|
(3.8)
|
|
1.1
|
|
(2.7)
|
|
(40.7)
|
|
53.1
|
|
12.4
|
Acquisition costs
(2)
|
|
(10.5)
|
|
1.1
|
|
(9.4)
|
|
(28.6)
|
|
5.3
|
|
(23.3)
|
Corporate (3)
(4)
|
|
(43.9)
|
|
60.9
|
|
17.0
|
|
(28.3)
|
|
2.5
|
|
(25.8)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported 4th
Quarter
|
|
(122.9)
|
|
79.8
|
|
(43.1)
|
|
(159.8)
|
|
76.4
|
|
(83.4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
Transaction-related
costs (2)
|
|
5.7
|
|
(0.6)
|
|
5.1
|
|
26.7
|
|
(5.1)
|
|
21.6
|
Legal and income tax
related (3)
|
|
(5.0)
|
|
(26.2)
|
|
(31.2)
|
|
9.5
|
|
9.9
|
|
19.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Components of
Corporate Segment, as adjusted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest and banking
costs
|
|
(64.7)
|
|
16.7
|
|
(48.0)
|
|
(62.2)
|
|
15.5
|
|
(46.7)
|
Clean energy related
(1)
|
|
(3.8)
|
|
1.1
|
|
(2.7)
|
|
(40.7)
|
|
53.1
|
|
12.4
|
Acquisition
costs
|
|
(4.8)
|
|
0.5
|
|
(4.3)
|
|
(1.9)
|
|
0.2
|
|
(1.7)
|
Corporate
(4)
|
|
(48.9)
|
|
34.7
|
|
(14.2)
|
|
(18.8)
|
|
12.4
|
|
(6.4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted 4th
Quarter
|
|
$
(122.2)
|
|
$ 53.0
|
|
$
(69.2)
|
|
$
(123.6)
|
|
$ 81.2
|
|
$
(42.4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended
|
|
|
|
|
|
|
|
|
|
|
|
|
Components of
Corporate Segment, as reported
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest and banking
costs
|
|
$
(259.4)
|
|
$ 67.3
|
|
$
(192.1)
|
|
$
(245.9)
|
|
$ 61.4
|
|
$
(184.5)
|
Clean energy related
(1)
|
|
(12.6)
|
|
3.4
|
|
(9.2)
|
|
(135.4)
|
|
232.8
|
|
97.4
|
Acquisition costs
(2)
|
|
(44.9)
|
|
3.7
|
|
(41.2)
|
|
(54.9)
|
|
9.5
|
|
(45.4)
|
Corporate (3)
(4)
|
|
(107.2)
|
|
150.7
|
|
43.5
|
|
(94.1)
|
|
35.7
|
|
(58.4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported Year
Ended
|
|
(424.1)
|
|
225.1
|
|
(199.0)
|
|
(530.3)
|
|
339.4
|
|
(190.9)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss on extinguishment
of debt (2)
|
|
-
|
|
-
|
|
-
|
|
16.2
|
|
(4.0)
|
|
12.2
|
Transaction-related
costs (2)
|
|
33.4
|
|
(2.7)
|
|
30.7
|
|
47.9
|
|
(9.4)
|
|
38.5
|
Legal and income tax
related (3)
|
|
(5.0)
|
|
(45.2)
|
|
(50.2)
|
|
9.5
|
|
34.1
|
|
43.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Components of
Corporate Segment, as adjusted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest and banking
costs
|
|
(259.4)
|
|
67.3
|
|
(192.1)
|
|
(229.7)
|
|
57.4
|
|
(172.3)
|
Clean energy related
(1)
|
|
(12.6)
|
|
3.4
|
|
(9.2)
|
|
(135.4)
|
|
232.8
|
|
97.4
|
Acquisition
costs
|
|
(11.5)
|
|
1.0
|
|
(10.5)
|
|
(7.0)
|
|
0.1
|
|
(6.9)
|
Corporate
(4)
|
|
(112.2)
|
|
105.5
|
|
(6.7)
|
|
(84.6)
|
|
69.8
|
|
(14.8)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Year
Ended
|
|
$
(395.7)
|
|
$ 177.2
|
|
$
(218.5)
|
|
$
(456.7)
|
|
$ 360.1
|
|
$
(96.6)
|
|
|
(1)
|
Pretax loss for the
fourth quarter is presented net of amounts attributable to
noncontrolling interests of $(1.1) million in 2022 and $8.7 million
in 2021. Pretax loss for the year ended December 31, is
presented net of amounts attributable to noncontrolling interests
of $(2.6) million in 2022 and $39.8 million in
2021.
|
|
|
(2)
|
Gallagher incurred
transaction-related costs, which include legal, consulting,
employee compensation and other professional fees primarily
associated with our acquisition of the Willis Towers Watson treaty
reinsurance brokerage operations and the pending acquisition of
Buck, which was announced on December 20, 2022. In third quarter
2021, Gallagher redeemed $650 million of 2031 Senior Notes and
incurred a loss of $16.2 million related to the early
extinguishment of such debt.
|
(7 of 15)
(3)
|
Adjustments in fourth
quarter 2022 include (a) additional U.K. income tax expense related
to the non–deductibility of acquisition-related adjustments made in
the quarter, (b) gains and costs associated with legal and tax
matters, (c) income tax provision adjustments as we filed our 2021
tax returns and (d) income tax benefit related to adjusting certain
U.K. deferred income tax assets to the future 25% corporate income
tax rate. Adjustments in fourth quarter 2021 include (a) additional
U.K. and U.S. income tax expense related to the non-deductibility
of acquisition related adjustments made in the quarter, (b) costs
related to a legal settlement and (c) income tax adjustments as we
filed our 2020 tax returns in the fourth quarter and finalized our
2021 income tax provisions within the U.S. and foreign
jurisdictions where we operate.
|
|
|
(4)
|
Corporate pretax loss
includes a net unrealized foreign exchange remeasurement loss of
$3.0 million in fourth quarter 2022 and a net unrealized foreign
exchange remeasurement gain of $1.5 million in fourth quarter
2021. Corporate pretax loss includes a net unrealized foreign
exchange remeasurement gain of $30.6 million in the year ended
December 31, 2022 and a net unrealized foreign exchange
remeasurement loss of $0.9 million in the year ended December 31,
2021.
|
Interest and banking costs and debt - At
December 31, 2022, Gallagher had
$1,600.0 million of borrowings
from public debt, $4,248.0 million of borrowings from private
placements and $60.0 million of
short-term borrowings under its line of credit facility. In
addition, Gallagher had $241.9 million outstanding under a revolving
loan facility that provides funding for premium finance
receivables, which are fully collateralized by the underlying
premiums held by insurance carriers, and as such are excluded from
our debt covenant computations.
Clean energy - Consists of the operating results
related to our investments in clean coal production plants and
royalty income from clean coal licenses related to Chem-Mod
LLC. The production of IRC Section 45 clean energy tax
credits ceased in December 2021,
which reduced the royalty income received by Chem-Mod LLC and net
earnings generated by our investments in clean coal production
plants. Additional information regarding these results is
available in the "CFO Commentary" at ajg.com/IR.
Acquisition costs - Consists mostly of external
professional fees and other due diligence costs related to
acquisitions. On occasion, Gallagher enters into forward
currency hedges for the purchase price of committed, but not yet
funded, acquisitions with funding requirements in currencies other
than the U.S. dollar. The gains or losses, if any, associated
with these hedge transactions are also included in acquisition
costs.
Corporate - Consists of overhead allocations mostly
related to corporate staff compensation, other corporate level
activities, and net unrealized foreign exchange
remeasurement. In addition, it includes the tax expense
related to partial taxation of foreign earnings, nondeductible
executive compensation and entertainment expenses and the tax
benefit from vesting of employee equity awards.
Income Taxes - Gallagher allocates the provision for
income taxes to its Brokerage and Risk Management segments using
the local country statutory rates. Gallagher's consolidated
effective tax rate for the quarters ended December 31, 2022
and 2021 were (11.1)% and (7.0)%, respectively. In first
quarter of 2022, Gallagher increased its state effective income tax
rate, which resulted in the overall U.S. effective income tax rate
increasing from 25% to 26% and caused Gallagher to incur additional
income tax expense during the quarter and recognized a one-time
benefit related to the revaluation of certain deferred income tax
assets to the higher income tax rate. In addition, the
production of IRC Section 45 clean energy tax credits ceased
in December 2021.
Webcast Conference Call - Gallagher will host a
webcast conference call on Thursday, January 26, 2023 at
5:15 p.m. ET/4:15 p.m. CT. To listen to this call,
please go to ajg.com/IR. The call will be available for
replay at such website for at least 90 days.
About Arthur J. Gallagher
& Co.
Arthur J. Gallagher
& Co., a global insurance brokerage, risk management and
consulting services firm, is headquartered in Rolling Meadows, Illinois. Gallagher
provides these services in approximately 130 countries around the
world through its owned operations and a network of correspondent
brokers and consultants.
(8 of 15)
Cautionary Information
This press release contains
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. When used in this
press release, the words "anticipates," "believes," "contemplates,"
"see," "should," "could," "will," "estimates," "expects,"
"intends," "plans" and variations thereof and similar expressions,
are intended to identify forward-looking statements. Examples
of forward-looking statements include, but are not limited to,
statements regarding changes in our expenses in the next several
quarters; anticipated future results or performance of any segment
or Gallagher as a whole; the premium rate environment and the state
of insurance markets; and the economic environment.
Gallagher's actual results may differ materially from those
contemplated by the forward-looking statements. Readers are
therefore cautioned against relying on any of the forward-looking
statements, which are neither statements of historical fact nor
guarantees or assurances of future performance.
Important factors that could cause actual results to differ
materially from those in the forward-looking statements include
changes in worldwide and national economic conditions, including
the onset of a recession or economic downturn; disasters or other
business interruptions, including with respect to our service
center in India; our actual
acquisition opportunities; integration risks in our reinsurance
brokerage and benefit consulting services businesses; political
volatility, such as the war in Ukraine, trade wars or tariffs, political
unrest in the U.S. or other countries around the world; damage to
our reputation due to negative perceptions or publicity, including
those related to our ESG-related activities; our ability to apply
technology and data analytics effectively and potential increased
costs resulting from such activities; heightened competition for
talent and increased compensation costs; risks related to our
international operations, such as those related to regulatory, tax,
ESG and anti-corruption compliance; cybersecurity-related risks;
changes to data privacy and protection laws and regulations;
changes in premium rates and in insurance markets generally; and
changes in the insurance brokerage industry's competitive
landscape.
Please refer to Gallagher's filings with the Securities and
Exchange Commission, including Item 1A, "Risk Factors," of its
Annual Report on Form 10-K for the fiscal year ended
December 31, 2021, its subsequently filed Quarterly Reports on
Form 10-Q for a more detailed discussion of these and other factors
that could impact its forward-looking statements. The
COVID-19 pandemic amplified, and in the future new strains could
continue to amplify, the risks, uncertainties and assumptions,
reflected in such risk factors. Any forward-looking statement
made by Gallagher in this press release speaks only as of the date
on which it is made. Except as required by applicable law,
Gallagher does not undertake to update the information included
herein or the corresponding earnings release posted on Gallagher's
website.
Information Regarding Non-GAAP Measures
In addition to
reporting financial results in accordance with GAAP, this press
release provides information regarding EBITDAC, EBITDAC margin,
adjusted EBITDAC, adjusted EBITDAC margin, diluted net earnings per
share, as adjusted (adjusted EPS), adjusted revenue, adjusted
compensation and operating expenses, adjusted compensation expense
ratio, adjusted operating expense ratio and organic revenue.
These measures are not in accordance with, or an alternative to,
the GAAP information provided in this press release.
Gallagher's management believes that these presentations provide
useful information to management, analysts and investors regarding
financial and business trends relating to Gallagher's results of
operations and financial condition or because they provide
investors with measures that our chief operating decision maker
uses when reviewing Gallagher's performance. See further
below for definitions and additional reasons each of these measures
is useful to investors. Gallagher's industry peers may
provide similar supplemental non-GAAP information with respect to
one or more of these measures, although they may not use the same
or comparable terminology and may not make identical
adjustments. The non-GAAP information provided by Gallagher
should be used in addition to, but not as a substitute for, the
GAAP information provided. As disclosed in its most recent
Proxy Statement, Gallagher makes determinations regarding certain
elements of executive officer incentive compensation, performance
share awards and annual cash incentive awards, partly on the basis
of measures related to adjusted EBITDAC.
Adjusted Non-GAAP presentation - Gallagher believes
that the adjusted non-GAAP presentations of the current and prior
period information presented in this earnings release provide
stockholders and other interested persons with useful information
regarding certain financial metrics of Gallagher that may assist
such persons in analyzing Gallagher's operating results as
they develop a future earnings outlook for Gallagher. The
after-tax amounts related to the adjustments were computed using
the normalized effective tax rate for each respective period.
See page 14 and 15 for a reconciliation of the adjustments
made to income taxes.
(9 of 15)
- Adjusted measures - Revenues (for the Brokerage
segment), revenues before reimbursements (for the Risk Management
segment), net earnings, compensation expense and operating expense,
respectively, each adjusted to exclude the following, as
applicable:
-
- Net gains on divestitures, which are primarily net proceeds
received related to sales of books of business and other
divestiture transactions, such as the disposal of a business
through sale or closure.
- Acquisition integration costs, which include costs related to
certain large acquisitions (including our acquisition of the Willis
Towers Watson treaty reinsurance brokerage operations), outside the
scope of the usual tuck-in strategy, not expected to occur on an
ongoing basis in the future once Gallagher fully assimilates the
applicable acquisition. These costs are typically associated with
redundant workforce, compensation expense related to amortization
of certain retention bonus arrangements, extra lease space,
duplicate services and external costs incurred to assimilate the
acquisition into our IT related systems.
- Transaction-related costs, which primarily are associated with
our acquisition of the Willis Towers Watson treaty reinsurance
brokerage operations and the pending acquisition of Buck. These
include costs related to regulatory filings, legal, accounting
services, insurance and incentive compensation.
- Workforce related charges, which primarily include severance
costs (either accrued or paid) related to employee terminations and
other costs associated with redundant workforce.
- Lease termination related charges, which primarily include
costs related to terminations of real estate leases and abandonment
of leased space.
- Acquisition related adjustments, which include change in
estimated acquisition earnout payables adjustments and acquisition
related compensation charges.
- Amortization of intangible assets, which reflects the
amortization of customer/expiration lists, non-compete agreements,
trade names and other intangible assets acquired through
Gallagher's merger and acquisition strategy, the impact to
amortization expense of acquisition valuation adjustments to these
assets as well as non-cash impairment charges.
- The impact of foreign currency translation, as applicable. The
amounts excluded with respect to foreign currency translation are
calculated by applying current year foreign exchange rates to the
same period in the prior year.
- Legal and income tax related, which represents the impact of
one-time items recognized in the fourth quarter 2022 related to the
following: (a) additional U.K. income tax expense related to the
non–deductibility of acquisition-related adjustments made in the
quarter, (b) gains and costs associated with legal and tax matters,
(c) income tax provision adjustments as we filed our 2021 tax
returns and (d) income tax benefit related to adjusting certain
U.K. deferred income tax assets to the future 25% corporate income
tax rate. For fourth quarter 2021, it includes the impact of
additional U.K. and U.S. income tax expense related to the
non-deductibility of some acquisition related adjustments made and
costs incurred related to a legal settlement.
- Loss on extinguishment of debt represents costs incurred on the
early redemption of the $650 million of 2031 Senior Notes, which
included the redemption price premium, the unamortized discount
amount on the debt issuance and the write-off of all the debt
acquisition costs.
- Effective income tax rate impact, which represents the impact
in fourth quarter 2022 related to prior quarters in 2022 for the
change in the full year effective income tax rate.
- Adjusted ratios - Adjusted compensation expense and
adjusted operating expense, respectively, each divided by adjusted
revenues.
Non-GAAP Earnings Measures
- EBITDAC and EBITDAC margin - EBITDAC is net
earnings before interest, income taxes, depreciation, amortization
and the change in estimated acquisition earnout payables and
EBITDAC margin is EBITDAC divided by total revenues (for the
Brokerage segment) and revenues before reimbursements (for the Risk
Management segment). These measures for the Brokerage and Risk
Management segments provide a meaningful representation of
Gallagher's operating performance for the overall business and
provide a meaningful way to measure our financial performance on an
ongoing basis.
- Adjusted EBITDAC and Adjusted EBITDAC Margin -
Adjusted EBITDAC is EBITDAC adjusted to exclude net gains on
divestitures, acquisition integration costs, workforce related
charges, lease termination related charges, acquisition related
adjustments, transaction related costs, legal and income tax
related costs, loss on extinguishment of debt and the
period-over-period impact of foreign currency translation, as
applicable, and Adjusted EBITDAC margin is Adjusted EBITDAC divided
by total adjusted revenues (defined above). These measures for the
Brokerage and Risk Management segments provide a meaningful
representation of Gallagher's operating performance, and are also
presented to improve the comparability of our results between
periods by eliminating the impact of the items that have a high
degree of variability.
(10 of 15)
- Adjusted EPS and Adjusted Net Earnings - Adjusted net
earnings have been adjusted to exclude the after-tax impact of net
gains on divestitures, acquisition integration costs, the impact of
foreign currency translation, workforce related charges, lease
termination related charges, acquisition related adjustments,
transaction related costs, amortization of intangible assets, legal
and income tax related costs and effective income tax rate impact,
as applicable. Adjusted EPS is Adjusted Net Earnings divided
by diluted weighted average shares outstanding. This measure
provides a meaningful representation of Gallagher's operating
performance (and as such should not be used as a measure of
Gallagher's liquidity), and for the overall business is also
presented to improve the comparability of our results between
periods by eliminating the impact of the items that have a high
degree of variability. This is the fourth quarter that we
have excluded amortization of intangible assets from adjusted EPS,
and as such, we have provided the same adjustment for the prior
period for comparability.
Organic Revenues (a non-GAAP measure) - For the
Brokerage segment, organic change in base commission and fee
revenues, supplemental revenues and contingent revenues exclude the
first twelve months of such revenues generated from acquisitions
and such revenues related to divested operations in each year
presented. These revenues are excluded from organic revenues
in order to help interested persons analyze the revenue growth
associated with the operations that were a part of Gallagher in
both the current and prior period. In addition, organic
change in base commission and fee revenues, supplemental revenues
and contingent revenues excludes the period-over-period impact of
foreign currency translation to improve the comparability of our
results between periods by eliminating the impact of the items that
have a high degree of variability. For the Risk Management
segment, organic change in fee revenues excludes the first twelve
months of fee revenues generated from acquisitions in each year
presented.
In addition, change in organic growth excludes the
period-over-period impact of foreign currency translation to
improve the comparability of our results between periods by
eliminating the impact of the items that have a high degree of
variability.
These revenue items are excluded from organic revenues in order
to determine a comparable, but non-GAAP, measurement of revenue
growth that is associated with the revenue sources that are
expected to continue in the current year and beyond.
Gallagher has historically viewed organic revenue growth as an
important indicator when assessing and evaluating the performance
of its Brokerage and Risk Management segments. Gallagher also
believes that using this non-GAAP measure allows readers of our
financial statements to measure, analyze and compare the growth
from our Brokerage and Risk Management segments in a meaningful and
consistent manner.
Reconciliation of Non-GAAP Information Presented to GAAP
Measures - This press release includes tabular
reconciliations to the most comparable GAAP measures, as follows:
for EBITDAC (on pages 12 and 13), for adjusted revenues,
adjusted EBITDAC and adjusted diluted net earnings per share (on
pages 1 and 2), for organic revenue measures (on pages 3
and 5, respectively, for the Brokerage and Risk Management
segments), for adjusted compensation and operating expenses and
adjusted EBITDAC margin (on pages 4, 5 and 6, respectively,
for the Brokerage and Risk Management segments).
(11 of 15)
Arthur J. Gallagher
& Co.
|
Reported Statement of
Earnings and EBITDAC - 4th Quarter and Year Ended December
31,
|
(Unaudited - in
millions except per share, percentage and workforce
data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4th Q
Ended
|
|
4th Q
Ended
|
|
Year
Ended
|
|
Year
Ended
|
Brokerage
Segment
|
|
|
|
|
|
|
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commissions
|
|
|
|
|
|
|
|
$
1,152.8
|
|
$
1,013.6
|
|
$
5,187.4
|
|
$
4,132.3
|
Fees
|
|
|
|
|
|
|
|
365.4
|
|
313.5
|
|
1,476.9
|
|
1,296.9
|
Supplemental
revenues
|
|
|
|
|
|
|
|
80.0
|
|
65.7
|
|
284.7
|
|
248.7
|
Contingent
revenues
|
|
|
|
|
|
|
|
40.2
|
|
37.7
|
|
207.3
|
|
188.0
|
Investment income and
net gains on divestitures
|
|
|
|
|
|
65.9
|
|
36.9
|
|
147.5
|
|
101.6
|
Total revenues
|
|
|
|
|
|
|
|
|
1,704.3
|
|
1,467.4
|
|
7,303.8
|
|
5,967.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compensation
|
|
|
|
|
|
|
|
963.3
|
|
829.4
|
|
4,024.7
|
|
3,252.4
|
Operating
|
|
|
|
|
|
|
|
283.4
|
|
220.4
|
|
1,039.9
|
|
757.9
|
Depreciation
|
|
|
|
|
|
|
|
26.9
|
|
22.8
|
|
103.6
|
|
87.8
|
Amortization
|
|
|
|
|
|
|
|
115.9
|
|
107.4
|
|
448.7
|
|
407.6
|
Change in estimated
acquisition earnout payables
|
|
|
|
|
|
118.3
|
|
56.4
|
|
90.4
|
|
116.3
|
Expenses
|
|
|
|
|
|
|
|
|
1,507.8
|
|
1,236.4
|
|
5,707.3
|
|
4,622.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings before income
taxes
|
|
|
|
|
|
|
|
196.5
|
|
231.0
|
|
1,596.5
|
|
1,345.5
|
Provision for income
taxes
|
|
|
|
|
|
|
|
53.2
|
|
60.0
|
|
394.7
|
|
328.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
earnings
|
|
|
|
|
|
|
|
143.3
|
|
171.0
|
|
1,201.8
|
|
1,016.6
|
Net earnings
attributable to noncontrolling interests
|
|
|
|
|
|
1.1
|
|
2.8
|
|
4.4
|
|
8.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
attributable to controlling interests
|
|
|
|
|
|
$
142.2
|
|
$
168.2
|
|
$
1,197.4
|
|
$
1,008.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
|
|
|
|
|
|
|
|
$
143.3
|
|
$
171.0
|
|
$
1,201.8
|
|
$
1,016.6
|
Provision for income
taxes
|
|
|
|
|
|
|
|
53.2
|
|
60.0
|
|
394.7
|
|
328.9
|
Depreciation
|
|
|
|
|
|
|
|
26.9
|
|
22.8
|
|
103.6
|
|
87.8
|
Amortization
|
|
|
|
|
|
|
|
115.9
|
|
107.4
|
|
448.7
|
|
407.6
|
Change in estimated
acquisition earnout payables
|
|
|
|
|
|
118.3
|
|
56.4
|
|
90.4
|
|
116.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC
|
|
|
|
|
|
|
|
$
457.6
|
|
$
417.6
|
|
$
2,239.2
|
|
$
1,957.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4th Q
Ended
|
|
4th Q
Ended
|
|
Year
Ended
|
|
Year
Ended
|
Risk Management
Segment
|
|
|
|
|
|
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fees
|
|
|
|
|
|
|
|
$
289.2
|
|
$
254.2
|
|
$
1,090.8
|
|
$
967.2
|
Investment income and
net gains on divestitures
|
|
|
|
|
|
1.4
|
|
0.1
|
|
1.8
|
|
0.4
|
Revenues before reimbursements
|
|
|
|
|
|
|
|
|
290.6
|
|
254.3
|
|
1,092.6
|
|
967.6
|
Reimbursements
|
|
|
|
|
|
|
|
33.1
|
|
31.3
|
|
130.5
|
|
133.0
|
Total revenues
|
|
|
|
|
|
|
|
|
323.7
|
|
285.6
|
|
1,223.1
|
|
1,100.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compensation
|
|
|
|
|
|
|
|
177.8
|
|
151.8
|
|
664.9
|
|
580.7
|
Operating
|
|
|
|
|
|
|
|
59.0
|
|
56.5
|
|
233.9
|
|
209.8
|
Reimbursements
|
|
|
|
|
|
|
|
33.1
|
|
31.3
|
|
130.5
|
|
133.0
|
Depreciation
|
|
|
|
|
|
|
|
9.0
|
|
11.1
|
|
37.8
|
|
46.2
|
Amortization
|
|
|
|
|
|
|
|
1.5
|
|
1.6
|
|
6.2
|
|
7.5
|
Change in estimated
acquisition earnout payables
|
|
|
|
|
|
(6.2)
|
|
0.2
|
|
(7.4)
|
|
3.3
|
Expenses
|
|
|
|
|
|
|
|
|
274.2
|
|
252.5
|
|
1,065.9
|
|
980.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings before income
taxes
|
|
|
|
|
|
|
|
49.5
|
|
33.1
|
|
157.2
|
|
120.1
|
Provision for income
taxes
|
|
|
|
|
|
|
|
13.1
|
|
8.5
|
|
41.4
|
|
30.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
earnings
|
|
|
|
|
|
|
|
36.4
|
|
24.6
|
|
115.8
|
|
89.5
|
Net earnings
attributable to noncontrolling interests
|
|
|
|
|
|
-
|
|
-
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
attributable to controlling interests
|
|
|
|
|
|
$
36.4
|
|
$
24.6
|
|
$
115.8
|
|
$
89.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
earnings
|
|
|
|
|
|
|
|
$
36.4
|
|
$
24.6
|
|
$
115.8
|
|
$
89.5
|
Provision for income
taxes
|
|
|
|
|
|
|
|
13.1
|
|
8.5
|
|
41.4
|
|
30.6
|
Depreciation
|
|
|
|
|
|
|
|
9.0
|
|
11.1
|
|
37.8
|
|
46.2
|
Amortization
|
|
|
|
|
|
|
|
1.5
|
|
1.6
|
|
6.2
|
|
7.5
|
Change in estimated
acquisition earnout payables
|
|
|
|
|
|
(6.2)
|
|
0.2
|
|
(7.4)
|
|
3.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC
|
|
|
|
|
|
|
|
$
53.8
|
|
$
46.0
|
|
$
193.8
|
|
$
177.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See "Information
Regarding Non-GAAP Measures" beginning on page 9 of 15.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(12 of 15)
|
Arthur J. Gallagher
& Co.
|
Reported Statement of
Earnings and EBITDAC - 4th Quarter and Year Ended December
31,
|
(Unaudited - in
millions except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4th Q
Ended
|
|
4th Q
Ended
|
|
Year
Ended
|
|
Year
Ended
|
Corporate
Segment
|
|
|
|
|
|
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues from
consolidated clean coal facilities
|
|
|
|
|
|
$
-
|
|
$
209.7
|
|
$
22.3
|
|
$
1,075.4
|
Royalty income from
clean coal licenses
|
|
|
|
|
|
|
-
|
|
12.4
|
|
0.7
|
|
67.7
|
Loss from
unconsolidated clean coal facilities
|
|
|
|
|
|
-
|
|
(0.5)
|
|
-
|
|
(2.3)
|
Other income
(losses)
|
|
|
|
|
|
|
|
0.3
|
|
(1.9)
|
|
0.7
|
|
0.5
|
|
Total
revenues
|
|
|
|
|
|
|
|
0.3
|
|
219.7
|
|
23.7
|
|
1,141.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of revenues from
consolidated clean coal facilities
|
|
|
|
|
|
-
|
|
229.2
|
|
22.9
|
|
1,173.2
|
Compensation
|
|
|
|
|
|
|
|
33.8
|
|
33.1
|
|
110.2
|
|
94.4
|
Operating
|
|
|
|
|
|
|
|
25.8
|
|
43.4
|
|
57.1
|
|
104.7
|
Interest
|
|
|
|
|
|
|
|
64.0
|
|
61.5
|
|
256.9
|
|
226.1
|
Loss on extinguishment
of debt
|
|
|
|
|
|
|
|
-
|
|
-
|
|
-
|
|
16.2
|
Depreciation
|
|
|
|
|
|
|
|
0.7
|
|
3.6
|
|
3.3
|
|
17.2
|
|
Expenses
|
|
|
|
|
|
|
|
124.3
|
|
370.8
|
|
450.4
|
|
1,631.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income
taxes
|
|
|
|
|
|
|
|
(124.0)
|
|
(151.1)
|
|
(426.7)
|
|
(490.5)
|
Benefit for income
taxes
|
|
|
|
|
|
|
|
(79.8)
|
|
(76.4)
|
|
(225.1)
|
|
(339.4)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
|
|
|
|
|
(44.2)
|
|
(74.7)
|
|
(201.6)
|
|
(151.1)
|
Net earnings (loss)
attributable to noncontrolling interests
|
|
|
|
|
|
(1.1)
|
|
8.7
|
|
(2.6)
|
|
39.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
attributable to controlling interests
|
|
|
|
|
|
$
(43.1)
|
|
$
(83.4)
|
|
$
(199.0)
|
|
$
(190.9)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
|
|
|
|
|
$
(44.2)
|
|
$
(74.7)
|
|
$
(201.6)
|
|
$
(151.1)
|
Benefit for income
taxes
|
|
|
|
|
|
|
|
(79.8)
|
|
(76.4)
|
|
(225.1)
|
|
(339.4)
|
Interest
|
|
|
|
|
|
|
|
64.0
|
|
61.5
|
|
256.9
|
|
226.1
|
Loss on extinguishment
of debt
|
|
|
|
|
|
|
|
-
|
|
-
|
|
-
|
|
16.2
|
Depreciation
|
|
|
|
|
|
|
|
0.7
|
|
3.6
|
|
3.3
|
|
17.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC
|
|
|
|
|
|
|
|
$
(59.3)
|
|
$
(86.0)
|
|
$
(166.5)
|
|
$
(231.0)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4th Q
Ended
|
|
4th Q
Ended
|
|
Year
Ended
|
|
Year
Ended
|
Total
Company
|
|
|
|
|
|
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commissions
|
|
|
|
|
|
|
|
$
1,152.8
|
|
$
1,013.6
|
|
$
5,187.4
|
|
$
4,132.3
|
Fees
|
|
|
|
|
|
|
|
654.6
|
|
567.7
|
|
2,567.7
|
|
2,264.1
|
Supplemental
revenues
|
|
|
|
|
|
|
|
80.0
|
|
65.7
|
|
284.7
|
|
248.7
|
Contingent
revenues
|
|
|
|
|
|
|
|
40.2
|
|
37.7
|
|
207.3
|
|
188.0
|
Investment income and
net gains on divestitures
|
|
|
|
|
|
67.3
|
|
37.0
|
|
149.3
|
|
102.0
|
Revenues from clean
coal activities
|
|
|
|
|
|
|
|
-
|
|
221.6
|
|
23.0
|
|
1,140.8
|
Other income (losses) -
Corporate
|
|
|
|
|
|
|
|
0.3
|
|
(1.9)
|
|
0.7
|
|
0.5
|
|
Revenues before
reimbursements
|
|
|
|
|
|
|
|
1,995.2
|
|
1,941.4
|
|
8,420.1
|
|
8,076.4
|
Reimbursements
|
|
|
|
|
|
|
|
33.1
|
|
31.3
|
|
130.5
|
|
133.0
|
|
Total
revenues
|
|
|
|
|
|
|
|
2,028.3
|
|
1,972.7
|
|
8,550.6
|
|
8,209.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compensation
|
|
|
|
|
|
|
|
1,174.9
|
|
1,014.3
|
|
4,799.8
|
|
3,927.5
|
Operating
|
|
|
|
|
|
|
|
368.2
|
|
320.3
|
|
1,330.9
|
|
1,072.4
|
Reimbursements
|
|
|
|
|
|
|
|
33.1
|
|
31.3
|
|
130.5
|
|
133.0
|
Cost of revenues from
clean coal activities
|
|
|
|
|
|
-
|
|
229.2
|
|
22.9
|
|
1,173.2
|
Interest
|
|
|
|
|
|
|
|
64.0
|
|
61.5
|
|
256.9
|
|
226.1
|
Loss on extinguishment
of debt
|
|
|
|
|
|
|
|
-
|
|
-
|
|
-
|
|
16.2
|
Depreciation
|
|
|
|
|
|
|
|
36.6
|
|
37.5
|
|
144.7
|
|
151.2
|
Amortization
|
|
|
|
|
|
|
|
117.4
|
|
109.0
|
|
454.9
|
|
415.1
|
Change in estimated
acquisition earnout payables
|
|
|
|
|
|
112.1
|
|
56.6
|
|
83.0
|
|
119.6
|
|
Expenses
|
|
|
|
|
|
|
|
1,906.3
|
|
1,859.7
|
|
7,223.6
|
|
7,234.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings before income
taxes
|
|
|
|
|
|
|
|
122.0
|
|
113.0
|
|
1,327.0
|
|
975.1
|
Provision (benefit) for
income taxes
|
|
|
|
|
|
|
|
(13.5)
|
|
(7.9)
|
|
211.0
|
|
20.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
earnings
|
|
|
|
|
|
|
|
135.5
|
|
120.9
|
|
1,116.0
|
|
955.0
|
Net earnings
attributable to noncontrolling interests
|
|
|
|
|
|
-
|
|
11.5
|
|
1.8
|
|
48.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
attributable to controlling interests
|
|
|
|
|
|
$
135.5
|
|
$
109.4
|
|
$
1,114.2
|
|
$
906.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net earnings
per share
|
|
|
|
|
|
|
|
$
0.63
|
|
$
0.51
|
|
$
5.19
|
|
$
4.37
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends declared per
share
|
|
|
|
|
|
|
|
$
0.51
|
|
$
0.48
|
|
$
2.04
|
|
$
1.92
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
earnings
|
|
|
|
|
|
|
|
$
135.5
|
|
$
120.9
|
|
$
1,116.0
|
|
$
955.0
|
Provision (benefit) for
income taxes
|
|
|
|
|
|
|
|
(13.5)
|
|
(7.9)
|
|
211.0
|
|
20.1
|
Interest
|
|
|
|
|
|
|
|
64.0
|
|
61.5
|
|
256.9
|
|
226.1
|
Loss on extinguishment
of debt
|
|
|
|
|
|
|
|
-
|
|
-
|
|
-
|
|
16.2
|
Depreciation
|
|
|
|
|
|
|
|
36.6
|
|
37.5
|
|
144.7
|
|
151.2
|
Amortization
|
|
|
|
|
|
|
|
117.4
|
|
109.0
|
|
454.9
|
|
415.1
|
Change in estimated
acquisition earnout payables
|
|
|
|
|
|
112.1
|
|
56.6
|
|
83.0
|
|
119.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDAC
|
|
|
|
|
|
|
|
$
452.1
|
|
$
377.6
|
|
$
2,266.5
|
|
$
1,903.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See "Information
Regarding Non-GAAP Measures" beginning on page 9 of 15.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(13 of 15)
|
Arthur J. Gallagher
& Co.
|
Consolidated Balance
Sheet
|
(Unaudited - in
millions except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash
equivalents
|
|
|
|
|
|
|
|
|
|
|
|
$
342.3
|
|
$
402.6
|
Restricted
cash
|
|
|
|
|
|
|
|
|
|
|
|
4,621.9
|
|
4,063.7
|
Premiums and fees
receivable
|
|
|
|
|
|
|
|
|
|
|
|
16,408.9
|
|
11,753.1
|
Other current
assets
|
|
|
|
|
|
|
|
|
|
|
|
1,461.5
|
|
1,451.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current
assets
|
|
|
|
|
|
|
|
|
|
|
|
22,834.6
|
|
17,670.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed assets -
net
|
|
|
|
|
|
|
|
|
|
|
|
576.2
|
|
500.8
|
Deferred income taxes
(includes tax credit carryforwards of $772.7 in 2022 and $1,074.0
in 2021)
|
|
|
|
|
|
|
|
|
|
|
|
1,299.0
|
|
1,228.5
|
Other noncurrent
assets
|
|
|
|
|
|
|
|
|
|
|
|
989.8
|
|
966.5
|
Right-of-use
assets
|
|
|
|
|
|
|
|
|
|
|
|
346.7
|
|
358.6
|
Goodwill
|
|
|
|
|
|
|
|
|
|
|
|
9,489.4
|
|
8,666.2
|
Amortizable intangible
assets - net
|
|
|
|
|
|
|
|
|
|
|
|
3,372.1
|
|
3,954.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
|
|
|
|
|
|
|
|
|
$
38,907.8
|
|
$
33,345.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Premiums payable to
underwriting enterprises
|
|
|
|
|
|
|
|
|
|
|
|
$
18,698.2
|
|
$
13,845.6
|
Accrued compensation
and other current liabilities
|
|
|
|
|
|
|
|
|
|
|
|
2,091.2
|
|
1,895.1
|
Deferred revenue -
current
|
|
|
|
|
|
|
|
|
|
|
|
546.7
|
|
520.9
|
Premium financing
debt
|
|
|
|
|
|
|
|
|
|
|
|
241.9
|
|
228.4
|
Corporate related
borrowings - current
|
|
|
|
|
|
|
|
|
|
|
|
310.0
|
|
245.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current
liabilities
|
|
|
|
|
|
|
|
|
|
|
|
21,888.0
|
|
16,735.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate related
borrowings - noncurrent
|
|
|
|
|
|
|
|
|
|
|
|
5,562.8
|
|
5,810.2
|
Deferred revenue -
noncurrent
|
|
|
|
|
|
|
|
|
|
|
|
62.6
|
|
58.7
|
Lease liabilities -
noncurrent
|
|
|
|
|
|
|
|
|
|
|
|
300.4
|
|
309.3
|
Other noncurrent
liabilities
|
|
|
|
|
|
|
|
|
|
|
|
1,903.8
|
|
1,871.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
liabilities
|
|
|
|
|
|
|
|
|
|
|
|
29,717.6
|
|
24,784.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders'
equity:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock - issued
and outstanding
|
|
|
|
|
|
|
|
|
|
|
|
211.9
|
|
208.5
|
Capital in excess of
par value
|
|
|
|
|
|
|
|
|
|
|
|
6,509.9
|
|
6,143.7
|
Retained
earnings
|
|
|
|
|
|
|
|
|
|
|
|
3,562.2
|
|
2,882.3
|
Accumulated other
comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
|
(1,140.4)
|
|
(726.1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total controlling
interests stockholders' equity
|
|
|
|
|
|
|
|
|
|
9,143.6
|
|
8,508.4
|
Noncontrolling
interests
|
|
|
|
|
|
|
|
|
|
|
|
46.6
|
|
51.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stockholders'
equity
|
|
|
|
|
|
|
|
|
|
|
|
9,190.2
|
|
8,560.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and
stockholders' equity
|
|
|
|
|
|
|
|
|
|
$
38,907.8
|
|
$
33,345.0
|
Arthur J. Gallagher
& Co.
|
Other
Information
|
(Unaudited - data is
rounded where indicated)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4th Q
Ended
|
|
4th Q
Ended
|
|
Year
Ended
|
|
Year
Ended
|
OTHER
INFORMATION
|
|
|
|
|
|
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
Dec 31,
2022
|
|
Dec 31,
2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic weighted average
shares outstanding (000s)
|
|
|
|
|
|
211,411
|
|
207,797
|
|
210,331
|
|
202,681
|
Diluted weighted
average shares outstanding (000s)
|
|
|
|
|
|
215,831
|
|
212,865
|
|
214,667
|
|
207,346
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of common shares
outstanding at end of period (000s)
|
|
|
|
|
|
|
|
211,914
|
|
208,454
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Workforce at end of
period (includes acquisitions):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage
|
|
|
|
|
|
|
|
|
|
|
|
32,679
|
|
29,869
|
|
Risk
Management
|
|
|
|
|
|
|
|
|
|
|
|
8,430
|
|
7,308
|
|
Total
Company
|
|
|
|
|
|
|
|
|
|
|
|
43,640
|
|
39,174
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of
Non-GAAP Measures - Pre-tax Earnings and Diluted Net Earnings per
Share (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Unaudited - in
millions except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Earnings
|
|
|
|
|
|
|
|
Earnings
|
|
Provision
|
|
|
|
Net
Earnings
|
|
(Loss)
|
|
Diluted
Net
|
|
|
|
|
|
(Loss)
|
|
(Benefit)
|
|
|
|
Attributable
to
|
|
Attributable
to
|
|
Earnings
|
|
|
|
|
|
Before
Income
|
|
for
Income
|
|
Net
Earnings
|
|
Noncontrolling
|
|
Controlling
|
|
(Loss)
|
|
|
|
|
|
Taxes
|
|
Taxes
|
|
(Loss)
|
|
Interests
|
|
Interests
|
|
per
Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4th Q Ended December
31, 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage, as
reported
|
|
|
|
$
196.5
|
|
$
53.2
|
|
$
143.3
|
|
$
1.1
|
|
$
142.2
|
|
$
0.66
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gains on
divestitures
|
|
|
|
(9.2)
|
|
(2.2)
|
|
(7.0)
|
|
-
|
|
(7.0)
|
|
(0.03)
|
Acquisition
integration
|
|
|
|
45.6
|
|
10.9
|
|
34.7
|
|
-
|
|
34.7
|
|
0.16
|
Workforce and lease
termination
|
|
|
|
27.8
|
|
6.7
|
|
21.1
|
|
-
|
|
21.1
|
|
0.10
|
Acquisition related
adjustments
|
|
|
|
109.4
|
|
26.2
|
|
83.2
|
|
-
|
|
83.2
|
|
0.39
|
Amortization of
intangible assets
|
|
|
|
115.9
|
|
27.7
|
|
88.2
|
|
-
|
|
88.2
|
|
0.40
|
Effective income tax
rate impact
|
|
|
|
-
|
|
(4.4)
|
|
4.4
|
|
-
|
|
4.4
|
|
0.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage, as
adjusted
|
|
|
|
$
486.0
|
|
$
118.1
|
|
$
367.9
|
|
$
1.1
|
|
$
366.8
|
|
$
1.70
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk Management, as
reported
|
|
|
|
$
49.5
|
|
$
13.1
|
|
$
36.4
|
|
$
-
|
|
$
36.4
|
|
$
0.17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gains on
divestitures
|
|
|
|
(0.9)
|
|
(0.3)
|
|
(0.6)
|
|
-
|
|
(0.6)
|
|
-
|
Workforce and lease
termination
|
|
|
|
2.8
|
|
0.8
|
|
2.0
|
|
-
|
|
2.0
|
|
0.01
|
Acquisition related
adjustments
|
|
|
|
(6.3)
|
|
(1.7)
|
|
(4.6)
|
|
-
|
|
(4.6)
|
|
(0.02)
|
Amortization of
intangible assets
|
|
|
|
1.5
|
|
0.4
|
|
1.1
|
|
-
|
|
1.1
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk Management, as
adjusted
|
|
|
|
$
46.6
|
|
$
12.3
|
|
$
34.3
|
|
$
-
|
|
$
34.3
|
|
$
0.16
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate, as
reported
|
|
|
|
$
(124.0)
|
|
$
(79.8)
|
|
$
(44.2)
|
|
$
(1.1)
|
|
$
(43.1)
|
|
$
(0.20)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transaction-related
costs
|
|
|
|
5.7
|
|
0.6
|
|
5.1
|
|
-
|
|
5.1
|
|
0.02
|
Legal and tax
related
|
|
|
|
(5.0)
|
|
26.2
|
|
(31.2)
|
|
-
|
|
(31.2)
|
|
(0.14)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate, as
adjusted
|
|
|
|
$
(123.3)
|
|
$
(53.0)
|
|
$
(70.3)
|
|
$
(1.1)
|
|
$
(69.2)
|
|
$
(0.32)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See "Information
Regarding Non-GAAP Measures" beginning on page 9 of 15.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(14 of 15)
|
Reconciliation of
Non-GAAP Measures - Pre-tax Earnings and Diluted Net Earnings per
Share (Unaudited) - Continued
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Unaudited - in
millions except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Earnings
|
|
|
|
|
|
|
|
Earnings
|
|
Provision
|
|
|
|
Net
Earnings
|
|
(Loss)
|
|
Diluted
Net
|
|
|
|
|
|
(Loss)
|
|
(Benefit)
|
|
|
|
Attributable
to
|
|
Attributable
to
|
|
Earnings
|
|
|
|
|
|
Before
Income
|
|
for
Income
|
|
Net
Earnings
|
|
Noncontrolling
|
|
Controlling
|
|
(Loss)
|
|
|
|
|
|
Taxes
|
|
Taxes
|
|
(Loss)
|
|
Interests
|
|
Interests
|
|
per
Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4th Q Ended December
31, 2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage, as
reported
|
|
|
|
$
231.0
|
|
$
60.0
|
|
$
171.0
|
|
$
2.8
|
|
$
168.2
|
|
$
0.79
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gains on
divestitures
|
|
|
|
(9.9)
|
|
(1.9)
|
|
(8.0)
|
|
-
|
|
(8.0)
|
|
(0.04)
|
Acquisition
integration
|
|
|
|
15.6
|
|
2.9
|
|
12.7
|
|
-
|
|
12.7
|
|
0.06
|
Workforce and lease
termination
|
|
|
|
7.5
|
|
1.4
|
|
6.1
|
|
-
|
|
6.1
|
|
0.03
|
Acquisition related
adjustments
|
|
|
|
55.1
|
|
10.2
|
|
44.9
|
|
-
|
|
44.9
|
|
0.21
|
Amortization of
intangible assets
|
|
|
|
107.4
|
|
25.5
|
|
81.9
|
|
-
|
|
81.9
|
|
0.39
|
Levelized foreign
currency translation
|
|
|
|
(13.6)
|
|
(3.0)
|
|
(10.6)
|
|
-
|
|
(10.6)
|
|
(0.05)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage, as
adjusted
|
|
|
|
$
393.1
|
|
$
95.1
|
|
$
298.0
|
|
$
2.8
|
|
$
295.2
|
|
$
1.39
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk Management, as
reported
|
|
|
|
$
33.1
|
|
$
8.5
|
|
$
24.6
|
|
$
-
|
|
$
24.6
|
|
$
0.12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Workforce and lease
termination
|
|
|
|
1.3
|
|
0.3
|
|
1.0
|
|
-
|
|
1.0
|
|
-
|
Acquisition related
adjustments
|
|
|
|
0.1
|
|
-
|
|
0.1
|
|
-
|
|
0.1
|
|
-
|
Amortization of
intangible assets
|
|
|
|
1.6
|
|
0.4
|
|
1.2
|
|
-
|
|
1.2
|
|
-
|
Levelized foreign
currency translation
|
|
|
|
(1.2)
|
|
(0.3)
|
|
(0.9)
|
|
-
|
|
(0.9)
|
|
(0.01)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk Management, as
adjusted
|
|
|
|
$
34.9
|
|
$
8.9
|
|
$
26.0
|
|
$
-
|
|
$
26.0
|
|
$
0.11
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate, as
reported
|
|
|
|
$
(151.1)
|
|
$
(76.4)
|
|
$
(74.7)
|
|
$
8.7
|
|
$
(83.4)
|
|
$
(0.40)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transaction-related
costs
|
|
|
|
26.7
|
|
5.1
|
|
21.6
|
|
-
|
|
21.6
|
|
0.10
|
Income tax
related
|
|
|
|
9.5
|
|
(9.9)
|
|
19.4
|
|
-
|
|
19.4
|
|
0.10
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate, as
adjusted
|
|
|
|
$
(114.9)
|
|
$
(81.2)
|
|
$
(33.7)
|
|
$
8.7
|
|
$
(42.4)
|
|
$
(0.20)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Earnings
|
|
|
|
|
|
|
|
Earnings
|
|
Provision
|
|
|
|
Net
Earnings
|
|
(Loss)
|
|
Diluted
Net
|
|
|
|
|
|
(Loss)
|
|
(Benefit)
|
|
|
|
Attributable
to
|
|
Attributable
to
|
|
Earnings
|
|
|
|
|
|
Before
Income
|
|
for
Income
|
|
Net
Earnings
|
|
Noncontrolling
|
|
Controlling
|
|
(Loss)
|
|
|
|
|
|
Taxes
|
|
Taxes
|
|
(Loss)
|
|
Interests
|
|
Interests
|
|
per
Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December
31, 2022
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage, as
reported
|
|
|
|
$
1,596.5
|
|
$
394.7
|
|
$
1,201.8
|
|
$
4.4
|
|
$
1,197.4
|
|
$
5.58
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gains on
divestitures
|
|
|
|
(12.1)
|
|
(2.6)
|
|
(9.5)
|
|
-
|
|
(9.5)
|
|
(0.05)
|
Acquisition
integration
|
|
|
|
167.9
|
|
35.2
|
|
132.7
|
|
-
|
|
132.7
|
|
0.62
|
Workforce and lease
termination
|
|
|
|
51.4
|
|
11.2
|
|
40.2
|
|
-
|
|
40.2
|
|
0.19
|
Acquisition related
adjustments
|
|
|
|
77.0
|
|
21.0
|
|
56.0
|
|
-
|
|
56.0
|
|
0.26
|
Amortization of
intangible assets
|
|
|
|
448.7
|
|
106.4
|
|
342.3
|
|
-
|
|
342.3
|
|
1.59
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage, as
adjusted
|
|
|
|
$
2,329.4
|
|
$
565.9
|
|
$
1,763.5
|
|
$
4.4
|
|
$
1,759.1
|
|
$
8.19
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk Management, as
reported
|
|
|
|
$
157.2
|
|
$
41.4
|
|
$
115.8
|
|
$
-
|
|
$
115.8
|
|
$
0.54
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gains on
divestitures
|
|
|
|
(0.9)
|
|
(0.3)
|
|
(0.6)
|
|
-
|
|
(0.6)
|
|
-
|
Workforce and lease
termination
|
|
|
|
6.5
|
|
1.7
|
|
4.8
|
|
-
|
|
4.8
|
|
0.02
|
Acquisition related
adjustments
|
|
|
|
(7.8)
|
|
(2.0)
|
|
(5.8)
|
|
-
|
|
(5.8)
|
|
(0.03)
|
Acquisition
integration
|
|
|
|
1.8
|
|
0.4
|
|
1.4
|
|
-
|
|
1.4
|
|
0.01
|
Amortization of
intangible assets
|
|
|
|
6.2
|
|
1.6
|
|
4.6
|
|
-
|
|
4.6
|
|
0.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk Management, as
adjusted
|
|
|
|
$
163.0
|
|
$
42.8
|
|
$
120.2
|
|
$
-
|
|
$
120.2
|
|
$
0.56
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate, as
reported
|
|
|
|
$
(426.7)
|
|
$
(225.1)
|
|
$
(201.6)
|
|
$
(2.6)
|
|
$
(199.0)
|
|
$
(0.93)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transaction-related
costs
|
|
|
|
33.4
|
|
2.7
|
|
30.7
|
|
-
|
|
30.7
|
|
0.14
|
Legal and tax
related
|
|
|
|
(5.0)
|
|
45.2
|
|
(50.2)
|
|
-
|
|
(50.2)
|
|
(0.23)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate, as
adjusted
|
|
|
|
$
(398.3)
|
|
$
(177.2)
|
|
$
(221.1)
|
|
$
(2.6)
|
|
$
(218.5)
|
|
$
(1.02)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Earnings
|
|
|
|
|
|
|
|
Earnings
|
|
Provision
|
|
|
|
Net
Earnings
|
|
(Loss)
|
|
Diluted
Net
|
|
|
|
|
|
(Loss)
|
|
(Benefit)
|
|
|
|
Attributable
to
|
|
Attributable
to
|
|
Earnings
|
|
|
|
|
|
Before
Income
|
|
for
Income
|
|
Net
Earnings
|
|
Noncontrolling
|
|
Controlling
|
|
(Loss)
|
|
|
|
|
|
Taxes
|
|
Taxes
|
|
(Loss)
|
|
Interests
|
|
Interests
|
|
per
Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December
31, 2021
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage, as
reported
|
|
|
|
$
1,345.5
|
|
$
328.9
|
|
$
1,016.6
|
|
$
8.4
|
|
$
1,008.2
|
|
$
4.86
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gains on
divestitures
|
|
|
|
(18.8)
|
|
(3.8)
|
|
(15.0)
|
|
-
|
|
(15.0)
|
|
(0.07)
|
Acquisition
integration
|
|
|
|
31.7
|
|
6.5
|
|
25.2
|
|
-
|
|
25.2
|
|
0.12
|
Workforce and lease
termination
|
|
|
|
22.8
|
|
4.8
|
|
18.0
|
|
-
|
|
18.0
|
|
0.09
|
Acquisition related
adjustments
|
|
|
|
109.0
|
|
22.6
|
|
86.4
|
|
-
|
|
86.4
|
|
0.42
|
Amortization of
intangible assets
|
|
|
|
407.6
|
|
95.6
|
|
312.0
|
|
-
|
|
312.0
|
|
1.50
|
Levelized foreign
currency translation
|
|
|
|
(36.5)
|
|
(8.3)
|
|
(28.2)
|
|
-
|
|
(28.2)
|
|
(0.14)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage, as
adjusted
|
|
|
|
$
1,861.3
|
|
$
446.3
|
|
$
1,415.0
|
|
$
8.4
|
|
$
1,406.6
|
|
$
6.78
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk Management, as
reported
|
|
|
|
$
120.1
|
|
$
30.6
|
|
$
89.5
|
|
$
-
|
|
$
89.5
|
|
$
0.43
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net gains on
divestitures
|
|
|
|
(0.1)
|
|
-
|
|
(0.1)
|
|
-
|
|
(0.1)
|
|
-
|
Workforce and lease
termination
|
|
|
|
8.0
|
|
2.0
|
|
6.0
|
|
-
|
|
6.0
|
|
0.03
|
Acquisition related
adjustments
|
|
|
|
2.7
|
|
0.7
|
|
2.0
|
|
-
|
|
2.0
|
|
0.01
|
Amortization of
intangible assets
|
|
|
|
7.5
|
|
1.8
|
|
5.7
|
|
-
|
|
5.7
|
|
0.03
|
Levelized foreign
currency translation
|
|
|
|
(2.7)
|
|
(0.6)
|
|
(2.1)
|
|
-
|
|
(2.1)
|
|
(0.01)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Risk Management, as
adjusted
|
|
|
|
$
135.5
|
|
$
34.5
|
|
$
101.0
|
|
$
-
|
|
$
101.0
|
|
$
0.49
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate, as
reported
|
|
|
|
$
(490.5)
|
|
$
(339.4)
|
|
$
(151.1)
|
|
$
39.8
|
|
$
(190.9)
|
|
$
(0.92)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss on extinguishment
of debt
|
|
|
|
16.2
|
|
4.0
|
|
12.2
|
|
-
|
|
12.2
|
|
0.06
|
Transaction-related
costs
|
|
|
|
47.9
|
|
9.4
|
|
38.5
|
|
-
|
|
38.5
|
|
0.19
|
Income tax
related
|
|
|
|
9.5
|
|
(34.1)
|
|
43.6
|
|
-
|
|
43.6
|
|
0.21
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate, as
adjusted
|
|
|
|
$
(416.9)
|
|
$
(360.1)
|
|
$
(56.8)
|
|
$
39.8
|
|
$
(96.6)
|
|
$
(0.46)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See "Information
Regarding Non-GAAP Measures" on page 9 of 15.
|
|
|
|
|
|
|
|
|
|
|
Contact:
Ray Iardella
Vice President - Investor Relations
630-285-3661 or ray_iardella@ajg.com
(15 of 15)
View original
content:https://www.prnewswire.com/news-releases/arthur-j-gallagher--co-announces-fourth-quarter-and-full-year-2022-financial-results-301731943.html
SOURCE Arthur J. Gallagher &
Co.