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Brown & Brown, Inc. Announces Quarterly Revenues of $393.1 Million, an Increase of 14.6%; Earnings per Share of $0.17 and $0.36 on an Adjusted Basis, Growing 9.1%

2015-01-26 17:27 ET - News Release

DAYTONA BEACH, FL -- (Marketwired) -- 01/26/15

Brown & Brown, Inc. (NYSE: BRO) today announced its unaudited financial results for the fourth quarter of 2014. 

Revenues for the fourth quarter of 2014 under U.S. generally accepted accounting principles ("GAAP") were $393.1 million, increasing $50.0 million or 14.6% as compared to the fourth quarter of the prior year, with organic revenues (as defined below) increasing by 3.3%. Adjusted EBITDAC margin (as defined below) increased by 50 basis points to 30.9%. Diluted earnings per share under GAAP were $0.17 compared to $0.32 in the fourth quarter of the prior year. Adjusted earnings per share (as defined below) were $0.36 compared to $0.33 in the fourth quarter of the prior year, representing a 9.1% increase.

J. Powell Brown, President and Chief Executive Officer of the Company, noted, "Our fourth quarter was another solid quarter, delivering organic growth across all divisions and modest margin expansion. We are also pleased with our 3.5% adjusted organic growth for the full year."

During the quarter the Company announced its intent to exit the reinsurance brokerage space and the sale of certain assets of Axiom Re, LP that resulted in a loss of $0.21 per share. Today the Company also signed a definitive agreement to sell certain assets of Acumen RE Management Corporation with an effective date of February 1, 2015 and an expected loss that will be immaterial to earnings. This completes our announced strategy to exit the reinsurance brokerage space.

Total revenue for the twelve months ended December 31, 2014 was $1,575.8 million, compared with total revenue for the same period of 2013 of $1,363.2 million, an increase of 15.6%. Organic revenues for this period increased by 3.5% after adjusting for Colonial Claims' revenue related to Hurricane Sandy in 2013. Adjusted EBITDAC margin (as defined below) for the twelve month period ended December 31, 2014 was flat compared to the prior year at 33.2%. Diluted earnings per share for the full year was $1.41 compared to $1.48 diluted earnings per share for the same period of 2013. On an adjusted basis (as defined below) full year 2014 diluted earnings per share were $1.63 compared to $1.43 per share in 2013 increasing 14.0%.

                                                                            
                            Brown & Brown, Inc.                             
                         INTERNAL GROWTH SCHEDULE                           
                        Organic Revenue Growth (1)                          
                   Three Months Ended December 31, 2014                     
                         (in millions, unaudited)                           
                                                                            
                                                                  Organic   
                     Quarter Ended      Change     Acquisition    Growth    
                   12/31/14 12/31/13    $     %      Revenues     $     %   
                   -------- -------- ------ -----  ----------- ------ ----- 
                                                                            
Retail(2)          $  193.8 $  182.9 $ 10.9   6.0% $       8.2 $  2.7   1.5%
National Programs      99.8     71.6   28.2  39.4%        26.8    1.4   2.0%
Wholesale                                                                   
 Brokerage             52.0     47.3    4.7   9.9%         1.1    3.6   7.7%
                                                                            
Services               34.1     28.3    5.8  20.2%         2.7    3.1  10.6%
                   -------- -------- ------ -----  ----------- ------ ----- 
Total Core Comm.                                                            
 and Fees          $  379.7 $  330.1 $ 49.6  15.0% $      38.8 $ 10.8   3.3%
                   -------- -------- ------ -----  ----------- ------ ----- 
                                                                            
(1)  Organic Revenue Growth is defined as total commissions and fees less   
     (i) the first twelve months of net commission and fee revenues         
     generated from acquisitions accounted for as purchases less (ii)       
     profit-sharing contingent commissions (revenues from insurance         
     companies based upon the volume and the growth and/or profitability of 
     the business placed with such companies during the prior year -        
     "Contingents"), less (iii) guaranteed supplemental commissions         
     (commissions from insurance companies based solely upon the volume of  
     the business placed with such companies during the current year -      
     "GSC's"), and less (iv) divested business (commissions and fees        
     generated from offices, books of business or niches sold by the Company
     or terminated) with the associated revenue removed from the prior year.
                                                                            
(2)  The Retail segment includes commissions and fees reported in the       
     "Other" column of the Segment Information, which includes corporate and
     consolidation items.                                                   
                                                                            
                                                                            
                            Brown & Brown, Inc.                             
                 RECONCILIATION OF INTERNAL GROWTH SCHEDULE                 
                       TO TOTAL COMMISSIONS AND FEES                        
             Included in the Consolidated Statements of Income              
               Three Months Ended December 31, 2014 and 2013                
                          (in millions, unaudited)                          
                                                                            
                                                            Quarter Ended   
                                                          12/31/14  12/31/13
                                                         --------- ---------
                                                                            
Total Core Commissions and Fees                          $   379.7 $   330.1
  Profit-Sharing Contingent Commissions                        8.2       4.4
  Guaranteed Supplemental Commissions                          2.3       2.0
  Divested Business                                              -       2.9
                                                         --------- ---------
                                                                            
Total Commissions and Fees                               $   390.2 $   339.4
                                                         --------- ---------
                                                                            
                                                                            
                            Brown & Brown, Inc.                             
                         INTERNAL GROWTH SCHEDULE                           
                          Organic Revenue Growth                            
                   Twelve Months Ended December 31, 2014                    
                         (in millions, unaudited)                           
                                                                            
                                              Year Ended         Change     
                                          12/31/14  12/31/13    $       %   
                                         --------- --------- ------- ------ 
Total Revenue                            $ 1,575.8 $ 1,363.2 $ 212.6   15.6%
  Other Revenue                               -8.3      -7.7    -0.6        
  Contingents and GSC's                      -67.6     -59.5    -8.1        
  Dispositions                                   -      -8.5     8.5        
                                         --------- --------- -------        
Core Commissions and Fees                $ 1,499.9 $ 1,287.5 $ 212.4   16.5%
  Acquisitions excluding Wright              -97.9         -   -97.9        
  Wright                                     -88.9         -   -88.9        
  Colonial Claims                                -     -18.3    18.3        
                                         --------- --------- -------        
Organic Revenue Growth - Adjusted        $ 1,313.1 $ 1,269.2 $  43.9    3.5%
                                                                            

Due to the $47.4M pre-tax loss associated with the sale of Axiom Re, the $5.9M pre-tax credit adjustment on non-cash stock-based compensation and the net change in estimated acquisition earn-out payables, we believe it is appropriate to adjust for the margin impact of these items in order to arrive at results that are more comparable to the prior year. After these adjustments, our diluted earnings per share - adjusted (as defined below) were $0.36 for the three months ended December 31, 2014, increasing 9.1%. For the twelve months ended, December 31, 2014, adjusting for the three items noted above earnings per share was $1.63 compared to $1.43 in the prior year after adjusting for the revenues associated with Hurricane Sandy in our Colonial Claims business and the change in estimated acquisition earn-out payables.

                                                                            
                            Brown & Brown, Inc.                             
                 GAAP EARNINGS PER SHARE RECONCILIATION TO                  
                       EARNINGS PER SHARE - ADJUSTED                        
                   Three Months Ended December 31, 2014                     
                                (unaudited)                                 
                                                                            
                                            Quarter Ended        Change     
                                          12/31/14  12/31/13    $       %   
                                         --------- --------- ------- ------ 
GAAP earnings per share - as reported    $    0.17 $    0.32  -$0.15  -46.9%
  Loss on disposal                            0.21         -    0.21        
  Non-cash stock-based compensation                                         
   adjustment                                -0.03         -   -0.03        
  Change in estimated acquisition earn-                                     
   out payables                               0.01      0.01       -        
                                         --------- --------- -------        
Earnings per share - adjusted            $    0.36 $    0.33 $  0.03    9.1%
                                                                            
                                                                            
                            Brown & Brown, Inc.                             
                 GAAP EARNINGS PER SHARE RECONCILIATION TO                  
                       EARNINGS PER SHARE - ADJUSTED                        
                   Twelve Months Ended December 31, 2014                    
                                (unaudited)                                 
                                                                            
                                              Year Ended         Change     
                                          12/31/14  12/31/13    $       %   
                                         --------- --------- ------- ------ 
GAAP earnings per share - as reported    $    1.41 $    1.48  -$0.07   -4.7%
  Loss on disposal                            0.21         -    0.21        
  Non-cash stock-based compensation                                         
   adjustment                                -0.03         -   -0.03        
  Colonial Claims                                -     -0.06    0.06        
  Change in estimated acquisition earn-                                     
   out payables                               0.04      0.01    0.03        
                                         --------- --------- -------        
Earnings per share - adjusted            $    1.63 $    1.43 $  0.20   14.0%
                                                                            

EBITDAC for the quarter was $80.1 million, a decrease of $24.2 million or 23.2%. The associated EBITDAC margin decreased to 20.4%. For the reasons stated above, we believe EBITDAC adjusted for the sale of Axiom Re and the credit adjustment on non-cash stock-based compensation provides a more appropriate comparison to the prior year. EBITDAC - adjusted increased 16.6% to $121.6 million for the quarter as compared to the fourth quarter of the prior year.

                                                                            
                            Brown & Brown, Inc.                             
                           GAAP RECONCILIATION -                            
                 INCOME BEFORE INCOME TAXES TO EBITDAC (3)                  
              Three and Twelve Months Ended December 31, 2014               
                                (unaudited)                                 
                                                                            
                                        Quarter Ended        Year Ended     
                                     ------------------- -------------------
                                     12/31/14  12/31/13  12/31/14  12/31/13 
                                     --------- --------- --------- ---------
Income before income taxes           $    38.7 $    76.5 $   339.9 $   357.7
  Amortization                            22.4      17.8      82.9      67.9
  Deprecation                              5.6       4.6      20.9      17.5
  Interest                                10.0       4.3      28.4      16.4
  Change in estimated acquisition                                           
   earn-out payables                       3.4       1.1      10.0       2.6
                                     --------- --------- --------- ---------
EBITDAC                              $   80.1  $  104.3  $  482.1  $  462.1 
                                                                            
(3)  EBITDAC is defined as net income before interest, income taxes,        
     depreciation, amortization and the change in estimated acquisition     
     earn-out payables.                                                     
                                                                            
                                                                            
                            Brown & Brown, Inc.                             
                         EBITDAC RECONCILIATION TO                          
                          EBITDAC (3) - ADJUSTED                            
                   Three Months Ended December 31, 2014                     
                         (in millions, unaudited)                           
                                                                            
                                            Quarter Ended        Change     
                                         ------------------- -------------- 
                                         12/31/14  12/31/13     $      %    
                                         --------- --------- ------- ------ 
EBITDAC                                  $    80.1 $   104.3  -$24.2  -23.2%
  Loss on disposal                            47.4         -    47.4        
  Non-cash stock-based compensation                                         
   adjustment                                - 5.9         -   - 5.9        
                                         --------- --------- -------        
EBITDAC - adjusted                       $   121.6 $   104.3 $  17.3   16.6%
                                                                            
                                                                            
                            Brown & Brown, Inc.                             
                         EBITDAC RECONCILIATION TO                          
                          EBITDAC (3) - ADJUSTED                            
                   Twelve Months Ended December 31, 2014                    
                         (in millions, unaudited)                           
                                             Year Ended          Change     
                                         ------------------- -------------- 
                                         12/31/14  12/31/13     $      %    
                                         --------- --------- ------- ------ 
EBITDAC                                  $   482.1 $   462.1 $  20.0    4.3%
  Loss on disposal                            47.4         -    47.4        
  Non-cash stock-based compensation                                         
   adjustment                                - 5.9         -   - 5.9        
  Colonial Claims                                -     -15.2    15.2        
                                         --------- --------- -------        
EBITDAC - adjusted                       $   523.6 $   446.9 $  76.7   17.2%
                                                                            
                                                                            
                            Brown & Brown, Inc.                             
                     EBITDAC MARGIN RECONCILIATION TO                       
                      EBITDAC MARGIN (4)  - ADJUSTED                        
                   Three Months Ended December 31, 2014                     
                                (unaudited)                                 
                                                                            
                                                           Quarter Ended    
                                                         ------------------ 
                                                         12/31/14  12/31/13 
                                                         --------  -------- 
EBITDAC margin                                               20.4%     30.4%
  Loss on disposal                                           12.0         - 
  Non-cash stock-based compensation adjustment              - 1.5         - 
                                                         --------  -------- 
EBITDAC margin - adjusted                                    30.9%     30.4%
                                                                            
(4)  EBITDAC Margin is defined as EBITDAC divided by total revenues         
                                                                            
                                                                            
                            Brown & Brown, Inc.                             
                     EBITDAC MARGIN RECONCILIATION TO                       
                      EBITDAC MARGIN (4)  - ADJUSTED                        
                   Twelve Months Ended December 31, 2014                    
                                (unaudited)                                 
                                                                            
                                                             Year Ended     
                                                         ------------------ 
                                                         12/31/14  12/31/13 
                                                         --------  -------- 
EBITDAC margin                                               30.6%     33.9%
  Loss on disposal                                            3.0         - 
  Non-cash stock-based compensation adjustment              - 0.4         - 
  Colonial Claims                                               -      -0.7 
                                                         --------  -------- 
EBITDAC margin - adjusted                                    33.2%     33.2%
                                                                            
                                                                            
                            Brown & Brown, Inc.                             
                     CONSOLIDATED STATEMENTS OF INCOME                      
               (in millions, except per share data; unaudited)              
                                                                            
                                           For the             For the      
                                      Three Months Ended Twelve Months Ended
                                         December 31,        December 31,   
                                        2014      2013      2014      2013  
                                     --------- --------- --------- ---------
REVENUES                                                                    
Commissions and fees                 $   390.2 $   339.4 $ 1,567.5 $ 1,355.5
Investment income                          0.2       0.1       0.7       0.6
Other income, net                          2.7       3.6       7.6       7.1
                                     --------- --------- --------- ---------
    Total revenues                       393.1     343.1   1,575.8   1,363.2
                                     --------- --------- --------- ---------
                                                                            
EXPENSES                                                                    
Employee compensation and benefits       208.1     179.5     791.7     683.0
Non-cash stock-based compensation          0.1       7.6      19.3      22.5
Other operating expenses                  57.4      51.7     235.3     195.6
Loss on disposal                          47.4         -      47.4         -
Amortization                              22.4      17.8      82.9      67.9
Depreciation                               5.6       4.6      20.9      17.5
Interest                                  10.0       4.3      28.4      16.4
Change in estimated acquisition                                             
 earn-out payables                         3.4       1.1      10.0       2.6
                                     --------- --------- --------- ---------
    Total expenses                       354.4     266.6   1,235.9   1,005.5
                                     --------- --------- --------- ---------
                                                                            
Income before income taxes                38.7      76.5     339.9     357.7
                                                                            
Income taxes                              14.1      29.2     132.9     140.5
                                     --------- --------- --------- ---------
                                                                            
Net income                           $    24.6 $    47.3 $   207.0 $   217.2
                                     ========= ========= ========= =========
                                                                            
Net income per share:                                                       
  Basic                              $    0.17 $    0.32 $    1.43 $    1.50
                                     ========= ========= ========= =========
  Diluted                            $    0.17 $    0.32 $    1.41 $    1.48
                                     ========= ========= ========= =========
                                                                            
Weighted average number of shares                                           
 outstanding:                                                               
  Basic                                140,024   141,355   140,944   141,033
                                     ========= ========= ========= =========
  Diluted                              142,240   143,036   142,891   142,624
                                     ========= ========= ========= =========
                                                                            
Dividends declared per share         $    0.11 $    0.10 $    0.41 $    0.37
                                     ========= ========= ========= =========
                                                                            
                                                                            
                            Brown & Brown, Inc.                             
                        CONSOLIDATED BALANCE SHEETS                         
               (in millions, except per share data, unaudited)              
                                                                            
                                                  December 31,  December 31,
                                                      2014          2013    
                                                  ------------  ------------
ASSETS                                                                      
Current assets:                                                             
  Cash and cash equivalents                       $      470.0  $      203.0
  Restricted cash and investments                        259.8         250.0
  Short-term investments                                  11.2          10.6
  Premiums, commissions and fees receivable              424.6         395.9
  Reinsurance recoverable                                 13.0             -
  Prepaid reinsurance premiums                           321.0             -
  Deferred income taxes                                   25.4          29.3
  Other current assets                                    45.5          39.3
                                                  ------------  ------------
    Total current assets                               1,570.5         928.1
                                                                            
Fixed assets, net                                         84.7          74.7
Goodwill                                               2,460.6       2,006.2
Amortizable intangible assets, net                       784.6         618.9
Investments                                               19.9             -
Other assets                                              36.6          21.7
                                                  ------------  ------------
    Total assets                                  $    4,956.9  $    3,649.6
                                                  ============  ============
                                                                            
LIABILITIES AND SHAREHOLDERS' EQUITY                                        
Current liabilities:                                                        
  Premiums payable to insurance companies         $      568.1  $      534.4
  Losses and loss adjustment reserve                      13.0             -
  Unearned premiums                                      321.0             -
  Premium deposits and credits due customers              83.3          81.0
  Accounts payable                                        57.3          34.2
  Accrued expenses and other liabilities                 181.3         157.4
  Current portion of long-term debt                       45.6         100.0
                                                  ------------  ------------
    Total current liabilities                          1,269.6         907.0
                                                                            
Long-term debt                                         1,152.8         380.0
                                                                            
Deferred income taxes, net                               341.5         291.7
                                                                            
Other liabilities                                         79.2          63.8
                                                                            
Shareholders' equity:                                                       
  Common stock, par value $0.10 per share;                                  
   authorized 280,000 shares; issued 145,871 and                            
   outstanding 143,486 at 2014; and issued and                              
   outstanding 145,419 at 2013 - in thousands             14.6          14.5
  Additional paid-in capital                             406.0         372.0
  Treasury Stock, at cost 2,385 and 0 shares at                             
   2014 and 2013, respectively - in thousands            (75.0)            -
  Retained earnings                                    1,768.2       1,620.6
                                                  ------------  ------------
    Total shareholders' equity                         2,113.8       2,007.1
                                                  ------------  ------------
                                                                            
    Total liabilities and shareholders' equity    $    4,956.9  $    3,649.6
                                                  ============  ============
                                                                            

Conference call, webcast and slide presentation
A conference call to discuss the fourth quarter and full year of 2014 results will be held on Tuesday, January 27, 2015 at 8:00 AM Eastern Time. You can access the webcast by visiting the "Investor Relations" section of www.bbinsurance.com. The Company may refer to a slide presentation during its conference call. The slides will be available to view and download from the "Investor Relations" section of the Company's website at www.bbinsurance.com.

About Brown & Brown
Brown & Brown, Inc., through its subsidiaries, offers a broad range of insurance products and services. Additionally, certain Brown & Brown subsidiaries offer a variety of risk management, third-party administration, and other services. Serving business, public entity, individual, trade and professional association clients nationwide, the Company is ranked by Business Insurance magazine as the United States' sixth largest independent insurance intermediary. The Company's Web address is www.bbinsurance.com.

Forward-looking statements
This press release may contain certain statements relating to future results which are forward-looking statements, including those relating to the Company's anticipated financial results for the fourth quarter and full year of 2014. These statements are not historical facts, but instead represent only the Company's current belief regarding future events, many of which, by their nature, are inherently uncertain and outside of the Company's control. It is possible that the Company's actual results, financial condition and achievements may differ, possibly materially, from the anticipated results, financial condition and achievements contemplated by these forward-looking statements. These risks and uncertainties include, but are not limited to, the Company's determination as it finalizes its financial results for the fourth quarter and full year of 2014 that its financial results differ from the current preliminary unaudited numbers set forth herein; fluctuations in our stock's market price; fluctuations in operating results and cash flows; material adverse changes in economic conditions in the markets we serve and in the general economy; downward commercial property and casualty premium pressures; future regulatory actions and conditions in the states in which the Company conducts business; competition from others in the insurance agency, wholesale brokerage, insurance programs and service business; the integration of the Company's operations with those of businesses or assets the Company has acquired or may acquire in the future and the failure to realize the expected benefits of such integration; and the potential occurrence of a disaster that affects certain areas including, but not limited to, the States of California, Florida, Georgia, Illinois, Indiana, Kansas, Massachusetts, Michigan, New Jersey, New York, North Carolina, Oregon, Pennsylvania, Texas, Virginia and/or Washington, where significant portions of the Company's business are conducted; other factors that the Company may not have currently identified or quantified, and other risks, relevant factors and uncertainties identified in the Company's Annual Report on Form 10-K for the year ended December 31, 2013, and the Company's other filings with the Securities and Exchange Commission. All forward-looking statements made herein are made only as of the date of this release, and the Company does not undertake any obligation to publicly update or correct any forward-looking statements to reflect events or circumstances that subsequently occur or of which the Company hereafter becomes aware. 

Non-GAAP supplemental financial information
This press release contains references to non-GAAP financial measures as defined in Regulation G of SEC rules, including Organic Revenue Growth, Earnings Per Share - adjusted, EBITDAC, EBITDAC - adjusted, EBITDAC Margins and EBITDAC Margins - adjusted. A reconciliation of this supplemental non-GAAP financial information to our GAAP information is contained in this earnings release. We present such non-GAAP supplemental financial information, as we believe such information is of interest to the investment community because it provides additional meaningful methods of evaluating certain aspects of the Company's operating performance from period to period on a basis that may not be otherwise apparent on a GAAP basis. This supplemental financial information should be considered in addition to, not in lieu of, the Company's condensed consolidated financial statements.

R. Andrew Watts
Chief Financial Officer 
(386) 239-5770

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