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Subsequent Event (Tables) | 6 Months Ended
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Jun. 30, 2013
2013 Acquisitions [Member] |
Acquisitions Accounted for as Business Combinations | The following table summarizes the aggregate purchase price allocations made as of the date of each acquisition for current year acquisitions and adjustments made during the measurement period for prior year acquisitions:
(in thousands) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Name |  | Business Segment |  | Date of Acquisition |  | Cash Paid |  |  | Other Payable |  |  | Recorded Earn-Out Payable |  |  | Net Assets Acquired |  |  | Maximum Potential Earn- Out Payable |
Arrowhead General Insurance Agency Superholding Corporation |  | National Programs; Services |  | January 9, 2012 |  | $ | — |  |  | $ | (454 | ) |  | $ | — |  |  | $ | (454 | ) |  | $ | — |
Insurcorp & GGM Investments LLC |  | Retail |  | May 1, 2012 |  |  | — |  |  |  | — |  |  |  | (834 | ) |  |  | (834 | ) |  |  | — |
Richard W. Endlar Insurance Agency, Inc. |  | Retail |  | May 1, 2012 |  |  | — |  |  |  | — |  |  |  | 220 |  |  |  | 220 |  |  |  | — |
Texas Security General Insurance Agency, Inc. |  | Wholesale Brokerage |  | September 1, 2012 |  |  | — |  |  |  | — |  |  |  | (107 | ) |  |  | (107 | ) |  |  | — |
The Rollins Agency, Inc. |  | Retail |  | June 1, 2013 |  |  | 13,792 |  |  |  | 50 |  |  |  | 2,256 |  |  |  | 16,098 |  |  |  | 4,300 |
Other |  | Various |  | Various |  |  | 592 |  |  |  | 35 |  |  |  | 298 |  |  |  | 925 |  |  |  | 448 |
Total |  |  |  |  |  | $ | 14,384 |  |  | $ | (369 | ) |  | $ | 1,833 |  |  | $ | 15,848 |  |  | $ | 4,748 |
Results of Operations | These unaudited pro forma results are not necessarily indicative of the actual results of operations that would have occurred had the acquisitions actually been made at the beginning of the respective periods.
(UNAUDITED) |  | For the three months ended June 30, |  |  | For the six months ended June 30, |
(in thousands, except per share data) |  | 2013 |  |  | 2012 |  |  | 2013 |  |  | 2012 |
Total revenues |  | $ | 326,753 |  |  | $ | 292,242 |  |  | $ | 663,460 |  |  | $ | 596,931 |
Income before income taxes |  |  | 86,506 |  |  |  | 71,528 |  |  |  | 186,503 |  |  |  | 154,953 |
Net income |  |  | 52,179 |  |  |  | 42,700 |  |  |  | 112,616 |  |  |  | 92,511 |
Net income per share: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Basic |  | $ | 0.36 |  |  | $ | 0.30 |  |  | $ | 0.78 |  |  | $ | 0.65 |
Diluted |  | $ | 0.36 |  |  | $ | 0.29 |  |  | $ | 0.77 |  |  | $ | 0.63 |
Weighted average number of shares outstanding: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Basic |  |  | 140,836 |  |  |  | 139,086 |  |  |  | 140,816 |  |  |  | 139,044 |
Diluted |  |  | 143,021 |  |  |  | 141,828 |  |  |  | 142,938 |  |  |  | 141,664 |
2012 Acquisitions [Member] |
Acquisitions Accounted for as Business Combinations | The acquisition made during the six months ended June 30, 2012 have been accounted for as business combinations and were as follows:
(in thousands) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Name |  | Business Segment |  |  | 2012 Date of Acquisition |  |  | Cash Paid |  |  | Note Payable |  |  | Other Payable |  |  | Recorded Earn-Out Payable |  |  | Net Assets Acquired |  |  | Maximum Potential Earn-Out Payable |
Arrowhead General Insurance Agency Superholding Corporation |  |  | National Programs; Services |  |  |  | January 9 |  |  | $ | 397,531 |  |  | $ | — |  |  | $ | 22,694 |  |  | $ | 3,634 |  |  | $ | 423,859 |  |  | $ | 5,000 |
Insurcorp & GGM Investments LLC (d/b/a Maalouf Benefit Resources) |  |  | Retail |  |  |  | May 1 |  |  |  | 15,500 |  |  |  | — |  |  |  | 900 |  |  |  | 4,932 |  |  |  | 21,332 |  |  |  | 17,000 |
Other |  |  | Various |  |  |  | Various |  |  |  | 15,581 |  |  |  | 59 |  |  |  | — |  |  |  | 4,353 |  |  |  | 19,993 |  |  |  | 10,235 |
Total |  |  |  |  |  |  |  |  |  | $ | 428,612 |  |  | $ | 59 |  |  | $ | 23,594 |  |  | $ | 12,919 |  |  | $ | 465,184 |  |  | $ | 32,235 |
Results of Operations | These unaudited pro forma results are not necessarily indicative of the actual results of operations that would have occurred had the acquisitions actually been made at the beginning of the respective periods.
(UNAUDITED) |  | For the three months ended June 30, |  |  | For the six months ended June 30, |
(in thousands, except per share data) |  | 2012 |  |  | 2011 |  |  | 2012 |  |  | 2011 |
Total revenues |  | $ | 291,763 |  |  | $ | 277,522 |  |  | $ | 599,965 |  |  | $ | 570,176 |
Income before income taxes |  |  | 71,473 |  |  |  | 70,022 |  |  |  | 156,202 |  |  |  | 155,203 |
Net income |  |  | 42,667 |  |  |  | 42,189 |  |  |  | 93,257 |  |  |  | 93,622 |
Net income per share: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Basic |  | $ | 0.30 |  |  | $ | 0.30 |  |  | $ | 0.65 |  |  | $ | 0.66 |
Diluted |  | $ | 0.29 |  |  | $ | 0.29 |  |  | $ | 0.64 |  |  | $ | 0.64 |
Weighted average number of shares outstanding: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Basic |  |  | 139,086 |  |  |  | 138,379 |  |  |  | 139,044 |  |  |  | 138,365 |
Diluted |  |  | 141,828 |  |  |  | 139,942 |  |  |  | 141,664 |  |  |  | 140,950 |
Subsequent Event [Member] | Beecher [Member] |
Acquisitions Accounted for as Business Combinations | The Beecher acquisition will be accounted for as business combination as follows:
(in thousands) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Name |  | 2013 Date of Acquisition |  |  | Cash Paid |  |  | Recorded Earn-out Payable |  |  | Net Assets Acquired |  |  | Maximum Potential Earn-out Payable |
Beecher |  |  | July 1 |  |  | $ | 364,644 |  |  | $ | — |  |  | $ | 364,644 |  |  | $ | — |
Results of Operations | These unaudited pro forma results are not necessarily indicative of the actual results of operations that would have occurred had the Beecher acquisition actually been made as of January 1, 2013.
(UNAUDITED) |  | For the three months ended June 30, 2013 |  |  | For the six months ended June 30, 2013 |
(in thousands, except per share data) |  |  |  |  |  |
Total revenues |  | $ | 354,873 |  |  | $ | 718,966 |
Income before income taxes |  | $ | 90,152 |  |  | $ | 193,575 |
Net income |  | $ | 54,382 |  |  | $ | 116,887 |
Net income per share: |  |  |  |  |  |  |  |
Basic |  | $ | 0.38 |  |  | $ | 0.81 |
Diluted |  | $ | 0.37 |  |  | $ | 0.80 |
Weighted average number of shares outstanding: |  |  |  |  |  |  |  |
Basic |  |  | 140,836 |  |  |  | 140,816 |
Diluted |  |  | 143,021 |  |  |  | 142,938 |
Estimated Fair Values of Aggregate Assets and Liabilities Acquired | The following table summarizes the preliminary estimated fair values of Beecher’s aggregate assets and liabilities acquired:
(in thousands) |  | Beecher |
Cash |  | $ | 40,361 |
Other current assets |  |  | 44,433 |
Fixed assets |  |  | 1,786 |
Goodwill |  |  | 264,972 |
Purchased customer accounts |  |  | 99,017 |
Non-compete agreements |  |  | 2,913 |
Other assets |  |  | 933 |
Total assets acquired |  |  | 454,475 |
Other current liabilities |  |  | (72,949 | )
Deferred income taxes, net |  |  | (14,288 | )
Other liabilities |  |  | (2,594 | )
Total liabilities assumed |  |  | (89,831 | )
Net assets acquired |  | $ | 364,644 |

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- Definition Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (h)(2)-(3) -URI http://asc.fasb.org/extlink&oid=25497992&loc=d3e1392-128463 + Details
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