Arthur J. Gallagher & Co. Q3 2024 Earnings Call Transcript

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Operator

Good afternoon. Welcome to Arthur J. Gallagher and Company's Third Quarter 2024 Earnings Conference Call. Participants have been placed on listen-only mode. Your lines will be open for questions following the presentation. Today's call is being recorded. If you have any objections, you may disconnect at this time.

Some of the comments made during this conference call, including answers given in response to questions, may constitute forward-looking statements within the meaning of the securities laws. The Company does not assume any obligation to update information or forward-looking statements provided on this call. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially. Please refer to the information concerning forward-looking statements and risk factors sections contained in the Company's most recent 10-K, 10-Q and 8-K filings for more details on such risks and uncertainties.

In addition, for reconciliations of the non-GAAP measures discussed on this call as well as other information regarding these measures, please refer to the earnings release and other materials in the Investor Relations section of the Company's website.

It is now my pleasure to introduce J. Patrick Gallagher, Jr., Chairman and CEO of Arthur J. Gallagher & Co. Mr. Gallagher, you may begin.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Thank you very much. Good afternoon, everyone, and thank you for joining us for our third quarter 2024 earnings call. On the call with me today is Doug Howellour, our CFO; other members of the management team and heads of our operating divisions.

Before I get to my comments about our financial results, I'd like to acknowledge the damage and devastation caused by the recent storms and floods. Our thoughts were those impacted by these events, including our own Gallagher colleagues. Our professionals are hard at work, helping clients sort through their coverages, file claims and ultimately get losses paid. I'm really honored to be part of a company and an industry with such an important responsibility, helping families, businesses and communities rebuild and restore their lives and that's a noble cause.

Okay. On to my comments regarding our financial performance. We had a great third quarter. For our combined brokerage and risk management segments, we posted 13% growth in revenue, 6% organic growth, which does not include interest income. Reported net earnings margin of 15.5%, adjusted EBITDAC margin of 31.9%, up a 123 basis-points year-over-year. GAAP earnings per share of $1.90 and adjusted earnings per share of $2.72, up 16% year-over-year. Another fantastic operating quarter by the team.

Moving to results on a segment basis, starting with the brokerage segment. Reported revenue growth was 13%. Organic growth was right in-line with our expectations at 6%, which as we forecasted reflects about a point of timing headwind from those large life cases we have highlighted over the past couple of quarters. Doug will provide you with some good news from October related to these sales in his remarks.

Adjusted EBITDAC margin expanded a 137 basis-points to 33.6%, which was better than our IR Day expectations. Let me give some insights behind our brokerage segment organic. Within our PC retail operations, we delivered 5% in the US and 7% outside the US. Internationally, Australia and New Zealand led the way with organic of more than 10%. The UK was up 6% and Canada was flattish. Our global employee benefit brokerage and consulting business posted organic of about 4% and a few points higher excluding the timing differences from the large life case sales. Shifting to our reinsurance, wholesale and specialty businesses, overall organic of 8%, so very strong growth, whether retail, wholesale or reinsurance.

Next, let me provide some thoughts on the PC insurance pricing environment, starting with the primary insurance market. Global third quarter renewal premiums, which include both rate and exposure were up 5% and little changed from the 6% we discussed at our September IR Day update a few weeks ago. Most lines and geographies had very similar renewal premium changes through all three months of the quarter with a couple of exceptions.

September casualty renewal increases outside the US were lower relative to July and August, driven by changes in business mix. Additionally, large account and E&S property renewal premium increases were a bit less in September than the first two months of the quarter. But neither of these appear to be a trend. Thus far in October, we are seeing large account property and international casualty renewal premium increases higher than September.

Breaking down third quarter renewal premium changes by a product line, we saw the following: property up 4%; general liability up 6%; commercial auto up 7%; umbrella up 10%; workers' comp up 2%; D&O down about 5%; cyber was flat and personal lines up a 11%. So overall, increases continued to be broad-based and rational in our view with carriers still cautious and pushing for rate where it's needed to generate an acceptable underwriting profit. We shine in this environment. Our job as brokers is to help clients find the best coverage while mitigating premium increases. So while not all of the increases ultimately show up in our organic, a rational market allows us to further differentiate ourselves with our leading tools, data and expertise.

Let me shift to the reinsurance market. The July 1st renewal season saw modest property price declines concentrated at the top-end of reinsurance towers, while casualty renewals saw terms and conditions tighten and some modest price increases concentrated in the US. Clearly, a lot has happened in the property market over the past month, which is now adding some complexity to January 1 property renewals. It's still early, but we now believe a flattish renewal is more likely than the downward pressure previously being discussed. And don't forget, US hurricane season is not over for another month.

For casualty risks, we believe reinsurance will remain cautious heading into next year, especially if there is more noise related to US reserve adequacy. We think differentiating underwriting practices will likely be the key to a successful renewal for clients. Overall, the reinsurance industry remains adequately capitalized and is likely to meet capacity demands at the upcoming January 1 renewals. We continue to believe Gallagher Re will perform very well in 2025 regardless of how the market environment unfolds in the near term.

Moving to some comments on our customers' business activity. Our daily revenue indications from audits, endorsements and cancellations were again in positive territory for the third quarter. While the amount of upward revenue adjustments isn't as much as 2023, they are running in line with 2022. So client business activity remains solid, and we are not seeing any signs of a meaningful global economic slowdown.

Within the US, the labor market is on solid footing. In fact, the number of open jobs increased in -- in August and remained well above the number of unemployed people looking for work. Overall, job growth, upward wage pressure and rising medical cost inflation continued to challenge employers looking for ways to grow their workforce and control their benefits costs.

Regardless of market or economic conditions, I believe we are well-positioned to take market share across our brokerage business. Remember, about 90% of the time, we are competing against the smaller local broker that cannot match our client value proposition, niche expertise, outstanding service and our extensive data and analytics offerings. Putting this all together, we continue to see full year 2024 brokerage organic around 7.5% and that would be another outstanding year.

Moving on to our Risk Management segment, Gallagher Bassett. Revenue growth was 12%, including organic of 6%. We continue to benefit from excellent client retention, increases in customer business activity, rising claim counts and new business wins. Adjusted EBITDAC margin was 20.8%, 35 basis points higher than last year and a bit above our September IR Day expectation. Looking ahead, we see organic in the fourth quarter around 7% and full year organic pushing 9%. Margins for fourth quarter and full year should be in the 20.5% range and that too would be another outstanding year.

Shifting to mergers and acquisitions. During the third quarter, we remained disciplined, completing four new mergers at fair prices, representing $47 million of estimated annualized revenue. For those new partners joining us, I'd like to extend a very warm welcome to the Gallagher family of professionals. Looking ahead, we have more than 100 mergers in our pipeline, representing approximately $1.5 billion of annualized revenue. Of these 100 potential partners, we have about 60 turn sheets signed or being prepared, representing around $700 million of annualized revenue. Good firms always have a choice, and it would be terrific if they chose to partner with Gallagher.

Let me conclude with some comments regarding our culture. As we passed our 40th anniversary as a public company, I believe our greatest differentiator continues to be our bedrock culture. It's a culture that runs towards problems, not away from them, a culture that supports one another and embraces teamwork, a culture that is grounded in the highest standards of moral and ethical behavior. It's a culture that will continue to guide our success for many years to come. Frankly, we love this business. We enjoy taking care of our customers and that is the Gallagher Way.

Okay, I'll stop now and turn it over to Doug. Doug?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Thanks, Pat, and hello, everyone. Today, I'll walk you through our earnings release. First, I'll comment on third quarter organic growth and margins by segment, then I'll provide an update on how we are seeing organic growth and margin shape up for fourth quarter and provide an early look on 2025. Next, I'll move to the CFO commentary document that we posted on our IR website and walk you through our typical modeling helpers. And I'll conclude my prepared remarks with my usual comments on cash, M&A and capital management.

Okay, let's flip to Page 3 of the earnings release. Headline Brokerage segment third quarter organic growth of 6% without invest -- interest income. That's right in line with our September IR Day forecast, during which we signaled about 1 point of headwind during -- due to the timing of large life sales. Recall that these live products are interest rate sensitive. So as we've been discussing, clients were waiting for lower interest rates.

Well, the good news, Pat has mentioned -- the good news Pat mentioned happened over the last month or so. We are now seeing clients fund their policies. In fact, here in October, we have already caught up more than half of what had slipped from earlier quarters. So the quarterly lumpiness that we have been highlighting throughout the year is starting to swing the other way here in October. And thus, we are currently seeing fourth quarter organic towards 8% and full year pushing 7.5%.

As we start the budget for 2025, our early thinking is brokerage segment full year organic growth might be in the 6% to 8% range. If so, that could mean a 2025 similar to how 2024 might ultimately play out. We'll provide some more on our 2025 thinking at our December IR Day. But an early read through is, we remain upbeat on our ability to grow given the investments we have been making in the business, from adding niche experts to rolling out new sales and support tools to expanding our data and analytics offerings. We believe these actions are leading to higher new business production and strong client retention across the globe. And as Pat described, the market environment is still a tailwind for us.

Flipping now to Page 5 of the earnings release to the brokerage segment adjusted EBITDAC table. Third quarter adjusted EBITDAC margin was 33.6%, up 137 basis-points over last year and above the upper-end of our September IR Day expectations. Let me walk you through a bridge from last year. First, if you pull out last year's 2023 -- 2023 third quarter earnings release, you would see we reported back then adjusted EBITDAC margin of 32.4%. But now using current period FX rates, that would have been 32.2%. Then organic and interest gave us nearly 150 basis-points of expansion in this quarter. Finally, the impact of M&A and divestitures used about 10 basis points of margin this quarter. You follow that and that will get you to third quarter 2024 margin of 33.6%, and that's the 137 basis points of brokerage margin expansion. That is really, really great work by the team.

As we look ahead to fourth quarter 2024, we are still expecting margin expansion in the 90 basis point to 100 basis point range, and again, that would be off of fourth quarter 2023 adjusted margin for FX, which currently is estimated to be about 20 basis points lower than last year's headline margin of 31.6%. If we do that, that would mean full year 2024 could show about 70 basis-points of margin expansion and 90 basis points, excluding the first quarter impact from the roll-in of the Buck merger.

Okay, let's move on to the Risk Management segment and the organic and EBITDAC tables on pages 5 and 6. It was another solid quarter. We posted organic of 6%. That's a point lower than our IR Day guidance because we just missed qualifying for a full revenue bonus related to one large account. That said, Gallagher Bassett continues to see excellent client retention and strong new business production and still delivered an adjusted EBITDAC margin of 20.8%, which is up 35 basis-points over prior year and ahead of our IR Day expectation.

Looking forward, we see organic of 7% and margins around 20.5% in the fourth quarter. If we were to post that, we would finish the year with organic pushing 9% and margins of approximately 20.5%, that too would be great work by the team. As for 2025, our early thinking is for organic growth similar to the brokerage segment, call it in that 6% to 8% range.

Turning now to Page 6 of the earnings release and the corporate segment shortcut table. In total, adjusted third quarter numbers for interest in banking, clean energy and acquisition costs came in within our September IR Day expectations. The corporate line of the corporate segment was below our expectations due to approximately not -- due to approximately $9 million of additional unrealized non-cash foreign-exchange remeasurement expense that developed during September and wasn't included in our IR Day forecast. After tax, call it, about $0.03. That has already reversed here in October. So it really is a non-cash nothing in our opinion, but the accounting does cause some noise.

Let's now move to the CFO commentary document. Starting on Page 3, modeling helpers. There's no new news here other than FX, so just consider these updated revenue and EPS impacts as you update your models.

Turning to the Corporate segment on Page 4 of the CFO commentary document, no change to our outlook for fourth quarter.

Flipping now to Page 5 to our tax credit carryforwards shows $796 million at September 30, while this benefit won't show up in the P&L, it does benefit our cash flow for the next few years, which helps us fund future M&A.

Turning to Page 6, the investment income table, we are now embedding 225 basis point rate cuts in the fourth quarter of 2024 and have updated our estimates in this table for current FX rates. Punchline here is our fourth quarter estimate does not change much from what we provided at our September IR Day.

Shifting down that page to the rollover revenue table, the third quarter 2024 column sub-total is a $111 million and $141 million before divestitures. These are consistent with our September IR Day expectations. Looking forward, the pinkish columns to the right include our estimated revenues for brokerage M&A through -- closed through yesterday. So just a reminder, you'll need to make a pick for future M&A. And when you move down on that page, you'll see risk -- the risk management segment rollover revenues for fourth quarter 2024 are expected to be approximately $15 million.

So moving to cash, capital management and M&A funding. Available cash-on-hand at September 30 was about $1.2 billion. Considering this balance and our strong expected free cash flow, we are in an excellent position to fund our robust pipeline of M&A opportunities here in 2024. We currently estimate capacity of around $3 billion for M&A here in 2024 and is looking like we could have another $4 billion to fund M&A in 2025, all while making solid -- maintaining a solid investment-grade rating.

So it's another excellent quarter in the books. Through the first nine months of the year for our combined brokerage and risk management segments, we have delivered revenues up 16%, organic growth of 8%, net earnings up 20%, adjusted EBITDAC up 18%, and adjusted EPS up 17%. Those are terrific numbers and reflect an unstoppable culture. We are well on our way to another great year of financial results. Hats off to the team for all of their hard work.

So back to you, Pat.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Thanks, Doug. And operator, if we could go to questions and answers, please.

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J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Sure. Thank you. The call is now open for questions. [Operator Instructions] Our first question comes from the line of Mike Zaremski with BMO Capital Markets. Please proceed with your question.

Mike Zaremski
Analyst at BMO Capital Markets

Hey. Thanks for the questions. First one is on the bridge from -- in the brokerage segment from 3Q organic to 4Q organic to kind of at the 2-point uplift sequentially. Is -- are you saying most of that is life insurance? And if not, it sounds like RPC was still, you know, kind of more muted. But are you saying RPC is kind of -- is lifting off into -- is trending higher in -- into 4Q? Just trying to understand some of the pieces there.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

All right. So I think when you re -- renewal premium changes is what you're referring to as RPC, I'm assuming. We're not seeing underlying that our rates that what we're seeing for rates are not different all that much in the third quarter at all compared to what we saw in the first two quarters. And I think you're seeing that in a lot of the carrier releases right now too. So rates for the fourth quarter, we're assuming about the same as what we're seeing here in the third quarter, which is the same as in the first and the second.

As for the increase next quarter, yes, we are getting about 1 point of additional organic growth from the life insurance sales. But when you bake all this in, we think that it's we're running around 7.5% in our business right now. That's the underlying growth when you take out the puts and takes quarter-to-quarter, we're nicely in that 7% to 8% range.

Mike Zaremski
Analyst at BMO Capital Markets

Yeah. Okay. Got it. So no -- no other seasonality or anything there. Okay.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Well, we are a little slow in the fourth quarter. That -- it's not as big a quarter for reinsurance for us, and that has been a -- an organic leader over the last couple of years. So yes, we do have a little bit of that impact because we're not so heavily weighted in the fourth quarter to reinsurance.

Mike Zaremski
Analyst at BMO Capital Markets

Okay. All right. That makes sense. Okay. And switching gears a bit to, I guess the margins or just if I look at fiduciary investment income, it looks like it was much better thanexpected, but I think you're guiding down. And what caused the spike and why -- and why is it expected to go back down?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Well, I think you have to look at our premium funding business there. So when you take a look at the -- the table on Page 6 of the - of the earnings release, I don't think we've changed our estimates all that much for the -- excuse me, of the CFO comp here. I don't think we've changed all our comments all that much for the fourth quarter.

Mike Zaremski
Analyst at BMO Capital Markets

Okay. Okay. Got it. Okay.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah, we also realize there can be some times where we have obviously fluctuations in our fiduciary cash balances too that can impact that number?

Mike Zaremski
Analyst at BMO Capital Markets

Okay, got it. And I guess just, Doug, as a follow up to some of the comments you made earlier on renewal price change. So actually from a number of the carriers we've seen so far, we have seen an uptick on the casualty side in terms of pricing. And I know in the past too, you guys have had a view that what you're seeing -- hearing from carriers is that there is -- you know, they're under-earning on some of the major casualty lines. So is -- is that still kind of in your thought process as you think to that you gave us some tidbits on how 2025 could play out that there could be some price hardening on the -- on the casualty side?

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

There's definitely some price concern on casualty across the board. And I don't know if that will filter into discipline on their part to continue to take it up more than we're presently seeing. But as you heard us earlier, umbrella is presently rising at about 10%. The only line in casualty seems to have a difficult time finding bottom is D&O. The rest, however, are showing strength.

Mike Zaremski
Analyst at BMO Capital Markets

Yeah. Thank you.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Yeah, listen, I just got one number here. Our US business, the -- you know, our casualty lines are up a full point third quarter versus second quarter.

Mike Zaremski
Analyst at BMO Capital Markets

Thank you.

Operator

Our next question is from the line of Rob Cox with Goldman Sachs. Please proceed with your questions.

Rob Cox
Analyst at The Goldman Sachs Group

Hey, thanks. And so appreciate all the guidance on the brokerage organic. I was just curious about the components. I think in the beginning of this year, you guys had talked about maybe it was a third, a third, a third exposure new business and pricing. I was just curious how you guys expect that might unfold in 2025.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Well, I think it's going to be half new business in excess of loss business and I think that it's going to split the rest of it between exposure and rate.

Rob Cox
Analyst at The Goldman Sachs Group

Okay, got it. That's helpful. Yeah, just curious, maybe it's a little bit tough to go through all the comments, but it seemed like maybe international retail decelerated a little bit more than the US this quarter. I guess, I was just curious also on your views between international and US retail going into next year.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Well, I think that you're going to see strong international growth. That's where our strongest component is right now, and that does not seem to be backing off. So if you look at our prepared remarks, we talked about the fact that we're -- a good part of our growth this quarter was international considering finance.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah. I mean, our Australia and the New Zealand operations killed it this quarter. So they're up nicely. Canada is a little flattish. I mean, if you...

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Yeah.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

...want to do that. If you look at the UK, there's a mix issue there in the third quarter also that you just see there. But by and large, I wouldn't say that there's tatters anywhere that -- that are causing us concern.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

International is up 10% this quarter and Doug's comment is right, the -- led by New Zealand and Australia.

Rob Cox
Analyst at The Goldman Sachs Group

Thanks, guys. Appreciate it.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Thanks.

Operator

The next question is from the line of Elyse Greenspan with Wells Fargo. Please proceed with your questions.

Elyse Greenspan
Analyst at Wells Fargo & Company

Hi. Thanks. Good evening. My first question on -- embedded within your fourth quarter guidance, the 8% brokerage organic. Is there any assumption for an impact on continued commissions from the recent storms?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah. We don't think we're going to be heavily impacted maybe a couple of million bucks from the storms, but that wouldn't move that, maybe it moves it 10 basis points.

Elyse Greenspan
Analyst at Wells Fargo & Company

Okay. And then within the guidance, right, I think you guys said 6% to 8% brokerage for next year. Are you assuming -- you know, what are you assuming for the benefits business, right? I understand there was some seasonality this year. Are you just assuming it's kind of in line with the rest of the segment? I know you typically wait a little longer to give the by segment guidance, but just because that's brought on some volatility this year, I wanted to get a sense of where you think that will, you know, head next year.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Listen, if you -- Elyse, if you want to pick the midpoint of that range, maybe benefits is around 5% and reinsurance is around 9%, something like that when you're looking for a couple of points on either side of the midpoint.

Elyse Greenspan
Analyst at Wells Fargo & Company

For next year?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah, for next year.

Elyse Greenspan
Analyst at Wells Fargo & Company

Okay. And then, you know, with the -- with the M&A, I know like deal flow rate has probably been -- been a little bit lighter through the first three quarters, right, than what we've seen in prior years. Do you guys think just given it's a presidential election year, has that caused, I guess, a slowdown in just the closing of transactions? And are you expecting, you know, more activity in the fourth quarter, early next year? How do you guys see things on that front?

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Well, I think if you take -- Elyse, this is Pat. If you think -- if you look at the general marketplace in terms of acquisitions, there's been a bit of a slowdown in general across the board for the last year. And we've got a great pipeline. In my experience, we've got one of the best pipelines we've ever had. So I think that possibly when the discomfort, if you want to call it that, or concentration on this election finally ends. Clearly, if the Democrats get in, I think, there could be a rush for the door. I don't know if -- what happens in the -- in the case the Republicans win. But at any rate, I think when things settle out, we do think there'll be continued great opportunity and I do think that there'll be a return to a little bit more robust market.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah, I think we're going to be -- I think if you look at it year-to-date in 2020 and 2021, we were closing around 17, in 2022 we closed 19, year-to-date 2024 we're at 27. You know, last year, we closed 37 year-to-date on these tuck-in deals acquisitions. So it was a little slower this quarter, but I think as you heard from Pat's pretty detailed comments, our pipeline is terrific right now.

Elyse Greenspan
Analyst at Wells Fargo & Company

And then one last one on like that corporate line within the corporate segment, Doug, I thought you said that it was worse right than September IR Day because of the FX remeasurement, but that reversed in the fourth quarter. But then the Q4 guide for corporate didn't change. Are you just not modeling that in yet?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah, that's a good point. We might be a little bipolar on that. We might have been able to schedule a couple of extra pennies on that line for the -- for the reversal of what we saw at the end of the third quarter, but that bounces around quite a bit. So I think that we'll see what happens. Again, and so we just didn't feel like for a couple of pennies is worth changing that number.

Elyse Greenspan
Analyst at Wells Fargo & Company

Okay. Thank you.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Thanks, Elyse.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Thanks.

Operator

The next question is from the line of Gregory Peters with Raymond James. Please proceed with your questions.

Gregory Peters
Analyst at Raymond James

Yeah. Hi. Good afternoon, everyone.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Hi, Greg.

Gregory Peters
Analyst at Raymond James

Just building on your -- yeah, building on your last answer on acquisitions, one of the things that struck out or stuck out to me, I should say, is when I was going through the supplement was the weighted average multiple for tuck-in pricing of acquisitions came down a lot in the third quarter. Is there any -- maybe you can just help me understand what happened, why the multiple came down because I don't feel like multiples are coming down in the marketplace.

And Pat, in your prepared remarks, you seem to emphasize your price discipline a little bit more than usually referenced in talking about tuck-in acquisitions.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Yeah. When we prepared the remarks, Greg, we did -- we did discuss whether in the past, we've been undisciplined. Yeah, well, I said no...

Gregory Peters
Analyst at Raymond James

Yeah. Well, I understood.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Yeah. No, I think it's just a good reminder. We have a lot of people listen to these calls, our own people included, and this is a theme for us that we want to do great deals at the right price. We've done that now for a good 30 years. And it's just a reminder to our own folks and to -- and to our listeners that we do a lot of acquisitions. We try to maintain a good discipline around the pricing, and we seem to strike a fair balance between that and the great people that join us.

Gregory Peters
Analyst at Raymond James

And then the multiple for the third quarter acquisitions came down materially. It's like I felt like I took a step back in time.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah. I think -- one of those acquisitions was not priced, what I would say, it was priced a little under market because we have some opportunity to help it get better.

Gregory Peters
Analyst at Raymond James

Okay. Another sort of nitpicking item. You know, you were going through your -- your earnings press release and I was going through the adjustments to earnings, you know, to get to your adjusted EBITDAC on Page 5 of brokerage. And one of the things that stuck out to me is just the huge jump up in workforce and lease termination-related charges in the year, this year versus last year, and the third quarter versus the third quarter last year. Is there something going on, you know, on a bigger scale? Is this -- is this more offshoring that's going on or maybe you could just help I know it's a small item inside your income statement, maybe you could just give us a sense of what's going on there, please?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah, listen, Greg. I'm sorry, Pat.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

And so I was just going to say, Greg, you hit on the offshoring thing is really continues to be a very strong play for us. And if you'll recall years ago, we started with a very small group. We're 12,500 people strong there now. And as we do acquisitions and go across the board illustrating the type of quality and the speed with which we can do things like issue certificates, there's pretty quick adoption. It's pretty good.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah, I think you're seeing -- Greg, you're starting to see the flywheel of just getting stronger and stronger as we benefit from scale, we benefit from technologies that we're deploying and we're benefiting from our offshore centers of excellence. It just, you know, gives us an opportunity to continue to optimize our workforce. And so I think you're seeing that this quarter, yeah, popped up a little bit because we have some opportunities to optimize our workforce. So you'll see that from time-to-time.

Gregory Peters
Analyst at Raymond James

Great. And then just step-back macro question, and this will be the last one. You know, I know your -- your commercial customers set their budgets for the year. In the past, given the robust rate increases that you've had to sell, it seems like the market is beginning to stabilize a little bit more than, say, for it was two years ago. How are the budgets -- when you hear from your customers, how are the budgets changing for their insurance spend? Is it as you see more flat budgets? Are you still seeing them assume increases?

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

No.

Gregory Peters
Analyst at Raymond James

Give us a sense of what's going on there?

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Really not flat, Greg, yeah, two -- for two reasons. Exposure units, thankfully, are continuing to grow. Our -- that's why we go through our daily review of the things that are coming through audits, et cetera. We're seeing a robust economy, and that's clearly in a big part of the middle-market. And so from SME all the way through large accounts, we've got the data on that. People are expanding their exposure units. So budgets are going up. Secondly, we are very, very cautious. We are not leading customers to believe that there's any kind of nirvana relative to rates. That is not what's happening.

We show them our detail that we go over with you quarterly. Property is up 4%, general liabilities up 6%. You may not deserve that, that may not hit your P&L, but on the other hand, you may deserve 25% [Phonetic], and this is a rational market and we got to talk through that, which leads us right into discussing how much you retain, what you -- what you bring back into the coverage stack that you might not have had before. And that's where the real strength and art of being a broker is, is understanding that appetite for risk that each individual account has working with those primary buyers to decide how they're going to get their best spend. And it's not a discussion all-around rate by any means.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah, I think if you take the chaos out of the pricing cycle and have this rational pricing cycle that we're seeing right now, our guys will show the tools and capabilities that we have and that will shine through and differentiate ourselves. That's why when I said before that I see a better new business versus loss business year next year than we've even seen in the last couple of years. And by the way, to that point, Greg, we can take clients into our data now and I think you know this. We can say clients like you buy this and their quotes and cover looks like this, and by the way, their costs are this. Well, why is that? Think about selling or buying a house on the street. One has been taken care of, it looks pretty darn good, it has street appeal. The other looks like junk. Guess who gets a better price. Why don't we try to get you looking more like the house on the street people want to buy? And that back to my point of art is what it's all about to be a good broker. And that's why when we get a rate environment like this, I feel very confident talking to our salespeople about we better see some increased sales folks. Let's go.

Gregory Peters
Analyst at Raymond James

Fair enough. Thanks for the answers.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Thanks, Greg.

Operator

The next question is from the line of Dean Criscitiello with KBW. Please proceed with your question.

Dean Criscitiello
Analyst at KBW

Hi. I was hoping if you guys could provide maybe some additional color on the sequential decrease in the organic growth in Brokerage, especially in the context of that, you know, renewal premium change holding up pretty strong sequentially.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Well, listen, I think, I said earlier that, our first quarter is strong, because it's a heavy reinsurance quarter, right? We've talked about some of the life insurance being a little lumpy. But if you bounce those two things out of there a little bit, again, we're running around 7.5% organic growth each quarter. So while it looks like that on the face, yes, we're at 6% now, but we warned that there was a 4 [Phonetic] point of headwind against that.

Also, we're not seeing substantial rate differentials, you know, rates between the quarters. So really underline it when you carve out the seasonality of a couple of our businesses, some of the mixed differences between when property renews versus when casually renews, the life lumpiness. You got to take our word for it. It's pretty steady underlying other than that, you know, those things that I've said. So it's pretty steady right now underlying.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Yeah. And if you want to go back three years or four years, D&O was up 300%. So by line, by geography, these rates do make a difference. They move. So we're not seeing a D&O renewal anywhere near the 300%. In fact, there -- it's off 5% or 6%. So the percentages do move. This is not an environment where you say for the next 10 years, good news is it's 4% a quarter, bing, bang, boom.

Dean Criscitiello
Analyst at KBW

Got it. And that makes sense. And then my -- my second one, a few of your competitors have made some large acquisitions to help, improve their middle market capabilities. And I was wondering what implications do you think that have on the competitive environment going forward, sort of being that you guys are, you know, a dominant player in that space?

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

I don't think it has any impact, to be perfectly blunt, on our business at all.

Dean Criscitiello
Analyst at KBW

Okay. Thank you.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Thanks, Dean.

Operator

The next question is from the line of Mark Hughes with Truist Securities. Please proceed with your questions.

Mark Hughes
Analyst at Truist Securities

Yeah. Thank you and good afternoon. Doug, did you give early margin thoughts for 2025 for Brokerage and Risk Management?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

I have not. I will in December as we go through the budget. But I will say this, you know, we post 6% to 8% organic growth next year. It's there, Mark. There's an opportunity for us to continue to get better. Our scale advantages are coming through our technologies using the offshore centers of excellence. It still gives us an opportunity in an environment that we're seeing with current wage inflation, with current inflation in the other categories of our spends, that we continue to have opportunities to get better and better. And when you're -- when you're punching out 6% to 8% organic growth, the underlying margins will absolutely have opportunity for expansion.

Mark Hughes
Analyst at Truist Securities

Yeah. Very good. And then the -- did you give organic, broken out by the wholesale components and then reinsurance? I think you might have given those collectively at up 8%. But do you happen to have the components of that?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah, you know, listen, some of like our affinity businesses might be at 12%. Some of our program businesses might be around that 6%. I think our open brokerage is, you know, somewhere around 9% -- 8% or 9%. The reinsurance is somewhere around 8% or 9% this quarter. So I would say other than a couple, maybe the affinity business is just a little better this quarter and maybe the program business is just a little below that 8%. But the reason why we lumped them together and it was just to shorten the script, but, you know, there's not a lot of difference when you're looking at, you know, around 8%.

Mark Hughes
Analyst at Truist Securities

Understood. And then any comment, Pat, on the mixed shift out of admitted into the E&S line?

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Yeah. I think it's very -- it's a really interesting one, Mark. I think we're seeing continued tremendous submission supply into our wholesaling operation RPS that has not slowed down, which is -- which is really interesting and we are not seeing accounts flowing back to the primary market in any great extent. So the excess and surplus market, which we know has gobbled up a big chunk of the P&C market over the last 5 years, 10 years, seems to be continuing its growth, and it's maintaining its -- maintaining its accounts.

And I think that's, we've got people in RPS that bring more than just pricing to the deal. There's a lot of expertise there. There's a lot of layering and structuring that goes into some of these deals with your local retailer, ourselves included, quite honestly, 50% of our wholesale business goes to RPS. That's for a reason. And so I think it's both professional capabilities, as well as market access, and that mark -- that market is still growing nicely.

Mark Hughes
Analyst at Truist Securities

Thank you very much.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Thanks, Mark.

Operator

Our next question is from the line of Alex Scott with Barclays. Please proceed with your question.

Alex Scott
Analyst at Barclays

Hi. Thanks for taking my question. So, I mean, when I hear what you're saying about reinsurance and the strength and growth there, the wholesale business, you know, seems like it's growing very nicely as well. When I look at the 6% and I guess run rating closer to 7% and change, but does that mean, you know, I guess, it obviously means that the businesses other than reinsurance and wholesale, like the more core retail is doing something lower. Is there anything, you know, that's causing some of the price there to not flow through? Is that just maybe some of the property deceleration we saw? I'm just trying to understand, that piece of it specifically. What are some of the trends you're seeing in puts and takes headed into next year for the core retail piece of it?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah. Always keep in the back of your mind our benefits business. That business is running around 5%. Take out the large life cases and stuff that bounce around a little bit. So as that -- as you think about those that are above that, 7% range. Yeah, you've listed them, but you also have to remember that the benefit businesses naturally runs down below that, that level. Some of our actuarial services businesses run a little bit lower than that. But as I look across the organic, across all the operating, we mentioned that Canada was about flat. But by and large, there's a few that offset each other. But it's not like there's any one particular area that is systemically running below that level right now.

Alex Scott
Analyst at Barclays

Got it. And then maybe if we can go back to reinsurance, I mean, the growth rate you're anticipating sounds pretty robust there despite the flight pricing. And I just want to see if you could add some color around that. I mean, does that have to do with demand? Can you talk a bit about what you're seeing in terms of your clients' demand for reinsurance?

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Yeah. I think demand seems very, very strong, which is good news for us. Also, I think our level of expertise in helping clients in a -- in a market environment where there is capacity and they can move around how they -- how they play in that capacity. It's a very strong demand for -- for our consulting capabilities around reinsurance. And what's the next move for the carriers that are our customers?

So you have both. You've got -- you've got demand. I think you have more utilization. There's strong growth at the primary level and all of that flows up into the funnel for reinsurance. And as one of the Top 3 players in that business, we have a lot of good prospects on the list.

Alex Scott
Analyst at Barclays

Great. Thanks for the responses.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Sure. Thanks, Alex.

Operator

Our next question is from Katie Sakys with Autonomous Research. Please proceed with your question.

Katie Sakys
Analyst at Autonomous Research

Hi. I apologize. Thank you for the question, and there might be some background noise. There's a fire drill going on right now. I want to circle back to the subject of valuations. You're thinking about acquisitions in the middle market that are really concentrated in excess of $15 million of revenue. We've seen a couple of those lately. And the multiples on those deals have been a lot higher than we've seen in the past. I was curious how that compares to what you guys are seeing for those larger middle market deals and whether your appetite to participate in larger acquisitions has shifted at all?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Listen, I think that there's no question the larger you are, probably the higher the multiple might be for somebody that's out there looking for an opportunity. But, you know, when we look at our tuck-in acquisitions, I think that people understand that we'll pay a fair price. And the advantage is they get to stick with us. They get to come in and they get to work inside of a broker. It's a broker selling to a broker.

They understand that if they decide to take our stock, that they get to participate in equal form as you do, as I do, as Pat does, everybody else in this room. It's one stock for every person. They get our resources. They get to put their employees and their clients into a -- an environment where actually joining us is going to deliver considerably more career value and more insurance value to their customers.

So many times they look at it and they say that they get the opportunity to continue on doing what they're going to do and so they get excited about a 10, 11 or 12 multiple. That's the reality about it, as they're making a great return for their family, and they know they get to continue doing it with us for as long as they would like to do in their career, and that's valuable to them too. Don't forget that.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Let's also take a look at the landscape, and we don't talk about this, I think, enough because the big deals get big headlines and they are big platforms. We estimate there's 29,000 agents and brokers in America. Last year, business insurance -- last July, business insurance ranked the Top 100 in the United States. Number 100 did $30 million in revenue. So there's 28,900 brokers in America. That's firms, not people, that are out there trading. And that's why we say 90% of the time, which continues to be consistent over the last decade, when we compete in the marketplace, we're competing with somebody smaller. And it's probably less than 10% of the time, really, that we're competing with Marsh and Aon, who are the only larger brokers in the world today. It's not that we don't compete. We do There's a robust market at the top end.

When you think about that, we can use our funds, as Doug says, at lower multiples. We can have 100 of these opportunities in our pipeline. We can be pricing out 70 of them and possibly put on a $1 billion of revenue with people that want to join us, haven't joined somebody else, want to bring their culture and their people aboard a culture that fits and matches theirs. As Doug said, a Brokerage run by brokers. It doesn't get the press, but it seems like a pretty good strategy and a good use of our cash does.

Katie Sakys
Analyst at Autonomous Research

Got it. Thank you so much for the color.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Yeah. You better evacuate, Katie.

Operator

Our next question is from the line of David Motemaden with Evercore ISI. Please proceed with your question.

David Motemaden
Analyst at Evercore ISI

Hey. Good evening. I just had a question in Brokerage and the contingents were up 24% on an organic basis. I was wondering if you could just talk about what was driving that in the quarter.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah. Listen, I think that when you're talking about that, it's another $7 million or $8 million of where it developed from. We just had, you know, between our benefits business and our US Retail business, that's where we picked up a few extra contingents in the quarter or our estimation for those contingents in the quarter. So there was nothing special in there. And again, we might give a couple million of that back next quarter because of the -- of the storms and floods, but by and large, it -- I would say around the -- around the possibility of what could have happened there, it was a few million dollars in both of those businesses.

David Motemaden
Analyst at Evercore ISI

Got it. Okay. That's helpful. And then I guess just a -- just a bigger picture question. I heard the commentary on the term sheets being prepared or that -- you know, in the process of getting signed with $700 million of revenues. Do you have any stats historically on just how many of those are closed, like what percentage of those closed in the -- in the next year? Just to help us level set how much the contribution could be going forward?

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

I really don't. Here's the thing. Every one of these is a very interesting story unto itself. You've heard me say, I mean, I think the longest time we spent talking to a client, talking to a prospect and getting to know each other was 20 years. So sometimes they happen in a quarter. Sometimes they take a couple of years.

And but when we get to pricing and we get to putting together a letter of intent, we're getting serious. And that's a deal that's going to get decided in the next six months. So I don't really have a stat on how many of those do close, how many don't. It's a full-on sales process. It's just like selling insurance, frankly. If you don't have a lot in the hopper, you're not going to close a lot.

David Motemaden
Analyst at Evercore ISI

Yeah. No, no...

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

We feel very good -- with that we feel very good about these 60. You can ask me this every quarter and I will try to give some color. Right now, we feel very good about -- we feel very good about the deals that we're proposing right now. I would think we'd have a good shot at an awful lot of those.

David Motemaden
Analyst at Evercore ISI

Okay. That's good to hear. And then just finally, so it sounded like the US Retail, P&C organic, it sounded like that slowed a little bit. I think it was 5%, if I heard that right, and I think it was 6% last quarter. Was that -- was that just the large account property business that you were talking about that has reaccelerated here in the fourth quarter?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah. Listen, I'm -- listen I'm just looking at my sheet here. If it moved, it moved a 0.5 point one way or another. We did have more. First quarter was just a little bit better than that, but second quarter is about the same number as what we've got right now.

David Motemaden
Analyst at Evercore ISI

Great. Thank you.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Thanks, David.

Operator

Our next question is from the line of Grace Carter with Bank of America. Please proceed with your question.

Grace Carter
Analyst at Bank of America

Hi, everyone. I was hoping we could talk about the contingents a little bit more. Just given the ongoing conversation around the casualty market, I was wondering just how you all are thinking about any potential risk of maybe some of the pressures from the casualty line that we saw in contingents last quarter resurfacing over in the next few months?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

You know, if it did, we're talking a few million bucks. I mean, I wouldn't -- I wouldn't call that as being a systemic issue that we're going to have to face. Just like with the storms, it's a few million. There are some corridors, that -- we do have caps in our contingents. And so sometimes, if there is -- if the carriers have, let's say, maybe loss -- more losses than they had hoped, it may still let us get to our full contingent level because there's caps on that.

So, right now, we're not seeing a lot of pressure from that, and not only in our past book, but as we look forward in the book. And if carriers continue to strengthen their casualty rates the way they have been and what they're saying -- and what we're hearing from them, and what we're reading about what they're saying, it should maintain our contingent level also.

Grace Carter
Analyst at Bank of America

Thank you. And just a quick follow up on the lumpy life sales. If I'm understanding correctly, you all are expecting pretty much all of the timing issue to work itself out in 4Q or should we expect any sort of kind of lagging impact from that in early 2025 as well?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah, what I said is already here in October, we have recouped half of what had been the timing that had come out of this first quarter and second quarter, excuse me, second quarter and third quarter. So we're going to pick up. We -- so far, it's half. We think that we've got a pipeline maybe to recover it all between now and the end of the year and then we'll start over again. Just like every other sales organization, we got to start over next year and go out there and see if we can gin up some opportunities. But this product is becoming more and more necessary for many not-for-profits in order for them to be competitive in their executive benefit package. So this is a product that we think has long legs over the -- over the next many years --, you know, several or many years.

Grace Carter
Analyst at Bank of America

Thank you.

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Thanks, Grace.

Operator

Thank you. Our last question is from the line of Mike Zaremski with BMO Capital Markets. Please proceed with your question.

Mike Zaremski
Analyst at BMO Capital Markets

Oh, great. Just a quick follow up on life insurance. So just a ballpark, what percentage of your brokerage revenues are life insurance and I don't know if you want to break it out into this new product that might be more lumpy or just growing faster over time than just, you know, traditional life?

Douglas K. Howell
Chief Financial Officer at Arthur J. Gallagher & Co.

Yeah, the lumpy business that we're talking about is about $125 million business.

Mike Zaremski
Analyst at BMO Capital Markets

Okay. Okay. Then, okay, that helps explain why it could move organic by that much. Okay. Thank you. That's all.

J. Patrick Gallagher, Jr.
Chairman of the Board and Chief Executive Officer at Arthur J. Gallagher & Co.

Thanks, Mike. I think that's it, Operator. Thank you again, everyone, for joining us this afternoon. We had an excellent third quarter and we're well on our way to delivering another excellent year of financial performance. I'd like to thank our 55,000 colleagues around the globe for their hard work and dedication to our clients. We look forward to speaking with you again in-person at our December Investor Meeting in New York City. Thank you very much for being with us this evening. We'll talk to you then.

Operator

[Operator Closing Remarks]

Corporate Executives
  • J. Patrick Gallagher, Jr.
    Chairman of the Board and Chief Executive Officer
  • Douglas K. Howell
    Chief Financial Officer

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