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Acquisitions
 12 Months Ended
Dec. 31, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Acquisitions Acquisitions
Effective July 1, 2023, Essent Holdings acquired all of the issued and outstanding shares of capital stock of Agents National Title Holding Company (“Agents National Title”) and the issued and outstanding membership interests of Boston National Holdings LLC (“Boston National Title”) for $92.6 million in cash in a single settlement with the seller. The purchase price was subject to further customary post-closing adjustments as described in a securities purchase agreement among the parties to the transaction, in which a post closing adjustment of $1.3 million was paid by the seller to Essent Holdings. The acquisition provides complementary products and services to our mortgage insurance business, adding a team of seasoned title professionals to Essent and providing a platform to leverage our capital, lender network and operational expertise in a well-established, adjacent real estate sector.
The acquired businesses contributed revenues of $80.1 million, principally comprised of $66.2 million of net premiums earned and $9.0 million of settlement services revenues, which is included in other income, and pre-tax net losses of $21.5 million to our results for the year ended December 31, 2024. The following unaudited pro forma summary presents consolidated information for Essent as if the business combination had occurred on January 1, 2022.
Pro Forma
 
Year Ended December 31,
(In thousands)20232022
Revenues
$1,153,872 $1,131,032 
Earnings
690,327 815,730 
We did not have any material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. These pro forma amounts have been calculated after applying our accounting policies and adjusting the results of Agents National Title and Boston National Title to reflect the additional amortization that would have been charged to earnings assuming the fair value adjustments for the intangible assets acquired had been applied from January 1, 2022, including consequential income tax effects.
We incurred $4.5 million of acquisition-related costs for the year ended December 31, 2023, respectively, as well as $3 million of acquisition-related costs during 2022. These expenses are included in other underwriting and operating expenses on our consolidated statements of comprehensive income and are reflected in pro forma earnings for year ended December 31, 2022 in the table above.
The acquisition of Agents National Title and Boston National Title was accounted for as a business combination using the acquisition method of accounting and, accordingly, the assets acquired, liabilities assumed and consideration transferred were recorded at their estimated fair values as of the acquisition date. The excess of consideration transferred over the fair value of net assets acquired was recorded as goodwill. The Company allocated the goodwill to its Title operating segment.
The following table summarizes the consideration transferred to acquire Agents National Title and Boston National Title and the amounts of identified assets acquired and liabilities assumed, including purchase accounting adjustments that have been recorded by Essent during the measurement period:
Originally Reported
Measurement Period Adjustments
As Reported
Consideration Paid:
     Cash$92,625 $(1,315)$91,310 
Assets Acquired:
     Cash and cash equivalents5,864 — 5,864 
     Short-term investments21,108 — 21,108 
     Fixed maturities available for sale9,668 — 9,668 
     Identifiable intangible assets26,300 (3,400)22,900 
     Other assets16,366 (2,297)14,069 
Liabilities Assumed:
     Reserve for losses14,613 (464)14,149 
     Other liabilities10,399 6,512 16,911 
Total Identifiable Net Assets 54,294 (11,745)42,549 
Goodwill$38,331 $10,430 $48,761 
Adjustments to Goodwill were primarily related to the fair value of claims reserve liabilities, agency relationship intangible assets and other assets. The fair values of assets acquired and liabilities assumed, as well as resulting goodwill, were finalized as of June 30, 2024.
The amount of goodwill recorded reflects the increased market share and related synergies that are expected to result from the acquisition, and represents the excess purchase price over the estimated fair value of the net assets acquired from Agents National Title and Boston National Title.