XML 52 R33.htm IDEA: XBRL DOCUMENT
v3.10.0.1

Business Combinations (Tables) | 12 Months Ended
--- | ---
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016
Business Combinations [Abstract] |  |  |
Purchase price allocation for current year acquisitions and adjustments made for prior year acquisitions |
(in thousands) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Name | Business segment |  | Effective date of acquisition |  | Cash paid |  | Common Stock Issued |  | Other payable |  | Recorded earn-out payable |  | Net assets acquired |  | Maximum potential earn- out payable
Opus Advisory Group, LLC (Opus) | Retail |  | February 1, 2018 |  | $ | 20,400 |  |  | $ | — |  |  | $ | 200 |  |  | $ | 2,384 |  |  | $ | 22,984 |  |  | $ | 3,600 |
Kerxton Insurance Agency, Inc. (Kerxton) | Retail |  | March 1, 2018 |  | 13,176 |  |  | — |  |  | 1,490 |  |  | 2,080 |  |  | 16,746 |  |  | 2,920 |
Automotive Development Group, LLC (ADG) | Retail |  | May 1, 2018 |  | 29,471 |  |  | — |  |  | 559 |  |  | 17,545 |  |  | 47,575 |  |  | 20,000 |
Servco Pacific, Inc. (Servco) | Retail |  | June 1, 2018 |  | 76,245 |  |  | — |  |  | — |  |  | 934 |  |  | 77,179 |  |  | 7,000 |
Tower Hill Prime Insurance Company (Tower Hill) | National Programs |  | July 1, 2018 |  | 20,300 |  |  | — |  |  | — |  |  | 1,188 |  |  | 21,488 |  |  | 7,700 |
Health Special Risk, Inc. (HSR) | National Programs |  | July 1, 2018 |  | 20,132 |  |  | — |  |  | — |  |  | 1,991 |  |  | 22,123 |  |  | 9,000 |
Professional Disability Associates, LLC (PDA) | Services |  | July 1, 2018 |  | 15,025 |  |  | — |  |  | — |  |  | 9,818 |  |  | 24,843 |  |  | 17,975 |
Finance & Insurance Resources, Inc. (F&I) | Retail |  | September 1, 2018 |  | 44,940 |  |  | — |  |  | 410 |  |  | 9,121 |  |  | 54,471 |  |  | 19,500 |
Rodman Insurance Agency, Inc. (Rodman) | Retail |  | November 1, 2018 |  | 31,121 |  |  | — |  |  | 261 |  |  | 3,720 |  |  | 35,102 |  |  | 9,850 |
The Hays Group, Inc. et al (Hays) | Retail |  | November 16, 2018 |  | 605,000 |  |  | 100,000 |  |  | — |  |  | 19,600 |  |  | 724,600 |  |  | 25,000 |
Dealer Associates, Inc. (Dealer) | Retail |  | December 1, 2018 |  | 28,825 |  |  | — |  |  | 1,175 |  |  | 3,100 |  |  | 33,100 |  |  | 12,125 |
Other | Various |  | Various |  | 30,293 |  |  | — |  |  | 1,367 |  |  | 5,896 |  |  | 37,556 |  |  | 12,998 |
Total |  |  |  |  | $ | 934,928 |  |  | $ | 100,000 |  |  | $ | 5,462 |  |  | $ | 77,377 |  |  | $ | 1,117,767 |  |  | $ | 147,668 |
(in thousands) |  |  |  |  |  |  |  |  |  |  |  |  |
Name | Business Segment |  | Effective Date of Acquisition |  | Cash Paid |  | Other Payable |  | Recorded Earn-Out Payable |  | Net Assets Acquired |  | Maximum Potential Earn- Out Payable
Other | Various |  | Various |  | $ | 41,471 |  |  | $ | 11,708 |  |  | $ | 6,921 |  |  | $ | 60,100 |  |  | $ | 27,451 |
Total |  |  |  |  | $ | 41,471 |  |  | $ | 11,708 |  |  | $ | 6,921 |  |  | $ | 60,100 |  |  | $ | 27,451 |
| The following table summarizes the purchase price allocation made as of the date of each acquisition for current year acquisitions and significant adjustments made during the measurement period for prior year acquisitions:
(in thousands) |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Name | Business Segment |  | Effective Date of Acquisition |  | Cash Paid |  | Note Payable |  | Other Payable |  | Recorded Earn-Out Payable |  | Net Assets Acquired |  | Maximum Potential Earn- Out Payable
Social Security Advocates for the Disabled LLC (SSAD) | Services |  | February 1, 2016 |  | $ | 32,526 |  |  | $ | 492 |  |  | $ | — |  |  | $ | 971 |  |  | $ | 33,989 |  |  | $ | 3,500 |
Morstan General Agency, Inc. (Morstan) | Wholesale Brokerage |  | June 1, 2016 |  | 66,050 |  |  | — |  |  | 10,200 |  |  | 3,091 |  |  | 79,341 |  |  | 5,000 |
Other | Various |  | Various |  | 26,140 |  |  | — |  |  | 464 |  |  | 400 |  |  | 27,004 |  |  | 7,785 |
Total |  |  |  |  | $ | 124,716 |  |  | $ | 492 |  |  | $ | 10,664 |  |  | $ | 4,462 |  |  | $ | 140,334 |  |  | $ | 16,285 |
Estimated fair values of aggregate assets and liabilities acquired | The following table summarizes the estimated fair values of the aggregate assets and liabilities acquired as of the date of each acquisition and adjustments made during the measurement period of the prior year acquisitions.
(in thousands) |  | Opus |  | Kerxton |  | ADG |  | Servco |  | Tower Hill |  | HSR |  | PDA |  | F&I |  | Rodman |  | Hays
Cash |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 8,188 |  |  | $ | — |  |  | $ | 3,114 |  |  | $ | (248 | ) |  | $ | — |  |  | $ | — |  |  | $ | — |
Other current assets |  | 1,215 |  |  | 663 |  |  | 1,500 |  |  | 7,769 |  |  | — |  |  | 818 |  |  | 1,762 |  |  | 999 |  |  | 1,062 |  |  | 36,254 |
Fixed assets |  | 11 |  |  | 10 |  |  | 67 |  |  | 179 |  |  | $ | — |  |  | $ | 124 |  |  | $ | 310 |  |  | $ | 34 |  |  | $ | 45 |  |  | $ | 4,936 |
Goodwill |  | 16,414 |  |  | 12,423 |  |  | 35,769 |  |  | 54,429 |  |  | — |  |  | 18,737 |  |  | 16,547 |  |  | 36,423 |  |  | 26,572 |  |  | 456,217 |
Purchased customer accounts |  | 5,008 |  |  | 4,712 |  |  | 9,751 |  |  | 16,442 |  |  | 21,468 |  |  | 5,516 |  |  | 7,700 |  |  | 16,611 |  |  | 10,129 |  |  | 218,600 |
Non-compete agreements |  | 21 |  |  | 22 |  |  | 21 |  |  | 1 |  |  | 20 |  |  | 65 |  |  | 82 |  |  | 21 |  |  | 51 |  |  | 2,600 |
Other assets |  | 315 |  |  | 419 |  |  | 467 |  |  | 1,478 |  |  | — |  |  | 21 |  |  | 6 |  |  | 383 |  |  | 542 |  |  | 13,977 |
Total assets acquired |  | 22,984 |  |  | 18,249 |  |  | 47,575 |  |  | 88,486 |  |  | 21,488 |  |  | 28,395 |  |  | 26,159 |  |  | 54,471 |  |  | 38,401 |  |  | 732,584 |
Other current liabilities |  | — |  |  | (1,503 | ) |  | — |  |  | (11,307 | ) |  | — |  |  | (5,930 | ) |  | (1,093 | ) |  | — |  |  | (3,299 | ) |  | (7,984 | )
Other liabilities |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | (342 | ) |  | (223 | ) |  | — |  |  | — |  |  | — |
Total liabilities assumed |  | — |  |  | (1,503 | ) |  | — |  |  | (11,307 | ) |  | — |  |  | (6,272 | ) |  | (1,316 | ) |  | — |  |  | (3,299 | ) |  | (7,984 | )
Net assets acquired |  | $ | 22,984 |  |  | $ | 16,746 |  |  | $ | 47,575 |  |  | $ | 77,179 |  |  | $ | 21,488 |  |  | $ | 22,123 |  |  | $ | 24,843 |  |  | $ | 54,471 |  |  | $ | 35,102 |  |  | $ | 724,600 |
(in thousands) |  | Dealer |  | Other |  | Total
Cash |  | $ | — |  |  | $ | — |  |  | $ | 11,054 |
Other current assets |  | 552 |  |  | 323 |  |  | 52,917 |
Fixed assets |  | 13 |  |  | 100 |  |  | 5,829 |
Goodwill |  | 21,467 |  |  | 22,712 |  |  | 717,710 |
Purchased customer accounts |  | 10,986 |  |  | 15,085 |  |  | 342,008 |
Non-compete agreements |  | 21 |  |  | 297 |  |  | 3,222 |
Other assets |  | 226 |  |  | 754 |  |  | 18,588 |
Total assets acquired |  | 33,265 |  |  | 39,271 |  |  | 1,151,328 |
Other current liabilities |  | (165 | ) |  | (1,715 | ) |  | (32,996 | )
Other liabilities |  | — |  |  | — |  |  | (565 | )
Total liabilities assumed |  | (165 | ) |  | (1,715 | ) |  | (33,561 | )
Net assets acquired |  | $ | 33,100 |  |  | $ | 37,556 |  |  | $ | 1,117,767 |
| The following table summarizes the estimated fair values of the aggregate assets and liabilities acquired as of the date of each acquisition.
(in thousands) | Total
Other current assets | $ | 601 |
Fixed assets | 69 |
Goodwill | 42,172 |
Purchased customer accounts | 18,738 |
Non-compete agreements | 721 |
Total assets acquired | 62,301 |
Other current liabilities | (1,512 | )
Deferred income tax, net | (689 | )
Total liabilities assumed | (2,201 | )
Net assets acquired | $ | 60,100 |
| The following table summarizes the estimated fair values of the aggregate assets and liabilities acquired as of the date of each acquisition.
(in thousands) | SSAD |  | Morstan |  | Other |  | Total
Cash | $ | 2,094 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,094 |
Other current assets | 1,042 |  |  | 2,482 |  |  | 1,555 |  |  | 5,079 |
Fixed assets | 307 |  |  | 300 |  |  | 77 |  |  | 684 |
Goodwill | 22,352 |  |  | 51,454 |  |  | 19,570 |  |  | 93,376 |
Purchased customer accounts | 13,069 |  |  | 26,481 |  |  | 11,075 |  |  | 50,625 |
Non-compete agreements | 72 |  |  | 39 |  |  | 117 |  |  | 228 |
Other assets | — |  |  | — |  |  | 20 |  |  | 20 |
Total assets acquired | 38,936 |  |  | 80,756 |  |  | 32,414 |  |  | 152,106 |
Other current liabilities | (1,717 | ) |  | (1,415 | ) |  | (5,410 | ) |  | (8,542 | )
Deferred income tax, net | (3,230 | ) |  | — |  |  | — |  |  | (3,230 | )
Total liabilities assumed | (4,947 | ) |  | (1,415 | ) |  | (5,410 | ) |  | (11,772 | )
Net assets acquired | $ | 33,989 |  |  | $ | 79,341 |  |  | $ | 27,004 |  |  | $ | 140,334 |
Unaudited pro forma results | 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) | Year Ended December 31,
(in thousands, except per share data) | 2018 |  | 2017
Total revenues | $ | 2,259,812 |  |  | $ | 2,193,169 |
Income before income taxes | $ | 504,664 |  |  | $ | 503,927 |
Net income | $ | 375,670 |  |  | $ | 447,796 |
Net income per share: |  |  |
Basic | $ | 1.35 |  |  | $ | 1.60 |
Diluted | $ | 1.33 |  |  | $ | 1.57 |
Weighted average number of shares outstanding: |  |  |
Basic | 270,971 |  |  | 272,580 |
Diluted | 275,521 |  |  | 277,586 |
| 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) | Year Ended December 31,
(in thousands, except per share data) | 2017 |  | 2016
Total revenues | $ | 1,891,701 |  |  | $ | 1,784,776 |
Income before income taxes | $ | 453,397 |  |  | $ | 429,490 |
Net income | $ | 401,908 |  |  | $ | 261,133 |
Net income per share: |  |  |
Basic | $ | 1.44 |  |  | $ | 0.93 |
Diluted | $ | 1.41 |  |  | $ | 0.92 |
Weighted average number of shares outstanding: |  |  |
Basic | 272,580 |  |  | 272,278 |
Diluted | 277,586 |  |  | 275,608 |
| 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) | Year Ended December 31,
(in thousands, except per share data) | 2016 |  | 2015
Total revenues | $ | 1,789,790 |  |  | $ | 1,716,592 |
Income before income taxes | $ | 428,194 |  |  | $ | 414,911 |
Net income | $ | 260,346 |  |  | $ | 250,783 |
Net income per share: |  |  |
Basic | $ | 0.93 |  |  | $ | 0.89 |
Diluted | $ | 0.92 |  |  | $ | 0.87 |
Weighted average number of shares outstanding: |  |  |
Basic | 272,278 |  |  | 275,620 |
Diluted | 275,608 |  |  | 280,224 |
Schedule Of Business Acquisition Estimated Earn Out Payables Table [Text Block] | The resulting additions, payments and net changes, as well as the interest expense accretion on the estimated acquisition earn-out payables, for the years ended December 31, 2018, 2017 and 2016 were as follows:
| Year Ended December 31,
(in thousands) | 2018 |  | 2017 |  | 2016
Balance as of the beginning of the period | $ | 36,175 |  |  | $ | 63,821 |  |  | $ | 78,387 |
Additions to estimated acquisition earn-out payables | 77,377 |  |  | 6,920 |  |  | 4,462 |
Payments for estimated acquisition earn-out payables | (26,597 | ) |  | (43,766 | ) |  | (28,213 | )
Subtotal | 86,955 |  |  | 26,975 |  |  | 54,636 |
Net change in earnings from estimated acquisition earn-out payables: |  |  |  |  |
Change in fair value on estimated acquisition earn-out payables | 603 |  |  | 6,874 |  |  | 6,338 |
Interest expense accretion | 2,366 |  |  | 2,326 |  |  | 2,847 |
Net change in earnings from estimated acquisition earn-out payables | 2,969 |  |  | 9,200 |  |  | 9,185 |
Balance as of December 31, | $ | 89,924 |  |  | $ | 36,175 |  |  | $ | 63,821 |

X
- Definition Schedule Of Business Acquisition Estimated Earn-Out Payables. + References No definition available. + Details
Name: | bro_ScheduleOfBusinessAcquisitionEstimatedEarnOutPayablesTableTextBlock
Namespace Prefix: | bro_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- 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=79982066&loc=d3e1392-128463 + Details
Name: | us-gaap_BusinessAcquisitionProFormaInformationTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_BusinessCombinationsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of a material business combination completed during the period, including background, timing, and recognized assets and liabilities. This table does not include leveraged buyouts. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1486-128463 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463 + Details
Name: | us-gaap_ScheduleOfBusinessAcquisitionsByAcquisitionTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- Definition Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=84161108&loc=d3e4845-128472 + Details
Name: | us-gaap_ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration