Item 8. Consolidated Financial Statements and Supplementary Data

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Item 8. Consolidated Financial Statements and Supplementary Data

Index to Consolidated Financial Statements and Schedule




Verisk Analytics, Inc. Consolidated Financial Statements as of December 31, 2018 and 2017 and for the Years Ended December 31, 2018, 2017 and 2016.
Management’s Report on Internal Control over Financial Reporting	53
Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting	54
Report of Independent Registered Public Accounting Firm	56
Consolidated Balance Sheets	57
Consolidated Statements of Operations	58
Consolidated Statements of Comprehensive Income	59
Consolidated Statements of Changes in Stockholders' Equity	60
Consolidated Statements of Cash Flows	61
Notes to Consolidated Financial Statements	63
Financial Statements Schedule
Schedule II, Valuation and Qualifying Accounts and Reserves	104

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the financial statements for external purposes in accordance with U.S. generally accepted accounting principles. Because of its inherent limitations, a system of internal control over financial reporting can provide only reasonable assurance and may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that internal control may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework set forth in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

Based on this assessment, management concluded that our internal control over financial reporting was effective at December 31, 2018.

Management excluded from its assessment the internal control over financial reporting for our acquisitions in 2018 (See Note 10. of our consolidated financial statements included in this annual report on Form 10-K). The excluded financial statements of these acquisitions constitute approximately 0.4% of total assets (excluding goodwill and intangible assets which were integrated into the Company's systems and control environment) and 0.5% of revenues collectively included within our consolidated financial statements as of and for the year ended December 31, 2018. Due to the timing of the acquisitions, management did not assess the effectiveness of internal control over financial reporting for these acquisitions.

Deloitte & Touche LLP, the independent registered public accounting firm that audited the consolidated financial statements included in this annual report on Form 10-K has also audited the effectiveness of our internal control over financial reporting as of December 31, 2018, as stated in their report which is included herein.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of Verisk Analytics, Inc.

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Verisk Analytics, Inc. and subsidiaries (the "Company") as of December 31, 2018, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2018, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2018, of the Company and our report dated February 19, 2019, expressed an unqualified opinion on those financial statements.

As described in Management’s Report on Internal Controls over Financial Reporting, management excluded from its assessment the internal control over financial reporting at Marketview Limited, which was acquired on January 5, 2018, Business Insight Limited, which was acquired on February 21, 2018, Validus-IVC Limited, which was acquired on June 20, 2018, and Rulebook, which was acquired on December 14, 2018 (collectively the “2018 acquired businesses”). The financial statements of the 2018 acquired businesses constitute 0.4% of total assets (excluding goodwill and intangible assets which were integrated into the Company's systems and control environment) and 0.5% of revenues collectively of the consolidated financial statement amounts as of and for the year ended December 31, 2018. Accordingly, our audit did not include the internal control over financial reporting at the 2018 acquired businesses.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Controls over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP

Parsippany, New Jersey

February 19, 2019

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of Verisk Analytics, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Verisk Analytics, Inc. and subsidiaries (the "Company") as of December 31, 2018 and 2017, the related consolidated statements of operations, comprehensive income, changes in stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2018, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2018 and 2017, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2018, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2018, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 19, 2019, expressed an unqualified opinion on the Company's internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ Deloitte & Touche LLP

Parsippany, New Jersey

February 19, 2019

We have served as the Company's auditor since 2001.

VERISK ANALYTICS, INC

CONSOLIDATED BALANCE SHEETS

As of December 31, 2018 and 2017



	2018			2017

	(in millions, except for share and per share data)
ASSETS
Current assets:
Cash and cash equivalents	$	139.5		$	142.3
Accounts receivable, net		356.4			345.5
Prepaid expenses		63.9			38.1
Income taxes receivable		34.0			28.8
Other current assets		50.7			42.9
Total current assets		644.5			597.6
Noncurrent assets:
Fixed assets, net		555.9			478.3
Intangible assets, net		1,227.8			1,345.3
Goodwill		3,361.5			3,368.7
Deferred income tax assets		11.1			15.9
Other assets		99.5			214.5
Total assets	$	5,900.3		$	6,020.3
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	263.5		$	225.4
Short-term debt and current portion of long-term debt		672.8			724.4
Deferred revenues		383.1			384.7
Income taxes payable		5.2			3.1
Total current liabilities		1,324.6			1,337.6
Noncurrent liabilities:
Long-term debt		2,050.5			2,284.4
Deferred income tax liabilities		350.6			337.8
Other liabilities		104.0			135.1
Total liabilities		3,829.7			4,094.9
Commitments and contingencies
Stockholders’ equity:
Verisk common stock, $.001 par value; 2,000,000,000 shares authorized; 544,003,038 shares issued and 163,970,410 and 164,878,930 shares outstanding, respectively		0.1			0.1
Additional paid-in capital		2,283.0			2,180.1
Treasury stock, at cost, 380,032,628 and 379,124,108 shares, respectively		(3,563.2	)		(3,150.5	)
Retained earnings		3,942.6			3,308.0
Accumulated other comprehensive losses		(591.9	)		(412.3	)
Total stockholders’ equity		2,070.6			1,925.4
Total liabilities and stockholders’ equity	$	5,900.3		$	6,020.3

The accompanying notes are an integral part of these consolidated financial statements.

VERISK ANALYTICS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

For The Years Ended December 31, 2018, 2017 and 2016



	2018			2017			2016

	(in millions, except for share and per share data)
Revenues	$	2,395.1		$	2,145.2		$	1,995.2
Operating expenses:
Cost of revenues (exclusive of items shown separately below)		886.2			783.8			714.4
Selling, general and administrative		378.7			322.8			301.6
Depreciation and amortization of fixed assets		165.3			135.6			119.1
Amortization of intangible assets		130.8			101.8			92.5
Total operating expenses		1,561.0			1,344.0			1,227.6
Operating income		834.1			801.2			767.6
Other income (expense):
Investment income and others, net		15.3			9.2			6.1
Interest expense		(129.7	)		(119.4	)		(120.0	)
Total other expense, net		(114.4	)		(110.2	)		(113.9	)
Income before income taxes		719.7			691.0			653.7
Provision for income taxes		(121.0	)		(135.9	)		(202.2	)
Income from continuing operations		598.7			555.1			451.5
Discontinued operations:
Income from discontinued operations (Note 11)		—			—			253.0
Provision for income taxes from discontinued operations		—			—			(113.3	)
Income from discontinued operations		—			—			139.7
Net income	$	598.7		$	555.1		$	591.2
Basic net income per share:
Income from continuing operations	$	3.63		$	3.36		$	2.68
Income from discontinued operations		—			—			0.83
Basic net income per share	$	3.63		$	3.36		$	3.51
Diluted net income per share:
Income from continuing operations	$	3.56		$	3.29		$	2.64
Income from discontinued operations		—			—			0.81
Diluted net income per share	$	3.56		$	3.29		$	3.45
Weighted average shares outstanding:
Basic		164,808,110			165,168,224			168,248,304
Diluted		168,297,836			168,688,868			171,171,572

The accompanying notes are an integral part of these consolidated financial statements.

VERISK ANALYTICS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For The Years Ended December 31, 2018, 2017 and 2016



	2018			2017		2016

	(in millions)
Net income	$	598.7		$	555.1	$	591.2
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment		(154.1	)		227.0		(395.6	)
Unrealized holding gain on available-for-sale securities		—			0.4		0.3
Pension and postretirement adjustment		(24.8	)		11.1		(13.5	)
Total other comprehensive (loss) income		(178.9	)		238.5		(408.8	)
Comprehensive income	$	419.8		$	793.6	$	182.4

The accompanying notes are an integral part of these consolidated financial statements.

VERISK ANALYTICS, INC.

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

For The Years Ended December 31, 2018, 2017 and 2016



	Common Stock Issued				Additional Paid-in Capital			Treasury Stock			Retained Earnings		Accumulated Other Comprehensive Losses			Total Stockholders’ Equity
		Par Value

	(in millions, except for share data)
Balance, January 1, 2016	544,003,038		$	0.1	$	2,023.4		$	(2,571.2	)	$	2,161.7	$	(242.0	)	$	1,372.0
Net income	—			—		—			—			591.2		—			591.2
Other comprehensive loss	—			—		—			—			—		(408.8	)		(408.8	)
Treasury stock acquired (4,325,548 shares)	—			—		—			(333.3	)		—		—			(333.3	)
KSOP shares earned (181,198 shares reissued from treasury stock)	—			—		13.2			1.3			—		—			14.5
Stock options exercised, including tax benefit of $22.1 (1,409,803 shares reissued from treasury stock)	—			—		56.2			10.2			—		—			66.4
Restricted stock lapsed, including tax benefit of $1.2 (169,365 shares reissued from treasury stock)	—			—		—			1.2			—		—			1.2
Employee stock purchase plan (29,867 shares reissued from treasury stock)	—			—		2.1			0.2			—		—			2.3
Stock based compensation	—			—		29.9			—			—		—			29.9
Net share settlement from restricted stock awards (38,250 shares withheld for tax settlement)	—			—		(3.1	)		—			—		—			(3.1	)
Other stock issuances (26,106 shares reissued from treasury stock)	—			—		(0.1	)		0.2			—		—			0.1
Balance, December 31, 2016	544,003,038			0.1		2,121.6			(2,891.4	)		2,752.9		(650.8	)		1,332.4
Net income	—			—		—			—			555.1		—			555.1
Other comprehensive income	—			—		—			—			—		238.5			238.5
Treasury stock acquired (3,356,360 shares)	—			—		—			(269.8	)		—		—			(269.8	)
Stock options exercised (1,1,25,004 shares reissued from treasury stock)	—			—		28.7			9.2			—		—			37.9
Restricted stock lapsed (143,557 shares reissued from treasury stock)	—			—		(1.1	)		1.1			—		—			—
Employee stock purchase plan (29,605 shares reissued from treasury stock)	—			—		2.2			0.2			—		—			2.4
Stock based compensation	—			—		31.8			—			—		—			31.8
Net share settlement from restricted stock awards (36,067 shares withheld for tax settlement)	—			—		(2.9	)		—			—		—			(2.9	)
Other stock issuances (21,352 shares reissued from treasury stock)	—			—		(0.2	)		0.2			—		—			—
Balance, December 31, 2017	544,003,038			0.1		2,180.1			(3,150.5	)		3,308.0		(412.3	)		1,925.4
Adjustments to opening retained earnings related to Topic 606 and ASU 2016-01	—			—		—			—			35.9		(0.7	)		35.2
Net income	—			—		—			—			598.7		—			598.7
Other comprehensive loss	—			—		—			—			—		(178.9	)		(178.9	)
Treasury stock acquired (3,882,467 shares)	—			—		—			(438.6	)		—		—			(438.6	)
Stock options exercised (2,752,735 shares reissued from treasury stock)	—			—		66.8			24.0			—		—			90.8
Restricted stock lapsed (176,610 shares reissued from treasury stock)	—			—		(1.5	)		1.5			—		—			—
Employee stock purchase plan (30,550 shares reissued from treasury stock)	—			—		2.9			0.3			—		—			3.2
Stock based compensation	—			—		38.5			—			—		—			38.5
Net share settlement from restricted stock awards (35,637 shares withheld for tax settlement)	—			—		(3.7	)		—			—		—			(3.7	)
Other stock issuances (14,052 shares reissued from treasury stock)	—			—		(0.1	)		0.1			—		—			—
Balance, December 31, 2018	544,003,038		$	0.1	$	2,283.0		$	(3,563.2	)	$	3,942.6	$	(591.9	)	$	2,070.6

The accompanying notes are an integral part of these consolidated financial statements.

VERISK ANALYTICS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

For The Years Ended December 31, 2018, 2017 and 2016



	2018			2017			2016

	(in millions)
Cash flows from operating activities:
Net income	$	598.7		$	555.1		$	591.2
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of fixed assets		165.3			135.6			126.2
Amortization of intangible assets		130.8			101.8			98.4
Amortization of debt issuance costs and original issue discount		4.2			4.2			5.0
Provision for doubtful accounts		5.6			2.0			2.4
KSOP stock based compensation expense		—			—			14.5
Realized gain on settlement of subordinated promissory note		(12.3	)		—			—
Stock based compensation		38.5			31.8			30.0
Gain on sale of subsidiary		—			—			(265.9	)
Realized loss on securities, net		0.1			—			0.5
Gain on sale of non-controlling equity investments in non-public companies		—			—			(1.5	)
Deferred income taxes		18.3			(73.6	)		14.8
Loss on disposal of fixed assets		0.3			0.1			1.0
Changes in assets and liabilities, net of effects from acquisitions:
Accounts receivable		(17.4	)		(45.5	)		(5.7	)
Prepaid expenses and other assets		(28.2	)		(30.6	)		(26.5	)
Income taxes		(2.9	)		22.7			8.7
Accounts payable and accrued liabilities		67.8			28.5			(2.6	)
Deferred revenues		0.8			29.2			(8.2	)
Other liabilities		(35.2	)		(17.8	)		(4.8	)
Net cash provided by operating activities		934.4			743.5			577.5
Cash flows from investing activities:
Acquisitions, net of cash acquired of $3.3 million, $29.9 million and $2.1 million, respectively		(138.2	)		(873.3	)		(67.7	)
Escrow funding associated with acquisitions		(14.9	)		(41.6	)		(6.4	)
Proceeds from sale of subsidiary		—			—			714.6
Proceeds from subordinated promissory note		121.4			—			—
Capital expenditures		(231.0	)		(183.5	)		(156.5	)
Purchases of available-for-sale securities		(0.1	)		(0.3	)		(0.3	)
Proceeds from sales and maturities of available-for-sale securities		0.5			0.4			0.5
Other investing activities, net		(3.1	)		(7.2	)		9.0
Net cash (used in) provided by investing activities		(265.4	)		(1,105.5	)		493.2

The accompanying notes are an integral part of these consolidated financial statements.

VERISK ANALYTICS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

For The Years Ended December 31, 2018, 2017 and 2016



	2018			2017			2016

	(in millions)
Cash flows from financing activities:
Proceeds from issuance of short-term debt with original maturities greater than three months		—			455.0			—
(Repayments) proceeds from short-term debt, net		(300.0	)		160.0			(770.0	)
Payment of debt issuance costs		—			(0.5	)		(0.5	)
Repurchases of common stock		(438.6	)		(276.3	)		(326.8	)
Net share settlement of taxes from restricted stock awards		(3.7	)		(2.9	)		(3.1	)
Proceeds from stock options exercised		87.3			35.0			41.1
Other financing activities, net		(14.8	)		(7.8	)		(4.9	)
Net cash (used in) provided by financing activities		(669.8	)		362.5			(1,064.2	)
Effect of exchange rate changes		(2.0	)		6.7			(9.7	)
(Decrease) increase in cash and cash equivalents		(2.8	)		7.2			(3.2	)
Cash and cash equivalents, beginning of period		142.3			135.1			138.3
Cash and cash equivalents, end of period	$	139.5		$	142.3		$	135.1
Supplemental disclosures:
Income taxes paid	$	103.2		$	186.3		$	289.2
Interest paid	$	125.2		$	113.9		$	116.6
Noncash investing and financing activities:
Repurchases of common stock included in accounts payable and accrued liabilities	$	—		$	—		$	6.5
Promissory note received for sale of discontinued operations	$	—		$	—		$	82.9
Equity interest received for sale of discontinued operations	$	—		$	—		$	8.4
Deferred tax liability established on the date of acquisitions	$	5.6		$	74.4		$	4.7
Tenant improvement allowance	$	0.3		$	—		$	0.1
Capital lease obligations	$	21.3		$	10.9		$	11.7
Capital expenditures included in accounts payable and accrued liabilities	$	0.3		$	2.9		$	1.9

The accompanying notes are an integral part of these consolidated financial statements.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in millions, except for share and per share data, unless otherwise stated)

Organization:

Verisk Analytics, Inc. and its consolidated subsidiaries (“Verisk” or the “Company”) is a data analytics provider serving customers in insurance, energy and specialized markets, and financial services. Using various technologies to collect and analyze billions of records, Verisk draws on numerous data assets and domain expertise to provide first-to-market innovations that are integrated into customer workflows. Verisk offers predictive analytics and decision support solutions to customers in rating, underwriting, claims, catastrophe and weather risk, global risk analytics, natural resources intelligence, economic forecasting, and many other fields. Around the world, Verisk helps customers protect people, property, and financial assets.

Verisk was established to serve as the parent holding company of Insurance Services Office, Inc. (“ISO”) upon completion of the initial public offering (“IPO”), which occurred on October 9, 2009. ISO was formed in 1971 as an advisory and rating organization for the property and casualty ("P&C") insurance industry to provide statistical and actuarial services, to develop insurance programs and to assist insurance companies in meeting state regulatory requirements. For over the past decade, the Company broadened its data assets, entered new markets, placed a greater emphasis on analytics, and pursued strategic acquisitions. Verisk trades under the ticker symbol “VRSK” on the NASDAQ Global Select Market.

Basis of Presentation and Summary of Significant Accounting Policies:

The accompanying consolidated financial statements have been prepared on the basis of accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of financial statements in conformity with these accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates include acquisition purchase price allocations, the fair value of goodwill, the realization of deferred tax assets, acquisition related liabilities, fair value of stock based compensation for equity awards granted, and assets and liabilities for pension and postretirement benefits. Actual results may ultimately differ from those estimates. Certain reclassifications have been made within the consolidated financial statements and in the notes to conform to the respective 2018 presentation.

As of January 1, 2018, the Company adopted Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers (“Topic 606”) and ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU No. 2016-01”) under the modified retrospective method. An aggregate adjustment of $35.2 million was made to the opening retained earnings in relation to the adoption of these standards (See Notes 6, 7 and 16). In addition, effective the first quarter of 2018, the operating segments of the Company are Insurance, Energy and Specialized Markets, and Financial Services. Previously, its operating segments were Decision Analytics and Risk Assessment. (See Note 19).

The Company sold its healthcare business on June 1, 2016. The results of operations for the Company's healthcare business are reported as discontinued operations for the year ended December 31, 2016 (See Note 11).

` Significant accounting policies include the following:

(a) Intercompany Accounts and Transactions

The consolidated financial statements include the accounts of Verisk. All intercompany accounts and transactions have been eliminated.

(b) Revenue Recognition

The following describes the Company’s primary types of revenues and the applicable revenue recognition policies. The Company recognizes revenues through agreements (generally one to five years) for hosted subscriptions, advisory/consulting services, and for transactional solutions. Each of our reportable segments, Insurance, Energy and Specialized Markets, and Financial Services has a portion of its revenue from more than one of these revenue types. The Company’s revenues are primarily derived from the sales of services and revenue is recognized when control of the promised services is transferred to the customers, in an amount that reflects the consideration that the Company expects to be entitled to in exchange for those services. Fees for services provided by the Company are nonrefundable. Revenue is recognized net of applicable sales tax withholdings.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Hosted Subscriptions

The Company offers two forms of hosted subscriptions. The first and most prevalent form of hosted subscription is where customers access content only through the online portal (the "Hosted Subscription"). The Company grants a license to the customer to enter the online portal. The license is a contractual mechanism that allows the customer to access the online portal for a defined period of time. As the license alone does not provide utility to the customer, the customer has no contractual right to take possession of the online portal at any time, and the customer cannot engage another party to host the online portal and related content, it is not considered a functional license under Topic 606. The Company's promise to the customer is to provide continuous access to the online portal and to update the content throughout the subscription period. Hosted Subscription is a single performance obligation that represents a series of distinct services (daily access to the online portal and related content) that are substantially the same and that have the same pattern of transfer to the customer. The Company recognizes revenue for Hosted Subscriptions ratably over the subscription period on a straight-line basis as services are performed and continuous access to information in the online portal is provided over the entire term of the agreements.

The second form of hosted subscription is where customers have access to the Company's online portals combined with software content that is delivered via disk drive/download to the customer (“Hosted Subscription with Disk Drive/Download”) and is offered only on a limited basis. For this form of hosted subscription, the Company also grants the customer a license to enter the online portal and access the software content as needed and acts as the same contractual mechanism as described for Hosted Subscriptions. The Hosted Subscription with Disk Drive/Download works in such a manner that the customer gains significant benefit, functionality and overall utility only when the online portal and the software content are used together. The disk drive/download contains the models and the online portal contains the most up to date data and research which is updated throughout the subscription period. The models within the disk drive/download depend on the data and research contained within the online portal. The data and research within the online portal is only useful when the customer can utilize it within the models (e.g., queries, projections, etc.) so that they may use the most current information and alerts to forecast potential future losses. The software content is only sold together with the online portal to provide a highly interdependent and interrelated promise and therefore represents a single performance obligation. As the customer has no contractual right to take possession of the online portal at any time, and the customer cannot engage another party to host the online portal and related software content, it is not considered a functional license under Topic 606. The Company's promise to the customer is to deliver the disk drive/download, to provide continuous access to the online portal, and to update the software content throughout the subscription period. The Company recognizes revenue for Hosted Subscriptions with Disk Drive/Download ratably over the subscription period on a straight-line basis as services are performed and continuous access to information is provided over the entire term of the agreements.

Subscriptions are generally paid in advance of rendering services either quarterly or annually upon commencement of the subscription period, which is usually for one year and in most instances automatically renewed each year.

Advisory/Consulting Services

The Company provides certain discrete project based advisory/consulting services, which are recognized over time by measuring the progress toward complete satisfaction of the performance obligation, based on the input method of consulting hours worked; this aligns with the results achieved and value transferred to the customer. The hours consumed are most reflective of the measure of progress towards satisfying the performance obligation, as the resources hours worked directly tie to the progress of the services to be provided. In general, they are billed over the course of the project.

Transactional Solutions

Certain solutions are also paid for by customers on a transactional basis. The Company recognizes these revenues as the solutions are delivered or services performed at point in time. In general, the customers are billed monthly at the end of each month.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The Company invoices its customers in annual, quarterly, monthly, or milestone installments. Amounts billed and collected in advance of earnings are recorded as “Deferred revenues” in the accompanying consolidated balance sheets and are recognized as the services are performed and the applicable revenue recognition criteria are met.

(d) Accounts Receivables and Allowance for Doubtful Accounts

Accounts receivables are generally recorded at the invoiced amount. The allowance for doubtful accounts is estimated based on an analysis of the aging of the accounts receivable, historical write-offs, customer payment patterns, individual customer credit worthiness, current economic trends, and/or establishment of specific reserves for customers in adverse financial condition. The Company assesses the adequacy of the allowance for doubtful accounts on a quarterly basis.

(e) Deferred Commissions

The Company recognizes an asset for the incremental costs of obtaining a contract with a customer if it expects the benefit of those costs to be longer than one year. The Company has determined that certain sales incentive programs meet the requirements to be capitalized. The incremental costs of obtaining a contract with a customer, which primarily consist of sales commissions, are deferred and amortized over a useful life of five years that is consistent with the transfer to the customer the services to which the asset relates. The Company classifies deferred commissions as current or noncurrent based on the timing of expense recognition. The current and noncurrent portions of deferred commissions are included in prepaid expenses and other assets, respectively, in the consolidated balance sheets as of December 31, 2018. Amortization expense related to deferred commissions is computed on a straight-line basis over its estimated useful lives and included in "Selling, general and administrative" within the accompanying consolidated statements of operations.

(f) Fixed Assets and Finite-lived Intangible Assets

Fixed assets and finite-lived intangibles are stated at cost less accumulated depreciation and amortization, which are computed on a straight-line basis over their estimated useful lives. Leasehold improvements are amortized over the shorter of the useful life of the asset or the lease term.

The Company’s internal software development costs primarily relate to internal-use software. Such costs are capitalized in the application development stage in accordance with ASC 350-40, Internal-use Software. The Company also capitalizes software development costs upon the establishment of technological feasibility for a product in accordance with Accounting Standards Codification ("ASC") 985-20, Software to be Sold, Leased, or Marketed (“ASC 985-20”). Software development costs are amortized on a straight-line basis over a three-year period, which management believes represents the useful life of these capitalized costs.

In accordance with ASC 360, Property, Plant & Equipment, whenever events or changes in circumstances indicate that the carrying amount of long-lived assets and finite-lived intangible assets may not be recoverable, the Company reviews its long-lived assets and finite-lived intangible assets for impairment by first comparing the carrying value of the assets to the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the assets. If the carrying value exceeds the sum of the assets’ undiscounted cash flows, the Company estimates and recognizes an impairment loss by taking the difference between the carrying value and fair value of the assets.

(g) Capital and Operating Leases

The Company leases various property, plant and equipment. Leased property is accounted for under ASC 840, Leases (“ASC 840”). Accordingly, leased property that meets certain criteria is capitalized and the present value of the related lease payments is recorded as a liability. Amortization of assets accounted for as capital leases is computed utilizing the straight-line method over the shorter of the remaining lease term or the estimated useful life (principally three to four years for computer equipment and automobiles).

All other leases are accounted for as operating leases. Rent expense for operating leases, which may have rent escalation provisions or rent holidays, is recorded on a straight-line basis over the non-cancelable lease period in accordance with ASC 840. The initial lease term generally includes the build-out period, where no rent payments are typically due under the terms of the lease. The difference between rent expensed and rent paid is recorded as deferred

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

rent. Construction allowances received from landlords are recorded as a deferred rent credit and amortized to rent expense over the term of the lease.

(h) Fair Value of Financial and Non-financial Instruments

The Company follows the provisions of ASC 820-10, Fair Value Measurements (“ASC 820-10”), which defines fair value, establishes a framework for measuring fair value under U.S. GAAP and expands fair value measurement disclosures. The Company follows the provisions of ASC 820-10 for its financial assets and liabilities recognized or disclosed at fair value on a recurring basis. The Company follows the provisions of ASC 820-10 for its non-financial assets and liabilities recognized or disclosed at fair value.

(i) Foreign Currency

The Company has determined local currencies are the functional currencies of the foreign operations. The assets and liabilities of foreign subsidiaries are translated at the period-end rate of exchange and statement of operations items are translated at the average rates prevailing during the year. The resulting translation adjustment is recorded as a component of “Accumulated other comprehensive losses” in the accompanying consolidated statements of changes in stockholders’ equity.

(j) Stock Based Compensation

The Company follows ASC 718, Stock Compensation (“ASC 718”). Under ASC 718, stock based compensation cost is measured at the grant date, based on the fair value of the awards granted, and is recognized as expense over the requisite service period.

The nonqualified stock options have an exercise price equal to the closing price of the Company’s common stock on the grant date, with a ten-year contractual term. The expected term for the stock options granted for a majority of the awards granted was estimated based on studies of historical experience and projected exercise behavior. However, for certain awards granted, for which no historical exercise pattern exists, the expected term was estimated using the simplified method. The risk-free interest rate is based on the yield of U.S. Treasury zero coupon securities with a maturity equal to the expected term of the equity award. The volatility factor is calculated using the Company's historical daily closing prices over the most recent period that is commensurate with the expected term of the stock option awards. The expected dividend yield was based on the Company’s expected annual dividend rate on the date of grant.

The fair value of the restricted stock is determined using the closing price of the Company's common stock on the grant date. The restricted stock is not assignable or transferable until it becomes vested. Restricted stock generally has a service vesting period of four years and the Company recognizes the expense ratably over this service vesting period.

Performance share units (“PSU”) vest at the end of a three-year performance period, subject to the recipient’s continued service. Each PSU represents the right to receive one share of Verisk common stock and the ultimate realization is based on the Company’s achievement of certain market performance criteria. The Company determined the grant date fair value of PSUs with the assistance of a third-party valuation specialist and based on estimates provided by the Company. The valuation of the PSUs employed the Monte Carlo simulation model, which includes certain key assumptions that were applied to the Company and its peer group. Those key assumptions included valuation date stock price, expected volatility, correlation coefficients, risk-free rate of return, and expected dividend yield. The valuation date stock price is based on the dividend-adjusted closing price on the grant date. Expected volatility is calculated using historical daily closing prices over a period that is commensurate with the length of the performance period. The correlation coefficients are based on the price data used to calculate the historical volatilities. The risk-free rate of return is based on the yield of U.S. Treasury zero coupon securities with a maturity equal to the length of the performance period. The expected dividend yield was based on the Company and its peer group’s expected dividend rate over the performance period.

The Company estimates expected forfeitures of equity awards at the date of grant and recognizes compensation expense only for those awards expected to vest. The forfeiture assumption is ultimately adjusted to the actual forfeiture rate. Estimated forfeiture is ultimately adjusted to actual forfeiture. Changes in the forfeiture assumptions may impact the total amount of expense ultimately recognized, as well as the timing of expense recognized over the requisite service period.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Excess tax benefit from exercised stock options, lapsing of restricted stock and PSUs is recorded as an income tax benefit in the accompanying consolidated statements of operations. This tax benefit is calculated as the excess of the intrinsic value of options exercised and of the market value of restricted stock lapsed over the compensation recognized for financial reporting purposes.

(k) Research and Development Costs

Research and development costs, which are primarily related to personnel and related overhead costs incurred in developing new services for customers, are expensed as incurred. Such costs were $47.6 million, $37.4 million and $27.4 million for the years ended December 31, 2018, 2017 and 2016, respectively, and were included in the accompanying consolidated statements of operations.

(l) Advertising Costs

Advertising costs, which are primarily associated with promoting the Company’s brand, names and solutions provided, are expensed as incurred. Such costs were $9.0 million, $6.9 million and $6.5 million for the years ended December 31, 2018, 2017 and 2016, respectively.

(m) Income Taxes

The Company accounts for income taxes under the asset and liability method under ASC 740, Income Taxes (“ASC 740”), which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

Deferred tax assets are recorded to the extent these assets are more likely than not to be realized. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. Valuation allowances are recognized to reduce deferred tax assets if it is determined to be more likely than not that all or some of the potential deferred tax assets will not be realized.

The Company follows ASC 740-10, Income Taxes (“ASC 740-10”), which clarifies the accounting for uncertainty in income taxes recognized in the financial statements. ASC 740-10 provides that a tax benefit from an uncertain tax position may be recognized based on the technical merits when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes. Income tax positions must meet a more likely than not recognition threshold in accordance with ASC 740-10. This standard also provides guidance on measurement, derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition.

The Company recognizes interest and penalties related to unrecognized tax benefits within the income tax expense line in the accompanying consolidated statements of operations. Accrued interest and penalties are included within “Other liabilities” on the accompanying consolidated balance sheets.

(n) Earnings Per Share

Basic and diluted earnings per share (“EPS”) are determined in accordance with ASC 260, Earnings per Share, which specifies the computation, presentation and disclosure requirements for EPS. Basic EPS excludes all dilutive common stock equivalents. It is based upon the weighted average number of common shares outstanding during the period. Diluted EPS, as calculated using the treasury stock method, reflects the potential dilution that would occur if the Company’s dilutive outstanding stock options and stock awards were issued.

(o) Pension and Postretirement Benefits

The Company accounts for its pension and postretirement benefits under ASC 715, Compensation — Retirement Benefits (“ASC 715”). ASC 715 requires the recognition of the funded status of a benefit plan in the balance sheet, the recognition in other comprehensive income (loss) of gains or losses and prior service costs arising during the period, but which are not included as components of periodic benefit cost or credit, and the measurement of

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

defined benefit plan assets and obligations as of the balance sheet date. The Company utilizes a valuation date of December 31.

(p) Product Warranty Obligations

The Company provides warranty coverage for certain of its solutions. The Company recognizes a product warranty obligation when claims are probable and can be reasonably estimated. As of December 31, 2018 and 2017, product warranty obligations were not material.

In the ordinary course of business, the Company enters into numerous agreements that contain standard indemnities whereby the Company indemnifies another party for breaches of confidentiality, infringement of intellectual property or gross negligence. Such indemnifications are primarily granted under licensing of computer software. Most agreements contain provisions to limit the maximum potential amount of future payments that the Company could be required to make under these indemnifications; however, the Company is not able to develop an estimate of the maximum potential amount of future payments to be made under these indemnifications as the triggering events are not subject to predictability.

(q) Loss Contingencies

The Company accrues for costs relating to litigation, claims and other contingent matters when such liabilities become probable and reasonably estimable. Such estimates are based on management’s judgment. Actual amounts paid may differ from amounts estimated, and such differences will be charged to operations in the period in which the final determination of the liability is made.

(r) Goodwill

Goodwill represents the excess of acquisition costs over the fair value of tangible net assets and identifiable intangible assets of the businesses acquired. Goodwill and intangible assets deemed to have indefinite lives are not amortized. Intangible assets determined to have finite lives are amortized over their useful lives. Goodwill and intangible assets with indefinite lives are subject to impairment testing annually as of June 30 or whenever events or changes in circumstances indicate that the carrying amount may not be fully recoverable. The Company completed the required annual impairment test as of June 30, 2018, which resulted in no impairment of goodwill in 2018. This test compares the carrying value of each reporting unit to its fair value. If the fair value of the reporting unit exceeds the carrying value of the net assets, including goodwill assigned to that reporting unit, goodwill is not impaired. If the carrying value of the reporting unit’s net assets, including goodwill, exceeds the fair value of the reporting unit, then the Company will determine the implied fair value of the reporting unit’s goodwill. If the carrying value of a reporting unit’s goodwill exceeds its implied fair value, then an impairment loss is recorded for the difference between the carrying amount and the implied fair value of the goodwill.

(s) Recent Accounting Pronouncements

In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, Leases ("ASU No. 2016-02"). This guidance amends the existing accounting considerations and treatments for leases through the creation of Topic 842, Leases, to increase transparency and comparability among organizations by requiring the recognition of right-of-use (“ROU”) assets and lease liabilities on the balance sheet. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from such leases.

In July 2018, FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases, ("ASU No. 2018-10”) to further clarify, correct and consolidate various areas previously discussed in ASU 2016-02. FASB also issued ASU No. 2018-11, Leases: Targeted Improvements ("ASU 2018-11") to provide entities another option for transition and lessors with a practical expedient. The transition option allows entities to not apply ASU No. 2016-02 in comparative periods in the financial statements in the year of adoption. The practical expedient offers lessors an option to not separate non-lease components from the associated lease components when certain criteria are met.

The amendments in ASU No. 2016-02, ASU No. 2018-10 and ASU No. 2018-11 are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, and allow for modified retrospective adoption with early adoption permitted. The Company adopted the amendments on January 1, 2019 using the modified retrospective approach and elected the transition relief package of practical expedients by applying

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

previous accounting conclusions under ASC 840 to all leases that existed prior to the transition date. As a result, the Company did not reassess 1) whether existing or expired contracts contain leases, 2) lease classification for any existing or expired leases, and 3) whether lease origination costs qualified as initial direct costs. The Company did not elect the practical expedient to use hindsight in determining a lease term and impairment of the ROU assets at the adoption date. Additionally, the Company did not separate lease components from non-lease components for the specified asset classes.

The Company established a corporate implementation team, which engages with cross-functional representatives from all its businesses. The Company utilized a bottom-up approach to analyze the impact of the standard on its lease contract portfolio by reviewing current accounting policies and practices to identify potential differences that would result from applying the requirements of the new standard to lease arrangements. In addition, the Company identified and implemented the appropriate changes to its business processes, systems and controls to support recognition and disclosure under the new standard.

The Company determines if an arrangement is a lease at inception. A ROU asset represents the Company’s right to use an underlying asset for the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are to be recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s operating leases do not provide an implicit rate, the Company uses an incremental borrowing rate based on the information available on the adoption date in determining the present value of lease payments. The implicit rate is to be applied when readily determinable. The operating lease ROU assets will also include any lease payments made and exclude lease incentives. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments will be recognized on a straight-line basis over the lease term. Finance leases are to be included in property and equipment, other current liabilities, and other long-term liabilities within the consolidated balance sheets. The Company expects the adoption of ASC 842 to incrementally increase our assets and liabilities, respectively, by the ROU assets in the range of $232.0 million to $256.0 million and by the lease liabilities in the range of $257.0 million to $281.0 million. The impact to retained earnings is expected to be immaterial.

In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments ("ASU No. 2016-15"). The amendments in this update provide guidance on various specific cash flow issues to reduce diversity in the practice of how certain transactions are classified in the statement of cash flows. The Company adopted ASU No. 2016-15 on January 1, 2018 and there was no impact to the consolidated statements of cash flows for the years ended December 31, 2017 and 2016.

In January 2017, the FASB issued ASU No. 2017-01, Clarifying the Definition of a Business ("ASU No. 2017-01"). Under the amendments in this update, an acquisition would have to include an input and a substantive process that together significantly contribute to the ability to create outputs to be considered a business. In acquisitions where outputs are not present, FASB has developed more stringent criteria for sets without outputs. The Company adopted ASU No. 2017-01 on January 1, 2018. There was no material impact associated with the adoption of the standard.

In January 2017, the FASB issued ASU No. 2017-04, Simplifying the Test for Goodwill Impairment ("ASU No. 2017-04"). The guidance eliminates Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The same one-step impairment test will be applied to goodwill at all reporting units, even those with zero or negative carrying amounts. Entities will be required to disclose the amount of goodwill at reporting units with zero or negative carrying amounts. ASU 2017-04 is effective for its annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The adoption of ASU No. 2017-04 is not expected to have a material impact on the Company's consolidated financial statements.

In March 2017, the FASB issued ASU No. 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost ("ASU No. 2017-07"). Employers are required to present the service cost component of net periodic benefit cost in the same income statement line items as other employee compensation costs arising from services rendered during the period. Only the service cost component will be eligible for capitalization in assets. The other components of the net periodic benefit cost should be separately presented from the line items that include the service cost and outside of any subtotal of operating income, if one is presented. The Company adopted

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

ASU No. 2017-07 on January 1, 2018. The adoption of ASU No. 2017-07 did not have a material impact on the Company's consolidated financial statements.

In May 2017, the FASB issued ASU No. 2017-09, Scope of Modification Accounting ("ASU 2017-09"), that clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. Under the guidance within this update, a company will not apply modification accounting to a sharebased payment award if all of the following are the same immediately before and after the change:

The award’s fair value (or calculated value or intrinsic value, if those measurement methods are used)
The award’s vesting conditions
The award’s classification as an equity or liability instrument.

The Company adopted ASU No. 2017-09 on January 1, 2018. There was no material impact associated with the adoption of the standard.

In June 2018, FASB issued ASU No. 2018-07, Improvements to Nonemployee Share-Based Payment Accounting ("ASU No. 2018-07") intended to reduce cost and complexity and to improve financial reporting for share-based payments issued to nonemployees. This ASU expands the scope of Topic 718, Compensation - Stock Compensation ("Topic 718"), to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee awards except for specific guidance on inputs to an option pricing model and the attribution of cost. The Company adopted ASU No. 2018-07 on January 1, 2019. The adoption of the standard did not have a material impact on the Company's consolidated financial statements. The Company will evaluate the impact of ASU No. 2018-07 for future awards to nonemployees subsequent to the effective date.

In August 2018, FASB issued ASU No. 2018-13, Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement ("ASU No. 2018-13"), which eliminates, adds and modifies certain fair value measurement disclosure requirements of Accounting Standards Codification 820, Fair Value Measurement ("ASC 820"). The amendments in this ASU are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company has decided not to early adopt the amendments. The adoption of ASU No. 2018-13 is not expected to have a material impact on the Company's consolidated financial statements.

In August 2018, FASB issued ASU No. 2018-14, Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plan ("ASU 2018-14"), which removes, adds and clarifies certain disclosure requirements for employers who sponsor defined benefit pension and other postretirement plans. The amendments in this ASU are effective for fiscal years ending after December 15, 2020. Early adoption is permitted. The Company is evaluating the impact of ASU 2018-14, but it does not expect to have a material impact on the Company's consolidated financial statements.

In August 2018, FASB issued ASU No. 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract ("ASU No. 2018-15"). Under the amendments of this guidance, customers will apply the same criteria for capitalizing implementation costs as they would for an arrangement that has a software license. The guidance also prescribes the balance sheet, income statement, and cash flow classification of the capitalized implementation costs and related amortization expense, and requires additional quantitative and qualitative disclosures. The amendments in this ASU are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company will evaluate the impact of ASU No. 2018-15 for future implementation costs incurred subsequent to the effective date.

In October 2018, FASB issued ASU No. 2018-17, Targeted Improvements to Related Party Guidance for Variable Interest Entities ("ASU 2018-17"). There are two main provisions within this amendment. The Company considered the first provision, "Private Company Accounting Alternative", is not applicable. With respective to the second provision, "Decision-Making Fees", the standard amends how a decision maker or service provider determines whether its fee is a variable interest in a variable interest entity ("VIE") when a related party under common control also has an interest in the VIE. An entity should consider that indirect interests held by related parties on a proportionate basis for determining whether fees paid to decision makers and service providers are variable interests, which aligns the analysis with the primary beneficiary determination. The amendments in this ASU are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

permitted. The adoption of ASU No. 2018-17 is not expected to have a material impact on the Company's consolidated financial statements.

In November 2018, FASB issued ASU No. 2018-18, Collaborative Arrangements ("ASU No. 2018-18"). ASU No. 2018-18 clarifies certain transactions between collaborative partners should be accounted for as revenue under Topic 606 when the collaborative partner is a customer; provides guidance specifying that a distinct good or service is a unit of account for evaluating whether a transaction is with a customer; and precludes a company from presenting transactions with a collaborative partner that are not in the scope of Topic 606 together with revenue from contracts with customers. The amendments in this ASU are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company is currently evaluating ASU No. 2018-18 and has not yet determined the impact of these amendments may have on its consolidated financial statements.

Cash and Cash Equivalents:

Cash and cash equivalents consist of cash in banks, commercial paper, money-market funds, and other liquid instruments with original maturities of 90 days or less at the time of purchase.

Accounts Receivable:

Accounts receivable, net consisted of the following at December 31:



		2018			2017
Billed receivables	$	299.7		$	291.4
Unbilled receivables		62.4			58.7
Total receivables		362.1			350.1
Less allowance for doubtful accounts		(5.7	)		(4.6	)
Accounts receivable, net	$	356.4		$	345.5

Concentration of Credit Risk:

Financial instruments that potentially expose the Company to credit risk consist primarily of cash and cash equivalents, and accounts receivable, which are generally not collateralized. The Company maintains its cash and cash equivalents in higher credit quality financial institutions in order to limit the amount of credit exposure. The total domestic cash balances are insured by the Federal Deposit Insurance Corporation (“FDIC”) to a maximum amount of $250.0 thousand per bank at December 31, 2018 and 2017. At December 31, 2018 and 2017, the Company had cash balances on deposit that exceeded the balance insured by the FDIC limit by approximately $16.8 million and $40.6 million with eight and seven banks, respectively. At December 31, 2018 and 2017, the Company also had cash on deposit with foreign banks of approximately $121.1 million and $99.8 million, respectively.

The Company considers the concentration of credit risk associated with its trade accounts receivable to be commercially reasonable and believes that such concentration does not result in the significant risk of near-term severe adverse impacts. The Company’s top fifty customers represent approximately 34% of revenues for 2018, 34% for 2017 and 30% for 2016 with no individual customer accounting for more than approximately 2% of revenues during the year ended December 31, 2018, 2% for 2017 and 2% for 2016. No individual customer comprised more than approximately 3% and 2% of accounts receivable at December 31, 2018 and 2017, respectively.

Revenues:

In May 2014, the FASB issued Topic 606, which replaces numerous requirements under Topic 605, Revenue Recognition ("Topic 605"), in U.S. GAAP, including industry-specific requirements, and provides companies with a single revenue recognition model for recognizing revenue from contracts with customers. The core principle of the new standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. Revenue is recognized in a five-step model: 1) identify the contract with a customer; 2) identify the performance obligations in the contract; 3) determine the transaction price; 4) allocate the transaction price to the performance obligations in the contract; and 5) recognize revenue when or as the company satisfies a performance obligation. Effective January 1, 2018, the Company adopted the requirements of Topic 606 using the modified retrospective method in which case the cumulative effect of applying the standard would be recognized at the date of initial application. The results of operations for reporting periods beginning

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

after January 1, 2018 are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with the historic accounting under Topic 605. The accounting policies related to Topic 605 were presented in the Form 10-K for the year ended December 31, 2017, for which the Company recognized revenue when the following four criteria were met: persuasive evidence of an arrangement existed, delivery had occurred or services had been rendered, fees and/or price was fixed or determinable, and collectability was reasonably assured.

The following table shows cumulative effect of the changes made to the January 1, 2018 consolidated balance sheet for the adoption of Topic 606 related to contracts that were entered into prior to and remained in progress subsequent to the adoption:



	December 31, 2017		Adjustments due to ASU 2014-09				January 1, 2018
Accounts receivable	$	345.5	$	3.0		(1)	$	348.5
Prepaid expenses	$	38.1	$	14.9		(2)	$	53.0
Other assets	$	214.5	$	27.0		(2)	$	241.5
Deferred revenues	$	384.7	$	(1.5	)		$	383.2
Deferred income tax liabilities	$	337.8	$	11.2			$	349.0
Retained earnings	$	3,308.0	$	35.2			$	3,343.2

(1)Relates to unbilled receivables

(2)Relates to current and non-current deferred commissions, respectively

In accordance with Topic 606, the disclosure of the impact of adoption on the accompanying consolidated statement of operations and the accompanying consolidated balance sheet for and as of the year ended December 31, 2018 are as follows:



	For the year ended December 31, 2018 under Topic 605			Adjustments due to ASU 2014-09			For the year ended December 31, 2018 under Topic 606
Revenues	$	2,394.4		$	0.7		$	2,395.1
Selling, general and administrative (3)	$	384.0		$	(5.3	)	$	378.7
Provision for income taxes	$	(119.5	)	$	(1.5	)	$	(121.0	)
Net income	$	594.2		$	4.5		$	598.7

(3)Includes deferred commission amortization under Topic 606



	As of December 31, 2018 under Topic 605		Adjustments due to ASU 2014-09			As of December 31, 2018 under Topic 606
Accounts receivable	$	351.7	$	4.7		$	356.4
Prepaid expenses	$	47.0	$	16.9		$	63.9
Other assets	$	66.9	$	32.6		$	99.5
Accounts payable and accrued liabilities	$	261.2	$	2.3		$	263.5
Deferred revenues	$	383.6	$	(0.5	)	$	383.1
Deferred income tax liabilities	$	337.9	$	12.7		$	350.6
Retained earnings	$	3,902.9	$	39.7		$	3,942.6

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Disaggregated revenues by type of service and by country are provided below for the years ended December 31, 2018, 2017 and 2016. No individual country outside of the U.S. accounted for 10.0% or more of the Company's consolidated revenues for the years ended December 31, 2018, 2017 or 2016.



	2018		2017		2016
Insurance:
Underwriting & rating	$	1,144.5	$	1,046.9	$	970.5
Claims		561.4		503.7		448.6
Total Insurance		1,705.9		1,550.6		1,419.1
Energy and Specialized Markets		513.3		444.6		442.8
Financial Services		175.9		150.0		133.3
Total revenues	$	2,395.1	$	2,145.2	$	1,995.2



	2018		2017		2016
Revenues:
U.S.	$	1,849.4	$	1,679.4	$	1,543.9
U.K.		148.2		111.3		105.0
Other countries		397.5		354.5		346.3
Total revenues	$	2,395.1	$	2,145.2	$	1,995.2

The Company's remaining performance obligations represent future revenues not yet recorded for services that have not yet been performed. The Company’s most significant remaining performance obligations relate to providing customers with the right to use and update the online content over the remaining contract term. Revenues expected to be recognized in the future related to performance obligations, included within our deferred revenue and other liabilities, that are unsatisfied at December 31, 2018 are $385.1 million. Our disclosure of the timing for satisfying the performance obligation is based on the requirements of contracts with customers. However, from time to time, these contracts may be subject to modifications, impacting the timing of satisfying the performance obligations. These performance obligations, which are expected to be satisfied within one year, comprised approximately 99% of the balance at December 31, 2018.

Contract Assets and Contract Liabilities

Contract assets are defined as an entity's right to consideration in exchange for goods or services that the entity has transferred to a customer when that right is conditioned on something other than the passage of time. As of December 31, 2018 and January 1, 2018, the Company had no contract assets. Contract liabilities are defined as an entity's obligation to transfer goods or services to a customer for which the entity has received consideration (an amount of consideration is due) from the customer. As of December 31, 2018 and January 1, 2018, the Company had contract liabilities of $385.1 million and $386.7 million, respectively. The $1.6 million decrease in contract liabilities from January 1, 2018 to December 31, 2018 was primarily due to billings of $833.6 million that were paid in advance, partially offset by $835.2 million of revenue recognized in the year ended December 31, 2018. Contract liabilities are included in "Deferred revenues" and "Other liabilities" in the accompanying consolidated balance sheet as of December 31, 2018. .

Fair Value Measurements:

Certain assets and liabilities of the Company are reported at fair value in the accompanying consolidated balance sheets. Such assets and liabilities include amounts for both financial and non-financial instruments. To increase consistency and comparability of assets and liabilities recorded at fair value, ASC 820-10 establishes a three-level fair value hierarchy to prioritize the inputs to valuation techniques used to measure fair value. ASC 820-10 requires disclosures detailing the extent to which companies’ measure assets and liabilities at fair value, the methods and assumptions used to measure fair value and the effect of fair value measurements on earnings. In accordance with ASC 820-10, the Company applied the following fair value hierarchy:

Level 1 — Assets or liabilities for which the identical item is traded on an active exchange, such as publicly-traded instruments.

Level 2 — Assets and liabilities valued based on observable market data for similar instruments.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Level 3 — Assets or liabilities for which significant valuation assumptions are not readily observable in the market; instruments valued based on the best available data, some of which is internally-developed, and considers risk premiums that a market participant would require.

The following table provides information for such assets and liabilities as of December 31, 2018 and 2017. The fair values of cash and cash equivalents, accounts receivable, securities accounted for under ASC 323-10-25, accounts payable and accrued liabilities, and short-term debt approximate their carrying amounts because of the short-term nature of these instruments.

The following table summarizes fair value measurements by level for registered investment companies that were measured at fair value on a recurring basis:



	Quoted Prices in Active Markets for Identical Assets (Level 1)
December 31, 2018
Registered investment companies (1)	$	3.3
December 31, 2017
Registered investment companies (1)	$	3.8

(1) Registered investment companies are classified as available-for-sale securities, which were included in "Other current assets" in the accompanying consolidated balance sheets. These assets are valued using quoted prices in active markets multiplied by the number of shares owned.

The Company had elected to carry its subordinated promissory note receivable and long-term debt at carrying value. The subordinated promissory note had a face value of $100.0 million, an interest rate of 9.0% that was paid-in kind and an eight year maturity with a prepayment option without penalty. As of December 31, 2017, the carrying value of the subordinated promissory note receivable was included in “Other assets” in the accompanying consolidated balance sheets. On August 27, 2018, the debtor chose to exercise their prepayment option to settle the subordinated promissory note receivable in full. As a result of the settlement of the note receivable, the Company recorded a gain of $12.3 million during the year ended December 31, 2018, which was included in "Investment income and others, net" in the accompanying consolidated statements of operations. The carrying value of the long-term debt represents amortized cost less unamortized discount and debt issuance costs. The Company assesses the fair value of these financial instruments based on an estimate of interest rates available to the Company for financial instruments with similar features, the Company’s current credit rating and spreads applicable to the Company. The following table summarizes the carrying value and estimated fair value of these financial instruments as of December 31, 2018 and 2017 respectively:



	Fair Value Hierarchy		2018						2017
		Carrying Value			Estimated Fair Value			Carrying Value			Estimated Fair Value
Financial instrument not carried at fair value:
Subordinated promissory note receivable	Level 2		$	—		$	—		$	95.3		$	83.3
Long-term debt excluding capitalized leases	Level 2		$	2,031.0		$	2,347.4		$	2,280.6		$	2,439.8

The Company received a 10.0% non-participating interest in VCVH Holdings LLC ("VCVH") in 2016 with the sale of the Company's healthcare business. As of December 31, 2018 and 2017, the balance of this investment was $8.4 million and accounted for as a cost-based investment under ASC 323-10-25, The Equity Method of Accounting for Investments in Common Stock ("ASC 323-10-25"), because the interest is currently non-participating, and the Company does not have the ability to exercise significant influence over the investees’ operating and financial policies. As of December 31, 2018, the Company also had an investment in a limited partnership of $5.9 million accounted for in accordance with ASC 323-10-25 as an equity method investment.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Fixed Assets

The following is a summary of fixed assets:



	Useful Life	Cost		Accumulated Depreciation and Amortization			Net
December 31, 2018
Furniture and office equipment	3-10 years	$	260.1	$	(198.8	)	$	61.3
Leasehold improvements	Lease term		111.9		(46.6	)		65.3
Purchased software	3 years		122.6		(104.4	)		18.2
Software development costs	3-7 years		654.6		(316.6	)		338.0
Leased equipment	3-4 years		36.2		(31.7	)		4.5
Aircraft equipment	2-10 years		81.1		(12.5	)		68.6
Total fixed assets		$	1,266.5	$	(710.6	)	$	555.9
December 31, 2017
Furniture and office equipment	3-10 years	$	276.2	$	(183.5	)	$	92.7
Leasehold improvements	Lease term		83.1		(40.7	)		42.4
Purchased software	3 years		123.0		(97.6	)		25.4
Software development costs	3-7 years		525.3		(230.9	)		294.4
Leased equipment	3-4 years		35.0		(29.7	)		5.3
Aircraft equipment	2-10 years		20.4		(2.3	)		18.1
Total fixed assets		$	1,063.0	$	(584.7	)	$	478.3

Depreciation and amortization of fixed assets for the years ended December 31, 2018, 2017 and 2016 were $165.3 million, $135.6 million and $119.1 million, of which $85.4 million, $58.0 million and $43.6 million related to amortization of internal-use software development costs, respectively. Amortization expense related to development of software for sale in accordance with ASC 985-20 was $9.7 million, $9.5 million and $9.2 million for the years ended December 31, 2018, 2017 and 2016, respectively. The Company had unamortized software development costs that had been capitalized in accordance with ASC 985-20 of $19.9 million, $19.4 million and $25.6 million as of December 31, 2018, 2017 and 2016, respectively. Leased assets include amounts held under capital leases for automobiles, computer software, computer equipment and aircraft equipment.

Acquisitions

2018 Acquisitions

On December 14, 2018, the Company acquired Rulebook for a net cash purchase price of $86.1 million, of which $8.6 million represents contingent escrows. Rulebook’s proprietary pricing engine can be used for internal pricing and underwriting as well as external distribution for the insurance market through its platform. Rulebook furthers the Company's goal of providing solutions to the global insurance market, including a comprehensive chain of solutions to specialty insurers for mitigating risk and optimizing total cost of operations. Rulebook is part of the underwriting and ratings category within the Insurance segment. The preliminary purchase price allocation of the acquisition is presented in the table below.

On June 20, 2018, the Company acquired 100 percent of the stock of Validus-IVC Limited ("Validus"), a provider of claims management solutions and developer of the subrogation portal in the UK, verifyTM, for a net cash purchase price of $46.1 million, of which $5.9 million represents contingent escrows. Validus has become part of the claims category within the Company's Insurance segment. The integration of Validus' verifyTM platform with the Company's global claims analytic services allows insurers to take advantage of enhanced analytic and technology tools to help improve and automate the claims settlement process. The preliminary purchase price allocation of the acquisition is presented in the table below.

On February 21, 2018, the Company acquired 100 percent of the stock of Business Insight Limited (“Business Insight”), a provider of predictive analytics for insurers in the U.K. and Ireland, for a net cash purchase price of $17.1 million, including a holdback of $0.9 million. Business Insight has become part of the underwriting and ratings category within the Insurance segment. Business Insight offers a comprehensive set of peril models to support underwriting and rating for the

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

commercial property and homeowners insurance market. The preliminary purchase price allocation of the acquisition is presented as part of "Others" in the table below.

On January 5, 2018, the Company acquired 100 percent of the stock of Marketview Limited ("Marketview") for a net cash purchase price of $4.0 million, of which $0.4 million represents indemnity escrows. Marketview is a provider of consumer spending analysis and insights across the retail, hospitality, property, and government sectors in New Zealand. Marketview has become part of the Financial Services segment. The acquisition helps expand the Company's solutions related to consumer spending analytics across the Australasia and Oceania regions by combining its domain expertise and proprietary data assets with those of Marketview. The preliminary purchase price allocation of the acquisition is presented as part of "Others" in the table below.

The preliminary purchase price allocations of the 2018 acquisitions resulted in the following:



	Rulebook			Validus			Others			Total
Cash and cash equivalents	$	0.2		$	0.9		$	2.2		$	3.3
Accounts receivable		2.3			1.5			1.1			4.9
Current assets		—			6.2			0.3			6.5
Fixed assets		—			0.4			0.2			0.6
Intangible assets		25.1			20.9			8.4			54.4
Goodwill		60.2			24.7			16.3			101.2
Other assets		8.6			—			0.4			9.0
Total assets acquired		96.4			54.6			28.9			179.9
Current liabilities		0.7			4.2			1.0			5.9
Deferred revenues		—			0.1			1.4			1.5
Deferred income taxes, net		0.8			3.2			1.6			5.6
Other liabilities		8.6			0.1			1.3			10.0
Total liabilities assumed		10.1			7.6			5.3			23.0
Net assets acquired		86.3			47.0			23.6			156.9
Less: Cash acquired		(0.2	)		(0.9	)		(2.2	)		(3.3	)
Net cash purchase price	$	86.1		$	46.1		$	21.4		$	153.6

The preliminary amounts assigned to intangible assets by type for the 2018 acquisitions are summarized in the table below:



	Weighted Average Useful Life	Total
Technology-based	6 years	$	30.3
Marketing-related	9 years		4.0
Customer-related	10 years		20.1
Total intangible assets		$	54.4

The preliminary allocations of the purchase price for the 2018 acquisitions are subject to revisions as additional information is obtained and assessed about the facts and circumstances that existed as of each acquisition date. The revisions may have a significant impact on the condensed consolidated financial statements. The allocations of the purchase price will be finalized once all information is obtained, but not to exceed one year from the acquisition date. The primary areas of the purchase price allocation that are not yet finalized relate to operating leases, income and non-income taxes, deferred revenues, the valuation of intangible assets acquired, and residual goodwill. The preliminary amounts assigned to intangible assets by type for these acquisitions were based upon the Company's valuation model and historical experiences with entities with similar business characteristics.

The goodwill of $100.7 million associated with the purchases of Rulebook, Validus, Business Insight and Marketview is not deductible for tax purposes. For the year ended December 31, 2018, the Company incurred transaction costs related to acquisitions of $1.5 million, which are included within "Selling, general and administrative" expenses in the accompanying consolidated statements of operations. Refer to Note 12. Goodwill and Intangible Assets for further discussion.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The 2018 acquisitions were immaterial, both individually and in the aggregate, to the Company's consolidated financial statements for the years ended December 31, 2018, 2017 and 2016 and therefore, supplemental information disclosure on an unaudited pro forma basis is not presented.

2017 Acquisitions

On December 29, 2017, the Company acquired 100 percent of the stock of PowerAdvocate, Inc. ("PowerAdvocate"), a provider of market, cost intelligence, and supply chain solutions serving the energy sector, for a net cash purchase price of $200.4 million, of which $10.0 million represents indemnity escrows. Within the Energy and Specialized Markets segment, PowerAdvocate expands the Company's offerings to the energy sector by adding proprietary spend data and cost models and providing insight into customers' cost savings opportunities. The final purchase price allocation of the acquisition is presented in the table below.

On December 22, 2017, the Company acquired 100 percent of the asset of Service Software, LLC. ("Service Software"), a provider of business management software for the construction industry, for a net cash purchase price of $6.8 million, of which $0.5 million represents indemnity escrows. Within the Insurance segment, Service Software expands the Company's offerings to the insurance sector by integrating with the existing loss quantification solutions, which makes it possible for restoration professionals to save time by sharing job information, reducing duplicate data entry, and increasing productivity. The final purchase price allocation of the acquisition is presented as part of "Others" in the table below.

On November 9, 2017, the Company acquired 100 percent of the stock of Rebmark Legal Solutions Limited. ("Rebmark"), a provider of injury claims solutions, for a net cash purchase price of $2.5 million, of which $0.2 million represents indemnity escrows. Rebmark has become part of the insurance vertical within the Insurance segment. Rebmark’s solutions aid claimant and defendant lawyers, barristers, and claims handlers with the preparation of schedules of loss, which is useful in complex, high-value injury claims where calculations can be time-consuming and there is greater potential for error. The final purchase price allocation of the acquisition is presented as part of "Others" in the table below.

On August 31, 2017, the Company acquired 100 percent of the stock of Lundquist Consulting, Inc. ("LCI"), a provider of risk insight, prediction, and management solutions for banks and creditors, for a net cash purchase price of $150.6 million, of which $12.8 million represents indemnity escrows. LCI has become part of the Financial Services segment. This acquisition brings together the Company's proprietary data assets and LCI's proprietary time-series data, including consumer and commercial bankruptcies, consumer behavior, and legal and technical terms associated with debtor settlements. The final purchase price allocation of the acquisition is presented in the table below.

On August 23, 2017, the Company acquired 100 percent of the stock of Sequel Business Solutions Limited. ("Sequel"), a provider of commercial and specialty insurance and reinsurance software based in the U.K., for a net cash purchase price of $320.3 million. Sequel has become part of the Insurance segment. The acquisition of Sequel further enhances the Company's comprehensive offerings to the global complex commercial and specialty insurance industry, enabling integrated global data analytics through a specialized end-to-end workflow solution. The final purchase price allocation of the acquisition is presented in the table below.

On August 3, 2017, the Company acquired 100 percent of the stock of G2 Web Services, LLC ("G2"), a provider of merchant risk intelligence solutions for acquirers, commercial banks, and other payment system providers, for a net cash purchase price of $112.0 million, of which $5.6 million represents indemnity escrows. G2 has become part of the Financial Services segment. The acquisition of G2 positions the Company to further enhance its offerings to clients and partners, by providing solutions that help fight fraud, transaction laundering, and reputational risk within the global payments and e-commerce ecosystem. The final purchase price allocation of the acquisition is presented in the table below.

During the three months ended June 30, 2017, the Company acquired the net assets of Blue Skies Consulting, LLC, ControlCam, LLC, Krawietz Aerial Photography, LLC, Richard Crouse & Associates, Inc., Rocky Mountain Aerial Surveys, Inc., Skyview Aerial Photo, Inc., and Valley Air Photos, LLC (collectively referred to as "Aerial Imagery acquisitions"), a group of similar but unrelated companies, which gives the Company broad geographic coverage of the United States for aerial image capture purposes. The Aerial Imagery acquisitions provide multi-spectral aerial photographic services with expertise in offering digital photogrammetric and remote sensing data for mapping and surveying applications. The purchase consideration consists of an aggregate net cash purchase price of $28.1 million and a holdback of $3.1 million. Within the Company's Insurance segment, the Aerial Imagery acquisitions enable the Company to enhance and maintain its database of images with the required frequency, resolution, and coverage across the United States ("U.S.") to support the Company's objective as the leading provider of loss quantification data, analytics, and decision-support solutions to the insurance industry, and the photogrammetry, surveying, mapping and other related markets. The final purchase price allocation of the acquisition is presented as part of "Others" in the table below.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

On May 19, 2017, the Company acquired 100 percent of the stock of MAKE Consulting A/S ("MAKE"), a research and advisory business specializing in wind power, for a net cash purchase price of $16.9 million, of which $2.7 million represents indemnity escrows. MAKE has become part of the Energy and Specialized Markets segment. MAKE enhances the Company's offering to existing customers and forms a market analysis and advisory consortium on renewables and the transformation of the global electricity industry. With detailed coverage of power market fundamentals, solar, wind, energy storage, and grid edge technologies, the Energy and Specialized Markets segment is positioned to bring customers market analysis and insight on the evolution of the energy landscape and provide a comprehensive platform for the future. The final purchase price allocation of the acquisition is presented in the table below.

On March 31, 2017, the Company acquired 100 percent of the stock of Fintellix Solutions Private Limited ("Fintellix"), a Bangalore-based data solutions company specializing in the development of data management platforms and regulatory reporting solutions for financial institutions, for a net cash purchase price of $16.9 million, of which $1.8 million represents indemnity escrows. Fintellix has become part of the Financial Services segment. The acquisition of Fintellix positions the Company to expand the data hosting and regulatory platforms and better address the increasingly complex needs of its customers. The final purchase price allocation of the acquisition is presented in the table below.

On February 24, 2017, the Company acquired 100 percent of the stock of Emergent Network Intelligence Limited (“ENI”), a developer in insurance claims efficiency and fraud detection solutions based in the United Kingdom ("U.K."), for a net cash purchase price of $6.1 million, of which $0.5 million represents indemnity escrows. With the acquisition of ENI within the Insurance segment, the Company's customers in the U.K. can take advantage of technologically advanced tools that allow them to improve motor vehicle claims workflow and reduce their costs and exposure to fraud. The final purchase price allocation of the acquisition is presented as part of "Others" in the table below.

On February 16, 2017, the Company acquired 100 percent of the stock of Healix International Holdings Limited (“Healix”), a software analytics provider in automated medical risk assessment for the travel insurance industry, for a net cash purchase price of $52.4 million, of which $7.5 million represents indemnity escrows. Healix is within the Company's Insurance segment. The acquisition further expands the Company's offerings for the global insurance industry, providing solutions that are embedded with customer workflows and can help underwrite medical coverage for travelers with greater speed, accuracy, and efficiency. The final purchase price allocation of the acquisition is presented in the table below.

On January 21, 2017, the Company acquired 100 percent of the stock of Arium Limited ("Arium") for a net cash purchase price of $1.9 million. Arium specializes in liability risk modeling and decision support. Arium has become part of the Insurance segment, and enables the Company to provide its customers with additional modeling solutions and analytics for the casualty market. The final purchase price allocation of the acquisition is presented as part of "Others" in the table below.

The final purchase price allocations, inclusive of closing adjustments, of the 2017 acquisitions resulted in the following:



	Power Advocate			LCI			Sequel			G2			MAKE			Fintellix			Healix			Others			Total
Cash and cash equivalents	$	7.7		$	1.1		$	16.0		$	0.9		$	1.5		$	1.1		$	0.9		$	0.7		$	29.9
Accounts receivable		8.3			2.9			7.5			2.5			0.9			2.1			0.9			2.0			27.1
Current assets		1.2			0.1			1.4			3.2			2.7			0.3			—			0.7			9.6
Fixed assets		0.3			5.1			7.6			6.4			0.1			0.1			—			11.4			31.0
Intangible assets		109.6			59.0			102.4			45.3			6.9			6.6			24.1			9.6			363.5
Goodwill		150.1			99.5			233.9			72.0			12.9			12.0			32.2			27.3			639.9
Other assets		10.0			—			—			2.8			—			2.0			—			0.2			15.0
Total assets acquired		287.2			167.7			368.8			133.1			25.0			24.2			58.1			51.9			1,116.0
Current liabilities		6.4			1.1			9.9			3.4			3.5			1.9			1.1			1.5			28.8
Deferred revenues		14.7			0.3			4.0			0.4			1.5			0.8			0.1			0.6			22.4
Deferred income taxes, net		18.6			14.6			18.6			13.6			1.6			1.7			3.6			0.6			72.9
Other liabilities		39.9			—			—			2.8			—			1.8			—			0.2			44.7
Total liabilities assumed		79.6			16.0			32.5			20.2			6.6			6.2			4.8			2.9			168.8
Net assets acquired		207.6			151.7			336.3			112.9			18.4			18.0			53.3			49.0			947.2
Cash acquired		(7.7	)		(1.1	)		(16.0	)		(0.9	)		(1.5	)		(1.1	)		(0.9	)		(0.7	)		(29.9	)
Net cash purchase price	$	199.9		$	150.6		$	320.3		$	112.0		$	16.9		$	16.9		$	52.4		$	48.3		$	917.3

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The final amounts assigned to intangible assets by type for the 2017 acquisitions are summarized in the table below:



	Weighted Average Useful Life	Total
Technology-based	9 years	$	96.3
Marketing-related	5 years		22.0
Customer-related	13 years		202.3
Database-related	14 years		42.9
Total intangible assets		$	363.5

For the year ended December 31, 2018, the Company finalized the purchase accounting for the 2017 acquisitions during the measurement periods in accordance with ASC 805, Business Combinations. The impact of finalization of the purchase accounting associated with these acquisitions was not material to the accompanying consolidated statements of operations for the years ended December 31, 2018 and 2017.

The goodwill of $628.2 million associated with the stock purchases of PowerAdvocate, Rebmark, LCI, Sequel, G2, MAKE, Fintellix, ENI, Healix and Arium is not deductible for tax purposes, with the exception of $20.2 million of goodwill attributable to G2. The goodwill of $18.3 million associated with the purchases of Service Software and Aerial Imagery acquisitions is deductible for tax purposes. For the year ended December 31, 2017, the Company incurred transaction costs related to these acquisitions of $6.8 million, which are included within "Selling, general and administrative" expenses in the accompanying consolidated statements of operations. Refer to Note 12. Goodwill and Intangible Assets for further discussion.

The 2017 acquisitions were immaterial, both individually and in the aggregate, to the Company's consolidated financial statements for the years ended December 31, 2017 and 2016 and therefore, supplemental information disclosure on an unaudited pro forma basis is not presented.

2016 Acquisitions

On November 23, 2016, the Company acquired the net assets of IntelliStance, LLC ("MarketStance"), a provider of market intelligence data and analytics to the property/casualty insurance market, for a net cash purchase price of $8.6 million, of which $0.7 million represents indemnity escrows. MarketStance is within the Company's Insurance segment. MarketStance has built a proprietary analytics model to provide actionable insights on customer's profitability and that enhances the Company's offerings. The final purchase price allocation of the acquisition is combined in the table below.

On November 11, 2016, the Company acquired 100 percent of the stock of The GeoInformation Group Limited ("GeoInformation"), a provider of geographic data solutions, for a net cash purchase price of $6.3 million, of which $0.3 million represents indemnity escrows. GeoInformation offers mapping services and geospatial data and analytic solutions to companies and public sector organizations. GeoInformation's resources complement the Company's risk management and predictive analytics capabilities internationally within the Insurance segment. The final purchase price allocation of the acquisition is combined in the table below.

On October 20, 2016, the Company acquired 100 percent of the stock of Analyze Re, Inc. ("Analyze Re"), a software analytics provider for the reinsurance and insurance industries, for a net cash purchase price of $9.5 million, of which $1.0 million represents indemnity escrows. Analyze Re has become part of of the Company's Insurance segment and enables the Company to provide its customers with additional real-time pricing, exposure management, and enterprise portfolio roll-up capabilities. The final purchase price allocation of the acquisition is combined in the table below.

On August 19, 2016, the Company acquired the data and subscriptions business of Quest Offshore Resources, Inc. ("Quest Offshore"), which supplies market intelligence to the offshore oil and gas sector, for a net cash purchase price of $7.2 million, including a holdback of $0.8 million. The data and subscriptions business has become part of Wood Mackenzie Limited ("Wood Mackenzie") within the Energy and Specialized Markets segment and complements its existing upstream analysis expertise. The final purchase price allocation of the acquisition is combined in the table below.

On July 26, 2016, the Company acquired 100 percent of the stock of Greentech Media, Inc. (“Greentech Media”), an information services provider for the electricity and renewables sector, for a net cash purchase price of $36.1 million, of which $4.4 million represents indemnity escrows. Greentech Media has become part of Wood Mackenzie within the Energy and Specialized Markets segment and enables Wood Mackenzie to provide its customers with market intelligence across several categories, including solar generation, energy storage, and smart grids that react to changes in supply and demand. The final purchase price allocation of the acquisition is combined in the table below.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

On April 14, 2016, the Company acquired 100 percent of the stock of Risk Intelligence Ireland Limited ("RII"), a provider of fraud detection, compliance, risk control, and process automation services to the Irish insurance industry, for a net cash purchase price of $6.2 million. RII enhances the ability of the Company's Insurance segment to serve the international insurance market. The final purchase price allocation of the acquisition is combined in the table below.

The combined final purchase price allocations, inclusive of closing adjustments, of the 2016 acquisitions resulted in the following:



	Total
Cash and cash equivalents	$	2.1
Accounts receivable		2.3
Current assets		0.3
Fixed assets		0.2
Intangible assets		30.5
Goodwill		55.4
Other assets		5.7
Total assets acquired		96.5
Current liabilities		2.2
Deferred revenues		7.7
Deferred income taxes, net		3.1
Other liabilities		7.5
Total liabilities assumed		20.5
Net assets acquired		76.0
Less: Cash acquired		(2.1	)
Net cash purchase price	$	73.9

For the year ended December 31, 2017, the Company finalized the purchase accounting for the 2016 acquisitions during the measurement periods in accordance with ASC 805, Business Combinations. The impact of finalization of the purchase accounting associated with these acquisitions was not material to the accompanying consolidated statements of operations for the years ended December 31, 2017 and 2016.

The goodwill of $42.9 million associated with the stock purchases of GeoInformation, Analyze Re, Greentech Media and RII is not deductible for tax purposes. The goodwill of $12.5 million associated with MarketStance and Quest Offshore acquisitions is deductible for tax purposes. For the year ended December 31, 2016, the Company incurred transaction costs related to these acquisitions of $1.6 million, which are included within "Selling, general and administrative" expenses in the accompanying consolidated statements of operations. Refer to Note 12. Goodwill and Intangible Assets for further discussion.

The 2016 acquisitions were immaterial, both individually and in the aggregate, to the Company's consolidated financial statements for the year ended December 31, 2016 and therefore, supplemental information disclosure on an unaudited pro forma basis is not presented.

Acquisition Escrows and Related Liabilities

Pursuant to the related acquisition agreements, the Company has funded various escrow accounts to satisfy pre-acquisition indemnity and tax claims arising subsequent to the acquisition dates, as well as a portion of the contingent payments. During the year ended December 31, 2018, the Company released $23.8 million of indemnity escrows related to various acquisitions. During the year ended December 31, 2017, the Company released $3.8 million of indemnity escrows, of which $3.2 million related to a 2015 acquisition of The PCI Group. During the year ended December 31, 2016, the Company released $38.0 million of indemnity escrows, of which $37.0 million related to a 2015 acquisition of Wood Mackenzie, Limited ("Wood Mackenzie"). At December 31, 2018 and 2017, the current portion of the escrows amounted to $31.2 million and $22.9 million, and the noncurrent portion of the escrows amounted to $8.7 and $26.3 million, respectively. The current and noncurrent portions of the escrows have been included in “Other current assets” and "Other assets" in the accompanying consolidated balance sheets, respectively.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The acquisitions of Validus and PowerAdvocate include acquisition related contingencies, for which the sellers of Validus and PowerAdvocate could receive additional payments by achieving the specific predetermined revenue and EBITDA earn-out targets for exceptional performance. The Company believes that the liabilities recorded as of December 31, 2018 reflect the best estimate of acquisition contingent payments. The acquisition-related liabilities of these acquisitions of $12.7 million and $28.3 million have been included in “Accounts payable and accrued liabilities” and “Other liabilities” in the accompanying consolidated balance sheets as of December 31, 2018, respectively. The acquisition-related liabilities of $35.5 million have been included in “Other liabilities” in the accompanying consolidated balance sheets as of December 31, 2017.

Discontinued Operations:

2016 Discontinued Operation

On June 1, 2016, the Company sold 100 percent of the stock of its healthcare business, Verisk Health ("Verisk Health"). The purchase price consisted of $714.6 million of cash consideration after a working capital adjustment of $5.4 million; a subordinated promissory note with a face value of $100.0 million, an interest rate of 9.0% that was paid-in kind and an eight year maturity with a prepayment option without penalty; and other contingent consideration (collectively, the "Sale"). Results of operations for the healthcare business are reported as a discontinued operation for the year ended December 31, 2016.

On August 27, 2018, the debtor of the subordinated promissory note receivable chose to exercise their prepayment option to settle in full. As a result of the settlement of the note receivable, the Company recorded a gain of $12.3 million during the year ended December 31, 2018, which was included in "Investment income and others , net" in the accompanying consolidated statements of operations. Refer to Note 8. Fair Value Measurements for further discussion.

The Company also received a 10.0% non-participating interest in VCVH, the exercise value of which will be contingent on the parent of VCVH realizing a specified rate of return on its investment. The value of this investment has been included in "Other assets" in the accompanying consolidated balance sheets.

The healthcare business met the criteria for being reported as discontinued operations and have been segregated from continuing operations. The following table summarizes the results from discontinued operations for the year ended December 31, 2016:



	2016
Revenues from discontinued operations	$	112.3
Operating expenses:
Cost of revenues (exclusive of items shown separately below)		75.9
Selling, general and administrative		36.5
Depreciation and amortization of fixed assets		7.1
Amortization of intangibles assets		5.9
Total operating expenses		125.4
Operating income		(13.1	)
Other income (expense):
Gain on sale		265.9
Investment income and others, net		0.2
Total other income		266.1
Income from discontinued operations before income taxes		253.0
Provision for income taxes (including tax on the gain of $111.8 million for 2016)		(113.3	)
Income from discontinued operations, net of tax	$	139.7

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Net cash provided by operating activities and net cash used in investing activities from the healthcare business for the year ended December 31, 2016:



	2016
Net cash provided by operating activities	$	21.4
Net cash used in investing activities	$	(10.6	)

Goodwill and Intangible Assets:

The Company completed the required annual impairment test as of June 30, 2018, 2017 and 2016, which resulted in no impairment of goodwill. Based on the results of the impairment assessment as of June 30, 2018, the Company determined that the fair value of its reporting units exceeded their respective carrying value. There were no goodwill impairment indicators after the date of the last annual impairment test.

The following is a summary of the change in goodwill from December 31, 2016 through December 31, 2018, both in total and as allocated to the Company’s operating segments:



	Insurance			Energy and specialized markets			Financial services			Total
Goodwill at December 31, 2016 (1)	$	448.2		$	1,842.8		$	287.1		$	2,578.1
Acquisitions		288.8			175.5			182.2			646.5
Purchase accounting reclassifications		(2.2	)		(2.2	)		—			(4.4	)
Foreign currency translation adjustment		14.6			133.5			0.4			148.5
Goodwill at December 31, 2017 (1)		749.4			2,149.6			469.7			3,368.7
Acquisitions		97.9			—			3.3			101.2
Purchase accounting reclassifications		5.1			(12.5	)		1.4			(6.0	)
Foreign currency translation adjustment		(18.6	)		(82.4	)		(1.4	)		(102.4	)
Goodwill at December 31, 2018 (1)	$	833.8		$	2,054.7		$	473.0		$	3,361.5


(1)	These balances are net of accumulated impairment charges of $3.2 million that occurred prior to December 31, 2016.

The Company’s intangible assets and related accumulated amortization consisted of the following:



	Weighted Average Useful Life	Cost		Accumulated Amortization			Net
December 31, 2018
Technology-based	8 years	$	438.8	$	(255.5	)	$	183.3
Marketing-related	16 years		255.8		(77.2	)		178.6
Contract-based	6 years		5.0		(5.0	)		—
Customer-related	14 years		718.2		(223.9	)		494.3
Database-based	19 years		450.5		(78.9	)		371.6
Total intangible assets		$	1,868.3	$	(640.5	)	$	1,227.8
December 31, 2017
Technology-based	8 years	$	421.0	$	(222.9	)	$	198.1
Marketing-related	17 years		263.9		(62.9	)		201.0
Contract-based	6 years		5.0		(5.0	)		—
Customer-related	14 years		704.2		(174.0	)		530.2
Database-based	19 years		474.7		(58.7	)		416.0
Total intangible assets		$	1,868.8	$	(523.5	)	$	1,345.3

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Amortization expense related to intangible assets for the years ended December 31, 2018, 2017 and 2016, was $130.8 million, $101.8 million, and $92.5 million, respectively. Estimated amortization expense in future periods through 2023 and thereafter for intangible assets subject to amortization is as follows:



Year		Amount
2019	$	131.5
2020		129.3
2021		119.0
2022		107.6
2023		95.3
2024 and thereafter		645.1
Total	$	1,227.8

Income Taxes:

Domestic and foreign income from continuing operations before income taxes was as follows:



	2018		2017		2016
U.S.	$	700.2	$	669.9	$	626.6
Foreign		19.5		21.1		27.1
Total income from continuing operations	$	719.7	$	691.0	$	653.7

The components of the provision for income taxes from continuing operations for the years ended December 31 were as follows:



	2018			2017			2016
Current:
Federal	$	69.0		$	176.6		$	171.7
State and local		22.1			23.4			24.0
Foreign		11.1			9.5			3.6
Total current provision for income taxes		102.2			209.5			199.3
Deferred:
Federal		27.6			(66.3	)		29.4
State and local		2.8			5.7			4.9
Foreign		(11.6	)		(13.0	)		(31.4	)
Total deferred provision for income taxes		18.8			(73.6	)		2.9
Provision for income taxes	$	121.0		$	135.9		$	202.2

On December 22, 2017 the Tax Cuts and Job Act (“Tax Act”) was enacted. The Tax Act included a number of changes to U.S. tax laws, most notably a reduction in the U.S. corporate tax rate from 35.0% to 21.0%. As a result of the corporate tax rate reduction, the Company recognized a tax benefit in 2017 of $89.1 million due to the re-measurement of its deferred tax assets and liabilities. In accordance with Staff Accounting Bulletin ("SAB") No. 118, the Company completed the analysis of the impacts of the 2017 Tax Act in the fourth quarter of 2018, resulting in an incremental charge of $1.0 million as income tax expense to reflect the final remeasurement of deferred tax assets and liabilities of $88.1 million.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The reconciliation between the Company’s effective tax rate on income from continuing operations and the statutory tax rate is as follows for the years ended December 31:



	2018		2017		2016
Federal statutory rate	21.0	%	35.0	%	35.0	%
State and local taxes, net of federal tax benefit	2.8	%	2.6	%	2.7	%
Foreign tax differentials	(0.7	)%	(2.1	)%	(4.7	)%
Federal Tax Reform-deferred rate change	0.1	%	(12.9	)%	—	%
U.K. legislative change	—	%	—	%	(1.0	)%
Stock-based compensation	(5.5	)%	(2.5	)%	—	%
Other	(0.9	)%	(0.4	)%	(1.1	)%
Effective tax rate for continuing operations	16.8	%	19.7	%	30.9	%

The decrease in the effective tax rate in 2018 compared to 2017 was primarily due to the impact of tax reform lowering the U.S. tax rate from 35.0% to 21.0%, as well as the impact of greater tax benefits from equity compensation in accordance with ASU No. 2016-09.

The tax effects of significant items comprising the Company’s deferred tax assets as of December 31 are as follows:



	2018			2017
Deferred income tax asset:
Employee wages, pension and other benefits	$	20.9		$	15.5
Deferred rent		4.6			3.8
Net operating loss carryover		30.2			36.4
Capital and other unrealized losses		2.4			2.1
Interest expense		21.2			9.1
Other		11.5			8.2
Total		90.8			75.1
Less valuation allowance		(34.5	)		(17.6	)
Deferred income tax asset		56.3			57.5
Deferred income tax liability:
Fixed assets and intangible assets		(376.1	)		(366.2	)
Commissions		(11.8	)		—
Other		(7.9	)		(13.2	)
Deferred income tax liability		(395.8	)		(379.4	)
Deferred income tax liability, net	$	(339.5	)	$	(321.9	)

The net deferred income liability of $339.5 million consists primarily of timing differences involving depreciation and amortization.

The ultimate realization of the deferred tax assets depends on the Company’s ability to generate sufficient taxable income in the future. The Company has provided a valuation allowance against the deferred tax assets associated with the interest expense deduction limitation in the U.K. The Company has also provided for a valuation allowance against the deferred tax assets associated with the net operating losses of certain subsidiaries. The Company’s net operating loss carryforwards expire as follows:



Years	Amount
2019-2026	$	15.9
2027-2031		7.1
2032-2038		163.5
Total	$	186.5

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

A valuation allowance has been established based on the Company’s evaluation of the likelihood of utilizing these benefits before they expire. The Company has determined that the generation of future taxable income from certain subsidiaries to fully realize the deferred tax assets is uncertain. Other than these items, the Company has determined, based on the Company’s historical operating performance, that taxable income of the Company will more likely than not be sufficient to fully realize the deferred tax assets.

As of December 31, 2018, the Company has not made a provision for U.S. or additional foreign withholdings taxes for any additional outside basis difference inherent in its foreign subsidiaries, as these amounts continue to be indefinitely reinvested in foreign operations. Determining the amount of unrecognized deferred tax liability related to any additional outside basis difference in these entities is not practicable. The Company does not rely on these unremitted earnings as a source of funds for its domestic business as it expects to have sufficient cash flow in the U.S. to fund its U.S. operational and strategic needs.

The Company follows ASC No. 740-10, which prescribes a comprehensive model for the financial statement recognition, measurement, presentation and disclosure of uncertain tax positions taken or expected to be taken in income tax returns. For each tax position, the Company must determine whether it is more likely than not that the position will be sustained upon examination based on the technical merits of the position, including resolution of any related appeals or litigation. A tax position that meets the more likely than not recognition threshold is then measured to determine the amount of benefit to recognize within the financial statements. No benefits may be recognized for tax positions that do not meet the more likely than not threshold. A reconciliation of the beginning and ending amount of unrecognized tax benefit is as follows:



	2018			2017			2016
Unrecognized tax benefit as of January 1	$	16.3		$	16.8		$	14.5
Gross increase in tax positions in prior period		2.0			1.7			2.5
Gross decrease in tax positions in prior period		(0.1	)		(1.2	)		(0.4	)
Gross increase in tax positions in current period		—			—			6.4
Settlements		(0.3	)		—			(5.3	)
Lapse of statute of limitations		(0.5	)		(1.0	)		(0.9	)
Unrecognized tax benefit as of December 31	$	17.4		$	16.3		$	16.8

Of the total unrecognized tax benefits as of December 31, 2018, 2017 and 2016, $14.4 million, $13.2 million and $13.8 million, respectively, represent the amounts that, if recognized, would have a favorable effect on the Company’s effective tax rate in any future periods.

The total gross amount of accrued interest and penalties for the years ended December 31, 2018, 2017 and 2016 was $5.7 million, $4.5 million and $3.4 million, respectively. The Company’s practice is to recognize interest and penalties associated with income taxes as a component of “Provision for income taxes” in the accompanying consolidated statements of operations.

The Company does not expect a significant increase in unrecognized benefits related to federal, foreign, or state tax exposures within the coming year. In addition, the Company believes that it is reasonably possible that approximately $0.9 million of its currently remaining unrecognized tax positions, each of which is individually insignificant, may be recognized by the end of 2019 as a result of a combination of audit settlements and lapses of statute of limitations, net of additional uncertain tax positions.

The Company is subject to tax in the U.S. and in various state and foreign jurisdictions. The Company joined by its domestic subsidiaries, files a consolidated income tax return for the Federal income tax purposes. With few exceptions, none of which are material to the Company’s consolidated financial statements as of December 31, 2018, the Company is no longer subject to U.S. federal, state, and local or non-US income tax examinations by tax authorities for tax years before 2014. In New Jersey, the Company is being audited for the years ended December 31, 2011 through 2016 with a statute extension until June 30, 2019. In Massachusetts, the Company is being audited for the years ended December 31, 2014 through 2015 with a statute extension until December 31, 2019. The Company is also under audit in New York for the years ended December 31, 2015 through 2017. The Company does not expect that the results of these examinations will have a material effect on its financial position, results of operations or cash flow.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Composition of Certain Financial Statement Caption:

The following table presents the components of “Accounts payable and accrued liabilities” as of December 31:



	2018		2017
Accounts payable and accrued liabilities:
Accrued salaries, benefits and other related costs	$	131.1	$	115.3
Escrow liabilities		25.4		22.9
Accrued interest		17.2		18.3
Acquisition related liabilities		12.6		—
Trade accounts payable and other accrued expenses		77.2		68.9
Total accounts payable and accrued liabilities	$	263.5	$	225.4

Debt:

The following table presents short-term and long-term debt by issuance as of December 31:



	Issuance Date	Maturity Date		2018			2017
Short-term debt and current portion of long-term debt:
Syndicated revolving credit facility	Various	Various	$	415.0		$	715.0
Senior notes:
4.875% senior notes	12/8/2011	1/15/2019		250.0			—
Capital lease obligations	Various	Various		7.8			9.4
Short-term debt and current portion of long-term debt				672.8			724.4
Long-term debt:
Senior notes:
4.000% senior notes, less unamortized discount and debt issuance costs of $7.9 million and $9.1 million, respectively	5/15/2015	6/15/2025		892.1			890.9
5.500% senior notes, less unamortized discount and debt issuance costs of $4.7 million and $4.9 million, respectively	5/15/2015	6/15/2045		345.3			345.1
4.125% senior notes, less unamortized discount and debt issuance costs of $2.3 million and $2.9 million, respectively	9/12/2012	9/12/2022		347.7			347.1
4.875% senior notes, less unamortized discount and debt issuance costs of $0.7 million in 2017	12/8/2011	1/15/2019		—			249.3
5.80% senior notes, less unamortized discount and debt issuance costs of $1.2 million and $1.8 million, respectively	4/6/2011	5/1/2021		448.8			448.2
Capital lease obligations	Various	Various		19.5			7.6
Syndicated revolving credit facility debt issuance costs				(2.9	)		(3.8	)
Long-term debt				2,050.5			2,284.4
Total debt			$	2,723.3		$	3,008.8

Accrued interest associated with the Company’s outstanding debt obligations was $17.2 million and $18.3 million as of December 31, 2018 and 2017, respectively, and included in “Accounts payable and accrued liabilities” within the accompanying consolidated balance sheets. Interest expense associated with the Company’s capital lease and outstanding debt obligations, including amortization of debt issuance costs and original discounts, was $128.2 million, $119.4 million and $120.0 million for the years ended December 31, 2018, 2017 and 2016, respectively.

Senior Notes

As of December 31, 2018 and 2017, the Company had senior notes with an aggregate principal amount of $2,300.0 million outstanding. Interest on senior notes is payable semiannually. The discount and debt issuance costs were recorded in "Long-term debt" in the accompanying consolidated balance sheets and these costs will be amortized to "Interest expense" in

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

the accompanying consolidated statements of operations over the life of the respective senior note. The indenture governing senior notes restricts the Company's ability to, among other things, create certain liens, enter into sale/leaseback transactions and consolidate with, sell, lease, convey or otherwise transfer all or substantially all of the Company's assets, or merge with or into, any other person or entity. As of December 31, 2018 and 2017, the Company was in compliance with all financial and other debt covenants governing the senior notes. On January 15, 2019, the Company utilized borrowings from a committed senior unsecured Syndicated Revolving Credit Facility (the "Credit Facility") and cash from operations to repay the 4.875% senior notes in full in an amount of $250.0 million.

Syndicated Revolving Credit Facility

The Company has the Credit Facility with a borrowing capacity of $1,500.0 million with Bank of America N.A., JP Morgan Chase, N.A., Sun Trust Bank, Wells Fargo Bank N.A., Citizens Bank, N.A., Morgan Stanley, N.A., HSBC Bank USA, N.A., Royal Bank of Canada, BNP Paribas, TD Bank, N.A., and The Northern Trust Company, which expires on May 15, 2022. The Credit Facility may be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions and the share repurchase program (the "Repurchase Program"). The debt issuance costs were recorded in "Long-term debt" in the accompanying consolidated balance sheets and these costs will be amortized to "Interest expense" in the accompanying consolidated statements of operations over the life of the Credit Facility. The Credit Facility contains certain financial and other covenants that, among other things, impose certain restrictions on indebtedness, liens, investments, and capital expenditures. These covenants also place restrictions on mergers, asset sales, sale/leaseback transactions, and certain transactions with affiliates. The financial covenants require that, at the end of any fiscal quarter, the Company has a consolidated interest coverage ratio of at least 3.0 to 1.0 and that it maintains, during any period of four fiscal quarters, a consolidated funded debt leverage ratio of less than 3.5 to 1.0. The Company was in compliance with all financial and other covenants under the Credit Facility as of December 31, 2018. Interest on borrowings under the Credit Facility is payable at an interest rate of LIBOR plus 1.125% to 1.625%, depending upon the consolidated funded debt leverage ratio. A commitment fee on any unused balance is payable periodically and may range from 12.50 to 25.00 basis points based upon the consolidated funded debt leverage ratio. As of December 31, 2018 and 2017, the Company had outstanding borrowings under the Credit Facility of $415.0 million and $715.0 million, respectively. The available capacity of the Credit Facility was $1,078.9 million, net of the letters of credit of $6.1 million, at December 31, 2018.

Debt Maturities

The following table reflects the Company’s debt maturities:



Year	Amount
2019	$	672.8
2020		8.9
2021		458.0
2022		352.6
2023		—
2024 and thereafter		1,250.0
Total	$	2,742.3

Stockholders’ Equity:

The Company has 2,000,000,000 shares of authorized common stock as of December 31, 2018 and 2017. The common shares have rights to any dividend declared by the board of directors, subject to any preferential or other rights of any outstanding preferred stock, and voting rights to elect all twelve members of the board of directors.

The Company has 80,000,000 shares of authorized preferred stock, par value $0.001 per share. The preferred shares have preferential rights over the common shares with respect to dividends and net distribution upon liquidation. The Company did not issue any preferred shares as of December 31, 2018.

At December 31, 2018, 2017 and 2016, the fair value of Verisk common stock was $109.04, $96.00, and $81.17 per share, respectively.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

On February 13, 2019, the Company’s Board of Directors declared a cash dividend of $0.25 per share of common stock issued and outstanding, payable on March 29, 2019, to the holders of record as of March 15, 2019. The dividend is recorded, subsequent to December 31, 2018, as a reduction to retained earnings and will be adjusted for actual payments. The establishment of future record and payment dates is subject to the final determination of the Company’s Board of Directors.

Share Repurchase Program

Since May 2010, the Company has authorized repurchases of up to $3,300.0 million of its common stock through its Repurchase Program, including an additional authorization of $500.0 million approved on May 16, 2018. Since the introduction of share repurchase as a feature of the Company's capital management strategies in 2010, the Company has repurchased shares with an aggregate value of $2,872.4 million. As of December 31, 2018, the Company had $427.6 million available to repurchase shares. The Company has no obligation to repurchase stock under this program and intends to use this authorization as a means of offsetting dilution from the issuance of shares under the Verisk 2013 Equity Incentive Plan (the "2013 Incentive Plan") and the Verisk 2009 Equity Incentive Plan (the “2009 Incentive Plan”), while providing flexibility to repurchase additional shares if warranted. This authorization has no expiration date and may be increased, reduced, suspended, or terminated at any time. Shares that are repurchased under the Repurchase Program will be recorded as treasury stock and will be available for future issuance.

In June 2018, the Company entered into an Accelerated Share Repurchase ("ASR") agreement with Morgan Stanley, N.A. In September 2018, the Company entered into another ASR with Bank of America, N.A. The Company repurchased shares of its common stock for an aggregate purchase price of $100.0 million through these two ASRs. The ASR agreements were accounted for as initial treasury stock transactions and forward stock purchase agreements indexed to the Company's own common stock. The forward stock purchase agreements were classified as an equity instrument under ASC 815-40, Contracts in Entity's Own Equity ("ASC 815-40") and were deemed to have a fair value of zero at the effective dates. Upon payments of the aggregate purchase price in July and October 2018, the Company received an aggregate initial delivery of 703,421 shares of its common stock. The aggregate purchase price was recorded as a reduction to stockholders' equity in the Company's accompanying consolidated statements of changes in stockholders' equity for the year ended December 31, 2018. Upon the final settlements of the ASR agreements in September and December 2018, the Company received an aggregate additional 152,220 shares of the Company's common stock. These 855,641 shares, which were repurchased at an average price of $116.87 per share, resulted in a reduction of outstanding shares used to calculate the weighted average common shares outstanding for basic and diluted earnings per share ("EPS").

In December 2018, the Company entered into an additional ASR agreement to repurchase shares of its common stock for an aggregate purchase price of $75.0 million. Upon payment of the aggregate purchase price on January 2, 2019, the Company received an initial delivery of 550,257 shares of its common stock at a price of $109.04 per share, representing approximately $60.0 million of the aggregate purchase price. Upon the final settlement of the ASR agreement in March 2019, the Company may be entitled to receive additional shares of its common stock or, under certain limited circumstances, be required to deliver shares to the counterparty.

During the years ended December 31, 2018 and 2017, the Company repurchased 3,882,467 and 3,356,360 shares of common stock as part of the Repurchase Program, inclusive of the ASRs, at a weighted average price of $112.97 and $80.39 per share, respectively. The Company utilized cash from operations and borrowings from its Credit Facility to fund these repurchases.

Treasury Stock

As of December 31, 2018, the Company’s treasury stock consisted of 380,032,628 shares of common stock. During the years ended December 31, 2018, 2017 and 2016, the Company reissued 2,973,947, 1,319,518 and 1,816,339 shares of common stock, under the 2013 Incentive Plan, and 2009 Incentive Plan, from the treasury shares at a weighted average price of $8.71, $8.13 and $7.23 per share, respectively.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Earnings Per Share

The following is a reconciliation of the numerators and denominators of the basic and diluted EPS computations for the years ended December 31:



	2018		2017		2016

	(In millions, except for share and per share data)
Numerator used in basic and diluted EPS:
Income from continuing operations	$	598.7	$	555.1	$	451.5
Income from discontinued operations		—		—		139.7
Net income	$	598.7	$	555.1	$	591.2
Denominator:
Weighted average number of common shares used in basic EPS		164,808,110		165,168,224		168,248,304
Effect of dilutive shares:
Potential common stock issuable from stock options and stock awards		3,489,726		3,520,644		2,923,268
Weighted average number of common shares and dilutive potential common shares used in diluted EPS		168,297,836		168,688,868		171,171,572

The potential shares of common stock that were excluded from diluted EPS were 496,446, 1,967,409 and 1,724,338 at December 31, 2018, 2017 and 2016, respectively, because the effect of including those potential shares was anti-dilutive.

Accumulated Other Comprehensive Losses

The following is a summary of accumulated other comprehensive losses as of December 31:



	2018				2017
Foreign currency translation adjustment	$	(488.5	)		$	(334.4	)
Unrealized gains on available-for-sale securities, net of tax		—		(1)		0.7
Pension and postretirement adjustment, net of tax		(103.4	)			(78.6	)
Accumulated other comprehensive losses	$	(591.9	)		$	(412.3	)


(1)	Includes an adjustment of $0.7 million to opening retained earnings related to adoption of ASU 2016-01 at January 1, 2018.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The before tax and after tax amounts of other comprehensive loss for the years ended December 31, 2018, 2017 and 2016 are summarized below:



	Before Tax			Tax Benefit (Expense)			After Tax
December 31, 2018
Foreign currency translation adjustment	$	(154.1	)	$	—		$	(154.1	)
Pension and postretirement adjustment before reclassifications		(36.7	)		9.1			(27.6	)
Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses (1)		3.7			(0.9	)		2.8
Pension and postretirement adjustment		(33.0	)		8.2			(24.8	)
Total other comprehensive loss	$	(187.1	)	$	8.2		$	(178.9	)
December 31, 2017
Foreign currency translation adjustment	$	227.0		$	—		$	227.0
Unrealized holding gain on available-for-sale securities before reclassifications		0.5			(0.1	)		0.4
Unrealized holding gain on available-for-sale securities		0.5			(0.1	)		0.4
Pension and postretirement adjustment before reclassifications		19.7			(4.9	)		14.8
Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses (1)		(4.9	)		1.2			(3.7	)
Pension and postretirement adjustment		14.8			(3.7	)		11.1
Total other comprehensive income	$	242.3		$	(3.8	)	$	238.5
December 31, 2016
Foreign currency translation adjustment	$	(395.6	)	$	—		$	(395.6	)
Unrealized holding gain on available-for-sale securities before reclassifications		0.5			(0.2	)		0.3
Unrealized holding gain on available-for-sale securities		0.5			(0.2	)		0.3
Pension and postretirement adjustment before reclassifications		(18.1	)		6.8			(11.3	)
Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses (1)		(3.6	)		1.4			(2.2	)
Pension and postretirement adjustment		(21.7	)		8.2			(13.5	)
Total other comprehensive loss	$	(416.8	)	$	8.0		$	(408.8	)

(1) This accumulated other comprehensive losses component, before tax, was included under “Cost of revenues” and “Selling, general and administrative” in the accompanying consolidated statements of operations. This component was also included in the computation of net periodic benefit (credit) cost (see Note 18. Pension and Postretirement Benefits for additional details).

Compensation Plans:

KSOP

The Company has established the KSOP for the benefit of eligible employees in the U.S. and Puerto Rico. The KSOP includes both an employee savings component and an employee stock ownership component. The purpose of the combined plan is to enable the Company’s employees to participate in a tax-deferred savings arrangement under Internal Revenue Service Code Sections 401(a) and 401(k) (the “Code”), and to provide employee equity participation in the Company through the employee stock ownership plan (“ESOP”) accounts.

Under the KSOP, eligible employees may make pre-tax and after-tax cash contributions as a percentage of their compensation, subject to certain limitations under the applicable provisions of the Code. The maximum pre-tax contribution that can be made to the 401(k) account as determined under the provisions of Code Section 401(g) is $18.5 thousand for 2018, and $18.0 thousand for 2017 and 2016. Certain eligible participants (age 50 and older) may contribute an additional $6.0

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

thousand on a pre-tax basis for 2018, 2017 and 2016. After-tax contributions are limited to 10.0% of a participant’s compensation. The matching contributions prior to April 1, 2018 were primarily equal to 75.0% of the first 6.0% of the participant’s contribution. Effective April 1, 2018, the Company amended the KSOP to increase the matching contributions to 87.5% of the first 6.0% of the participant’s contribution. Effective January 1, 2019, the Company increased the matching contributions to 100.0% of the first 6.0% of the participant’s contribution. The 401(k) matching contributions for the years ended December 31, 2018, 2017 and 2016, including the discontinued operations, were $22.0 million, $15.6 million, $14.5 million, respectively; which, at the option of the Company, were funded in cash or in common stock issued from treasury shares. The Company also contributed a total of $18.8 million of cash to the KSOP for the year ended December 31, 2016.

In 2005, the Company established the ISO Profit Sharing Plan (the “Profit Sharing Plan”), a defined contribution plan, to replace the qualified pension plan for all eligible employees hired on or after March 1, 2005. The Profit Sharing Plan is a component of the KSOP. Eligible employees participated in the Profit Sharing Plan if they completed 1,000 hours of service each plan year and were employed on December 31 of that year. The Company can make a discretionary contribution to the Profit Sharing Plan based on the annual performance of the Company. Participants vest once they have completed four years and 1,000 hours of service. For the years ended December 31, 2018, 2017 and 2016, there were no profit sharing contributions.

Equity Compensation Plans

All of the Company’s outstanding stock options, restricted stock and PSUs are covered under the 2013 Incentive Plan or 2009 Incentive Plan. Awards under the 2013 Incentive Plan may include one or more of the following types: (i) stock options (both nonqualified and incentive stock options), (ii) stock appreciation rights, (iii) restricted stock, (iv) restricted stock units, (v) performance awards, (vi) other share-based awards, and (vii) cash. Employees, directors and consultants are eligible for awards under the 2013 Incentive Plan. The Company issued common stock under these plans from the Company's treasury shares. The number of shares of common stock available for issuance under the 2013 Incentive Plan is 15,700,000 and such amount shall be reduced on a 1-for-1 basis for every share issued that is subject to an option or stock appreciation right and on a 2.5-for-1 basis for every share issued that is subject to an award other than an option or stock appreciation right. Shares that were subject to an award under the 2013 Incentive Plan that become forfeited, expired or otherwise terminated shall again be available for issuance under the 2013 Incentive Plan on a 1-for-1 basis if the shares were subject to options or stock appreciation rights, and on an 2.5-for-1 basis if the shares were subject to awards other than options or stock appreciation rights. As of December 31, 2018, there were 5,602,624 shares of common stock reserved and available for future issuance. Cash received from stock option exercises including the discontinued operations for the years ended December 31, 2018, 2017 and 2016 was $87.3 million, $35.0 million and $41.1 million, respectively.

The Company has granted equity awards to key employees and directors. The ultimate realization of the PSUs may range from 0% to 200% of the recipient’s target levels established on the grant date. A summary of the equity awards granted for the year ended December 31, 2018 is presented below.



Grant Date	Service Vesting Period	Stock Options	Restricted Stock	Common Stock	Performance Share Units
January 1 to December 31, 2018	Four-year graded vesting	901,885	193,303	—	—
April 1 to December 31, 2018	Three-year cliff vesting	19,247	—	—	46,705
July 1, 2018	One-year graded vesting	17,402	11,880	—	—
July 1 to December 31, 2018	Various	19,798	1,858	1,094	—
		958,332	207,041	1,094	46,705

The fair value of the stock options granted was estimated on the date of grant using a Black-Scholes option valuation model that uses the weighted-average assumptions noted in the following table during the years ended December 31:



	2018			2017			2016
Expected volatility		18.51	%		18.72	%		20.26	%
Risk-free interest rate		2.53	%		1.82	%		1.14	%
Expected term in years		4.4			4.5			4.5
Dividend yield		—	%		—	%		—	%
Weighted average grant date fair value per stock option	$	21.48		$	15.71		$	15.33

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

A summary of options outstanding under the 2013 Incentive Plan and the 2009 Incentive Plan and changes, including the discontinued operations, during the three years then ended are presented below:



	Number of Options			Weighted Average Exercise Price Per Share		Aggregate Intrinsic Value

	(In millions, except for share and per share data)
Outstanding at January 1, 2016		9,117,733		$	40.17	$	334.7
Granted		1,364,916		$	80.23
Exercised		(1,409,803	)	$	31.47	$	69.3
Cancelled or expired		(301,929	)	$	73.01
Outstanding at December 31, 2016		8,770,917		$	46.67	$	302.6
Granted		1,440,270		$	81.33
Exercised		(1,125,004	)	$	33.66	$	57.2
Cancelled or expired		(179,074	)	$	76.70
Outstanding at December 31, 2017		8,907,109		$	53.31	$	380.2
Granted		958,332		$	104.23
Exercised		(2,752,735	)	$	33.00	$	213.0
Cancelled or expired		(292,660	)	$	79.16
Outstanding at December 31, 2018		6,820,046		$	67.27	$	284.9
Options exercisable at December 31, 2018		4,360,117		$	55.94	$	231.5
Options exercisable at December 31, 2017		5,995,339		$	41.50	$	326.8

A summary of the status of the Company’s nonvested options and changes, including the discontinued operations, are presented below:



	Number of Options			Weighted Average Grant-Date Fair Value Per Share
Nonvested balance at January 1, 2016		2,576,504		$	12.95
Granted		1,364,916		$	15.33
Vested		(1,016,923	)	$	12.78
Cancelled or expired		(301,929	)	$	14.18
Nonvested balance at December 31, 2016		2,622,568		$	14.12
Granted		1,440,270		$	15.71
Vested		(971,994	)	$	14.19
Cancelled or expired		(179,074	)	$	14.53
Nonvested balance at December 31, 2017		2,911,770		$	14.86
Granted		958,332		$	21.48
Vested		(1,117,513	)	$	14.79
Cancelled or expired		(292,660	)	$	15.33
Nonvested balance at December 31, 2018		2,459,929		$	17.41

Intrinsic value for stock options is calculated based on the exercise price of the underlying awards and the quoted price of Verisk’s common stock as of the reporting date. The Company adopted ASU No. 2016-09 prospectively on January 1, 2017 and excess tax benefits from exercised stock options were recorded as income tax benefit in the accompanying consolidated statements of operations. This tax benefit is calculated as the excess of the intrinsic value of options exercised and restricted stock lapsed in excess of compensation recognized for financial reporting purposes. For the years ended December 31, 2018 and 2017, the Company recorded excess tax benefit from exercised stock options of $48.9 million and $19.0 million, respectively, as income tax benefit in the accompanying consolidated statements of operations. Prior to the adoption of ASU

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

No. 2016-09, for the year ended December 31, 2016, the Company recorded excess tax benefit from exercised stock options of $23.3 million in "Additional paid-in capital" in the accompanying consolidated balance sheets and realized $31.4 million of tax benefit within the Company’s tax payments. Stock based compensation expense, including the discontinued operations, for the years ended December 31, 2018, 2017 and 2016 was $38.5 million, $31.8 million and $30.0 million, respectively.

A summary of the status of the restricted stock awarded under 2013 Incentive Plan and the 2009 Incentive Plan and changes, including the discontinued operations, are presented below:



	Number of Shares			Weighted Average Grant Date Fair Value Per Share
Outstanding at January 1, 2016		533,768		$	66.25
Granted		292,941		$	80.27
Vested		(230,683	)	$	64.44
Forfeited		(58,359	)	$	72.86
Outstanding at December 31, 2016		537,667		$	73.34
Granted		296,850		$	82.02
Vested		(197,403	)	$	70.72
Forfeited		(32,650	)	$	77.13
Outstanding at December 31, 2017		604,464		$	78.28
Granted		207,041		$	104.37
Vested		(225,205	)	$	76.88
Forfeited		(52,965	)	$	82.64
Outstanding at December 31, 2018		533,335		$	88.55

For the year ended December 31, 2018 and 2017, certain employees had restricted stock vesting and covered the aggregate statutory minimum tax withholding of $3.7 million and $2.9 million through a net settlement of 35,637 shares and 36,067 shares, respectively.

On April 1, 2018, the Company granted 46,705 PSUs at a weighted average grant date fair value of $140.70 per unit to certain executive officers. A summary of the status of the PSUs awarded under 2013 Incentive Plan and changes are presented below:



	Number of Units			Weighted Average Grant Date Fair Value Per Unit
Outstanding at January 1, 2018		—		$	—
Granted		46,705		$	140.70
Forfeited		(4,655	)	$	140.70
Outstanding at December 31, 2018		42,050		$	140.70

As of December 31, 2018, there was $71.3 million of total unrecognized compensation cost related to nonvested share-based compensation arrangements granted under the 2013 Incentive Plan and the 2009 Incentive Plan. That cost is expected to be recognized over a weighted-average period of 2.46 years. As of December 31, 2018, there were 2,459,929 533,290, and 42,050 nonvested stock options, restricted stock, and PSUs, respectively, of which 2,050,021, 448,352 and $42,050 are expected to vest. The total grant date fair value of options vested, including the discontinued operations, during the years ended December 31, 2018, 2017 and 2016 was $16.8 million, $16.6 million and $14.2 million, respectively. The total grant date fair value of restricted stock vested, including the discontinued operations, during the years ended December 31, 2018, 2017 and 2016 was $18.6 million, $17.6 million and $14.4 million, respectively. The total grant date fair value of PSUs vested during the year ended December 31, 2018 was $1.5 million.

The Company also offers eligible employees the opportunity to participate in an employee stock purchase plan ("ESPP"). Under the ESPP, participating employees may authorize payroll deductions of up to 20.0% of their regular base

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

salary and up to 50.0% of their short-term incentive compensation, both of which in total may not exceed $25.0 thousand in any calendar year, to purchase shares of the Company’s common stock at a 5.0% discount of its fair market value at the time of purchase. In accordance with ASC 718, the ESPP is noncompensatory as the purchase discount is 5.0% or less from the fair market value, substantially all employees that meet limited employment qualifications may participate, and it incorporates no option features. During the years ended December 31, 2018, 2017 and 2016, the Company issued 30,550, 29,605 and 29,867 shares of common stock at a weighted average discounted price of $104.71, $81.38 and $76.75, respectively.

Pension and Postretirement Benefits:

The Company has a frozen qualified defined benefit pension plan for certain of its employees through membership in the Pension Plan for Insurance Organizations (the “Pension Plan”), a multiple-employer trust. Prior to the freeze, the Company applied a cash balance formula to determine future benefits. Under the cash balance formula, each participant has an account, which was credited annually based on salary rates determined by years of service, as well as the interest earned on the previous year-end cash balance. The Company also has a non-qualified frozen supplemental cash balance plan (“SERP”) for certain employees. The SERP is funded from the general assets of the Company.

The Pension Plan’s funding policy is to contribute annually at an amount between the minimum funding requirements set forth in the Employee Retirement Income Security Act of 1974 and the maximum amount that can be deducted for federal income tax purposes. The minimum contribution requirement was and is expected to be $0 in 2018 and 2019, respectively. The Company contributed $1.0 million and $0.9 million to the SERP in 2018 and 2017, respectively, and expects to contribute $1.1 million in 2019.

The Company also provides certain healthcare and life insurance benefits for both active and retired employees. The Postretirement Health and Life Insurance Plan (the “Postretirement Plan”), which has been frozen, is contributory, requiring participants to pay a stated percentage of the premium for coverage. The Company does not expect to contribute to the Postretirement Plan in 2019.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following table sets forth the changes in the benefit obligations and the plan assets, the (funded) unfunded status of the Pension Plan, SERP and Postretirement Plan, and the amounts recognized in the Company’s consolidated balance sheets at December 31:



	Pension Plan and SERP						Postretirement Plan
	2018			2017			2018			2017
Change in benefit obligation:
Benefit obligation at January 1	$	452.9		$	438.4		$	11.8		$	12.8
Interest cost		15.2			17.1			0.3			0.4
Actuarial (gain) loss		(30.0	)		25.4			(0.4	)		0.7
Plan participants’ contributions		—			—			2.0			1.6
Benefits paid		(30.3	)		(28.0	)		(4.1	)		(4.2	)
Federal subsidy on benefits paid		—			—			0.1			0.5
Benefit obligation at December 31	$	407.8		$	452.9		$	9.7		$	11.8
Accumulated benefit obligation at December 31	$	407.8		$	452.9
Change in plan assets:
Fair value of plan assets at January 1	$	484.7		$	444.5		$	10.1		$	11.1
Actual return on plan assets, net of expenses		(34.1	)		67.3			0.1			0.1
Employer contributions, net		1.0			0.9			1.5			1.0
Plan participants’ contributions		—			—			2.0			1.6
Benefits paid		(30.3	)		(28.0	)		(4.1	)		(4.2	)
Federal subsidies received		—			—			0.1			0.5
Fair value of plan assets at December 31	$	421.3		$	484.7		$	9.7		$	10.1
(Funded) unfunded status at December 31	$	(13.5	)	$	(31.8	)	$	—		$	1.7
Amounts recognized in the consolidated balance sheets consist of:
Pension assets, noncurrent (1)	$	(25.3	)	$	(45.1	)	$	—		$	—
Pension, SERP and postretirement benefits, current (2)		1.0			0.8			—			—
Pension, SERP and postretirement benefits, noncurrent (3)		10.8			12.5			—			1.7
Total Pension, SERP and Postretirement benefits	$	(13.5	)	$	(31.8	)	$	—		$	1.7

(1)Included in "Other assets" in the accompanying consolidated balance sheets

(2)Included in "Accounts payable and accrued liabilities" in the accompanying consolidated balance sheets

(3)Included in "Other liabilities" in the accompanying consolidated balance sheets

The pre-tax components included within accumulated other comprehensive losses as of December 31 are summarized below:



	Pension Plan and SERP				Postretirement Plan
	2018		2017		2018			2017
Prior service benefit cost (credit)	$	3.3	$	3.5	$	(0.4	)	$	(0.5	)
Actuarial losses		158.1		124.3		4.9			5.6
Accumulated other comprehensive losses, pretax	$	161.4	$	127.8	$	4.5		$	5.1

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The pre-tax components of net periodic benefit (credit) cost and the amounts recognized in other comprehensive loss are summarized below for the years ended December 31:



	Pension Plan and SERP									Postretirement Plan
	2018			2017			2016			2018			2017			2016
Interest cost	$	15.2		$	17.1		$	19.3		$	0.3		$	0.4		$	0.4
Expected return on plan assets		(32.9	)		(31.1	)		(31.7	)		(0.2	)		(0.3	)		(0.5	)
Amortization of prior service cost (credit) reclassified from accumulated other comprehensive losses		0.2			0.2			0.1			(0.1	)		(0.2	)		(0.1	)
Amortization of net actuarial loss reclassified from accumulated other comprehensive losses		3.2			4.5			3.2			0.4			0.4			0.4
Net periodic benefit (credit) cost		(14.3	)		(9.3	)		(9.1	)		0.4			0.3			0.2
Amortization of prior service benefit (credit) cost reclassified from accumulated other comprehensive losses		(0.2	)		(0.2	)		(0.1	)		0.1			0.2			0.1
Amortization of actuarial gain reclassified from accumulated other comprehensive losses		(0.1	)		(0.1	)		—			—			—			—
Net gain recognized reclassified from accumulated other comprehensive losses		(3.1	)		(4.4	)		(3.2	)		(0.4	)		(0.4	)		(0.4	)
Actuarial loss (gain)		37.0			(10.8	)		26.4			(0.3	)		0.9			(1.1	)
Total recognized in other comprehensive loss		33.6			(15.5	)		23.1			(0.6	)		0.7			(1.4	)
Total recognized in net periodic benefit cost (credit) and other comprehensive loss	$	19.3		$	(24.8	)	$	14.0		$	(0.2	)	$	1.0		$	(1.2	)

The estimated amounts in accumulated other comprehensive losses that are expected to be recognized as components of net periodic benefit (credit) cost during 2019 are summarized below:



	Pension Plan and SERP		Postretirement Plan			Total
Amortization of prior service benefit cost (credit)	$	0.2	$	(0.1	)	$	0.1
Amortization of net actuarial loss		5.3		0.4			5.7
Total	$	5.5	$	0.3		$	5.8

The weighted-average assumptions used to determine benefit obligations as of December 31, 2018 and 2017 and net periodic benefit (credit) cost for the years 2018, 2017 and 2016 are provided below:



	Pension Plan and SERP						Postretirement Plan
Weighted-average assumptions used to determine benefit obligations:	2018		2017				2018		2017
Discount rate	4.24	%	3.50	%			3.75	%	3.00	%
Expected return on plan assets	7.00	%	7.00	%			2.00	%	2.00	%

Weighted-average assumptions used to determine net periodic benefit (credit) loss:	2018		2017		2016		2018		2017		2016
Discount rate	3.50	%	3.99	%	4.73	%	3.00	%	3.25	%	3.25	%
Expected return on plan assets	7.00	%	7.25	%	7.50	%	2.00	%	3.00	%	4.00	%

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following table presents the estimated future benefit payments for the respective plans. The future benefit payments for the Postretirement Plan are net of the federal Medicare subsidy.



	Pension Plan and SERP		Postretirement Plan
	Gross Benefit Amount		Gross Benefit Amount		Medicare Subsidy Payments			Net Benefit Amount
2019	$	30.7	$	1.7	$	(0.2	)	$	1.5
2020	$	30.6	$	1.5	$	(0.2	)	$	1.3
2021	$	30.1	$	1.4	$	(0.2	)	$	1.2
2022	$	29.5	$	1.2	$	(0.2	)	$	1.0
2023	$	29.5	$	1.1	$	—		$	1.1
2024-2028	$	138.1	$	3.6	$	(0.1	)	$	3.5

The healthcare cost trend rate for 2018 was 8.50% gradually decreasing to 4.50% in 2035. Assumed healthcare cost trend rates have a significant effect on the amounts reported for the healthcare plan. However, a 1.00% change in assumed healthcare cost trend rates would have an immaterial effect to our postretirement benefit obligation.

The subsidy benefit from the Medicare Prescription Drug, Improvement and Modernization Act of 2003 reduced the Company’s accumulated postretirement benefit obligation by approximately $0.9 million and $1.6 million as of December 31, 2018 and 2017, respectively. The subsidy cost increased the net periodic benefit cost by approximately $51.0 thousand in fiscal 2018 and reduced the net periodic benefit cost by approximately $2.0 thousand and $54.0 thousand in fiscal 2017 and 2016, respectively.

The expected return on the Pension Plan assets as of December 31, 2018 and 2017 was 7.00%, which was determined by taking into consideration the Company’s analysis of its actual historical investment returns to a broader long-term forecast after adjusting for the target investment allocation and reflecting the current economic environment. The Company’s investment guidelines target investment allocation of 60% equity securities and 40% debt securities. The Pension Plan assets consist primarily of investments in various fixed income and equity funds. Investment guidelines are established with each investment manager. These guidelines provide the parameters within which the investment managers agree to operate, including criteria that determine eligible and ineligible securities, diversification requirements and credit quality standards, where applicable. Investment managers are prohibited from entering into any speculative hedging transactions. The investment objective is to achieve a maximum total return with strong emphasis on preservation of capital in real terms. The domestic equity portion of the total portfolio should range between 40% and 60%. The international equity portion of the total portfolio should range between 10% and 20%. The fixed income portion of the total portfolio should range between 20% and 40%. The asset allocation at December 31, 2018 and 2017, and target allocation for 2019 by asset category are as follows:



Asset Category	Target Allocation			Percentage of Plan Assets
2018			2017
Equity securities	60.0	%		49.2	%	54.0	%
Debt securities	40.0	%		41.9	%	37.9	%
Other	—	%		8.9	%	8.1	%
Total	100.0	%		100.0	%	100.0	%

The Company has used the target investment allocation to derive the expected return as the Company believes this allocation will be retained on an ongoing basis that will be commensurate with the projected cash flows of the plan. The expected return for each investment category within the target investment allocation is developed using average historical rates of return for each targeted investment category, considering the projected cash flow of the Pension Plan. The difference between this expected return and the actual return on plan assets is generally deferred and recognized over subsequent periods through future net periodic benefit costs. The Company believes that the use of the average historical rates of returns is consistent with the timing and amounts of expected contributions to the plans and benefit payments to plan participants. These considerations provide the basis for reasonable assumptions with respect to the expected long-term rate of return on plan assets.

The Company also maintains a voluntary employees beneficiary association plan (the “VEBA Plan”) under Section 501(c)(9) of the Internal Revenue Code to fund the Postretirement Plan. The asset allocation for the VEBA Plan at December 31, 2018 and target allocation for 2019 are 100% in debt securities.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

There were no transfers among Levels 1, 2 or 3 for the years ended December 31, 2018 and 2017. Refer to Note 8. Fair Value Measurements for further discussion with respect to fair value hierarchy. The following table summarizes the fair value measurements by level of the Pension Plan and Postretirement Plan assets:



	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
December 31, 2018
Equity
Managed equity accounts (1)	$	159.7	$	159.7	$	—	$	—
Equity — pooled separate account (2)		47.3		—		47.3		—
Equity — partnerships (3)		0.1		—		—		0.1
Debt
Fixed income manager — pooled separate account (2)		176.7		—		176.7		—
Fixed income manager — government securities (4)		9.7		9.7		—		—
Others
Cash — pooled separate account (2)		1.1		—		1.1		—
Global real estate account (5)		36.4		—		36.4		—
Total	$	431.0	$	169.4	$	261.5	$	0.1
December 31, 2017
Equity
Managed equity accounts (1)	$	201.4	$	201.4	$	—	$	—
Equity — pooled separate account (2)		60.3		—		60.3		—
Equity — partnerships (3)		0.2		—		—		0.2
Debt
Fixed income manager — pooled separate account (2)		183.6		—		183.6		—
Fixed income manager — government securities (4)		10.1		10.1		—		—
Others
Cash — pooled separate account (2)		0.5		—		0.5		—
Global real estate account (5)		38.7		—		38.7		—
Total	$	494.8	$	211.5	$	283.1	$	0.2


(1)	Valued at the closing price of shares for domestic stocks within the managed equity accounts, and valued at the net asset value (“NAV”) of shares for mutual funds at either the closing price reported in the active market or based on yields currently available on comparable securities of issuers with similar credit ratings for corporate bonds held by the Pension Plan in these managed accounts.


(2)	The pooled separate accounts invest in domestic and foreign stocks, bonds and mutual funds. The fair values of these stocks, bonds and mutual funds are publicly quoted and are used in determining the NAV of the pooled separate account, which is not publicly quoted.

(3)

Investments for which readily determinable prices do not exist are valued by the General Partner using either the market or income approach. In establishing the estimated fair value of investments, including those without readily determinable values, the General Partner assumes a reasonable period of time for liquidation of the investment, and takes into consideration the financial condition and operating results of the underlying portfolio company, nature of investment, restrictions on marketability, holding period, market conditions, foreign currency exposures, and other factors the General Partner deems appropriate.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

(4)

The fund invested in the U.S. government, its agencies or instrumentalities or securities that are rated AAA by S&P, AAA by Fitch, or Aaa by Moody’s, including but not limited to mortgage securities such as agency and non-agency collateralized mortgage obligations, and other obligations that are secured by mortgages or mortgage backed securities, and valued at the closing price reported in the active market.


(5)	The funds invested in common stocks and other equity securities issued by domestic and foreign real estate companies, including real estate investment trusts ("REIT") and similar REIT-like entities. The fair values of these stocks, bonds and mutual funds are publicly quoted and are used in determining the NAV of the funds, which is not publicly quoted.

Segment Reporting

ASC 280-10, Disclosures About Segments of an Enterprise and Related Information (“ASC 280-10”), establishes standards for reporting information about operating segments. ASC 280-10 requires that a public business enterprise reports financial and descriptive information about its reportable operating segments. Operating segments are components of an enterprise for which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company’s President and CEO is identified as the CODM as defined by ASC 280-10.

The Company previously reported results based on its two operating segments, Decision Analytics and Risk Assessment. During the first quarter of 2018, the CODM changed how he makes operating decisions, assesses the performance of the business, and allocates resources in a manner that caused its operating segments to change. Consequently, effective as of the first quarter of 2018, the operating segments of the Company are based on three vertical markets it serves: Insurance, Energy and Specialized Markets, and Financial Services. These three operating segments are also the Company's reportable segments, which have been recast to reflect the new segments for the years ended December 31, 2017 and 2016.

Each of our reportable segments, Insurance, Energy and Specialized Markets, and Financial Services has a portion of its revenue from more than one of the three revenue types described within our revenue recognition policy within Note 2. Basis of Presentation and Summary of Significant Accounting Policies. Below is the overview of the solutions offered within each reportable segment.

Insurance: The Company is the leading provider of statistical, actuarial and underwriting data for the U.S. P&C insurance industry. The Company’s databases include cleansed and standardized records describing premiums and losses in insurance transactions, casualty and property risk attributes for commercial buildings and their occupants and fire suppression capabilities of municipalities. The Company uses this data to create policy language and proprietary risk classifications that are industry standards and to generate prospective loss cost estimates used to price insurance policies, which are accessed via a hosted platform. The Company also develops solutions that its customers use to analyze key processes in managing risk. The Company’s combination of algorithms and analytic methods incorporates its proprietary data to generate solutions. In most cases, the Company’s customers integrate the solutions into their models, formulas or underwriting criteria in order to predict potential loss events, ranging from hurricanes to earthquakes. The Company develops catastrophe and extreme event models and offers solutions covering natural and man-made risks, including acts of terrorism. The Company further develops solutions that allow customers to quantify costs after loss events occur. The Company's multitier, multispectral terrestrial imagery and data acquisition, processing, analytics, and distribution system using the remote sensing and machine learning technologies help gather, store, process, and deliver geographic and spatially referenced information that supports uses in many markets. Additionally, the Company offers fraud-detection solutions including review of data on claim histories, analysis of claims to find emerging patterns of fraud, and identification of suspicious claims in the insurance sector. The Company’s underwriting & rating, insurance anti-fraud claims, catastrophe modeling, loss quantification and aerial imagery solutions are included in this segment.

Energy and Specialized Markets: The Company is a leading provider of data analytics via hosted platform for the global energy, chemicals, and metals and mining industries. Its research and consulting solutions focus on exploration strategies and screening, asset development and acquisition, commodity markets, and corporate analysis in the areas of business environment, business improvement, business strategies, commercial advisory, and transaction support. The Company gathers and manages proprietary information, insight, and analysis on oil and gas fields, mines, refineries and other assets across the interconnected global energy sectors to advise customers in making asset investment and portfolio allocation decisions. The Company also helps businesses and governments better anticipate and manage climate and weather-related risks. The Company's analytical tools measure and observe environmental properties and translate those measurements into actionable information based on customer needs. In addition, the Company provides market and cost intelligence to energy companies to optimize financial results. The Company further offers a suite of data and information services that enable improved compliance with global Environmental Health and Safety requirements related to the safe

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

manufacturing, distribution, transportation, usage, and disposal of chemicals and products. The Company’s energy business, environmental health and safety services and, weather risk solutions are included in this segment.

Financial Services: The Company maintains a bank account consortia to provide competitive benchmarking, decisioning algorithms, business intelligence, and customized analytic services that help financial institutions, payment networks and processors, alternative lenders, regulators and merchants make better strategy, marketing, and risk decisions. Customers apply the Company's solutions in the areas of tailored data management and media effectiveness that include business intelligence platforms, profile views, mobile data solutions, enterprise database services, and fraud risk scoring algorithms for marketing, fraud, and risk mitigation. In addition, the Company's bankruptcy management solutions assist creditors, debt servicing businesses and credit services to enhance regulatory compliance by eliminating stay violation and portfolio valuation risk. The Company’s financial services and retail analytics solutions are included in this segment.

The three aforementioned operating segments represent the segments for which discrete financial information is available and upon which operating results are regularly evaluated by the CODM in order to assess performance and allocate resources. The Company uses EBITDA as the profitability measure for making decisions regarding ongoing operations. EBITDA is net income before interest expense, provision for income taxes, depreciation and amortization of fixed and intangible assets. EBITDA is the measure of operating results used to assess corporate performance and optimal utilization of debt and acquisitions. Operating expenses consist of direct and indirect costs principally related to personnel, facilities, software license fees, consulting, travel, and third-party information services. Indirect costs are generally allocated to the segments using fixed rates established by management based upon estimated expense contribution levels and other assumptions that management considers reasonable. The Company does not allocate interest expense and provision for income taxes, since these items are not considered in evaluating the segment’s overall operating performance. In addition, the CODM does not evaluate the financial performance of each segment based on assets. See Note 6. Revenues for information on disaggregated revenues by type of service and by country.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following table provides the Company’s revenue and EBITDA by reportable segment for the years ended December 31, as well as a reconciliation of EBITDA to operating income for all periods presented in the accompanying consolidated statements of operations:



	2018												2017												2016
	Insurance			Energy and Specialized Markets			Financial Services			Total			Insurance			Energy and Specialized Markets			Financial Services			Total			Insurance			Energy and Specialized Markets			Financial Services			Total
Revenues	$	1,705.9		$	513.3		$	175.9		$	2,395.1		$	1,550.6		$	444.6		$	150.0		$	2,145.2		$	1,419.1		$	442.8		$	133.3		$	1,995.2
Expenses:
Cost of revenues (exclusive of items shown separately below)		(568.1	)		(218.2	)		(99.9	)		(886.2	)		(510.4	)		(193.8	)		(79.6	)		(783.8	)		(469.6	)		(177.1	)		(67.7	)		(714.4	)
Selling, general and administrative		(218.8	)		(141.1	)		(18.8	)		(378.7	)		(196.1	)		(114.4	)		(12.3	)		(322.8	)		(178.1	)		(113.4	)		(10.1	)		(301.6	)
Investment income and others, net		13.2			0.4			1.7			15.3			11.7			(2.8	)		0.3			9.2			7.8			(1.1	)		(0.6	)		6.1
EBITDA from discontinued operations		—			—			—			—			—			—			—			—			—			—			266.0			266.0
EBITDA		932.2			154.4			58.9			1,145.5			855.8			133.6			58.4			1,047.8			779.2			151.2			320.9			1,251.3
Depreciation and amortization of fixed assets		(107.0	)		(42.7	)		(15.6	)		(165.3	)		(91.2	)		(36.4	)		(8.0	)		(135.6	)		(86.4	)		(25.9	)		(6.8	)		(119.1	)
Amortization of intangible assets		(22.8	)		(84.6	)		(23.4	)		(130.8	)		(13.7	)		(70.3	)		(17.8	)		(101.8	)		(6.1	)		(72.8	)		(13.6	)		(92.5	)
Investment income and others, net		(13.2	)		(0.4	)		(1.7	)		(15.3	)		(11.7	)		2.8			(0.3	)		(9.2	)		(7.8	)		1.1			0.6			(6.1	)
EBITDA from discontinued operations		—			—			—			—			—			—			—			—			—			—			(266.0	)		(266.0	)
Operating income	$	789.2		$	26.7		$	18.2			834.1		$	739.2		$	29.7		$	32.3			801.2		$	678.9		$	53.6		$	35.1			767.6
Investment income and others, net											15.3												9.2												6.1
Interest expense											(129.7	)											(119.4	)											(120.0	)
Income from continuing operations before income taxes										$	719.7											$	691.0											$	653.7

Long-lived assets by country are provided below as of December 31:



	2018		2017
Long-lived assets:
U.S.	$	2,335.8	$	2,438.6
U.K.		2,595.5		2,656.6
Other countries		324.5		327.5
Total long-lived assets	$	5,255.8	$	5,422.7

Related Parties:

The Company considers its stockholders that own more than 5% of the outstanding stock within the class to be related parties as defined within ASC 850, Related Party Disclosures. The Company had no material transactions with related parties owning more than 5% of the entire class of stock as of December 31, 2018 and 2017, except for transactions with the KSOP as disclosed in Note 17. Compensation Plans in the accompanying consolidated financial statements.

In addition, the Company had no revenues from related parties for the years ended December 31, 2018, 2017 and 2016.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Commitments and Contingencies:

The Company’s operations are conducted on leased premises. Approximate minimum rentals under long-term noncancelable leases for all leased premises, computer equipment and automobiles are as follows:



Years Ending	Operating Leases		Capital Leases
2019	$	46.0	$	8.3
2020		46.3		9.5
2021		37.2		8.6
2022		33.8		2.8
2023		28.9		—
2024 and thereafter		147.6		—
Net minimum lease payments	$	339.8		29.2
Less amount representing interest				1.9
Present value of net minimum lease capital payments			$	27.3

Most of the leases require payment of property taxes and utilities and, in certain cases, contain renewal options. Operating leases consist of office space. Capital leases consist of computer equipment, office equipment, leased automobiles, and aircraft sensors. Rent expense on operating leases approximated $44.9 million, $39.0 million and $39.5 million in 2018, 2017 and 2016, respectively.

In addition, the Company is a party to legal proceedings with respect to a variety of matters in the ordinary course of business, including the matter described below. With respect to ongoing matters, the Company is unable, at the present time, to determine the ultimate resolution of or provide a reasonable estimate of the range of possible loss attributable to these matters or the impact they may have on the Company’s results of operations, financial position or cash flows. This is primarily because the matters are generally in early stages and discovery has either not commenced or been completed. Although the Company believes it has strong defenses and intends to vigorously defend these matters, the Company could in the future incur judgments or enter into settlements of claims that could have a material adverse effect on its results of operations, financial position or cash flows.

Xactware Solutions, Inc. Patent Litigation

On October 8, 2015, the Company was served with a summons and complaint in an action titled Eagle View Technologies, Inc. and Pictometry International Group, Inc. v. Xactware Solutions, Inc. and Verisk Analytics, Inc. filed in the United States District Court for the District of New Jersey. The complaint alleges that the Company’s Roof InSight (now known as Geomni Roof), Property InSight product (now known as Geomni Property) and Aerial Sketch product in combination with the Company's Xactimate product infringe seven patents owned by Eagle View and Pictometry namely, Patent Nos. 8,078,436 (the "436 patent"), 8,170,840 (the "840 patent"), 8,209,152 (the "152 patent"), 8,542,880 (the "880 patent"), 8,818,770 (the "770 patent"), 8,823,732 (the "732 patent"), and 8,825,454 (the "454 patent"). On November 30, 2015, plaintiffs filed a First Amended Complaint adding Patent Nos. 9,129,376 (the "376 patent") and 9,135,737 (the "737 patent") to the lawsuit. The First Amended Complaint seeks an entry of judgment by the Court that defendants have and continue to directly infringe and/or indirectly infringe, including by way of inducement the Patents-in-Suit, permanent injunctive relief, damages, costs and attorney’s fees. On May 19, 2017, the District Court so ordered a Joint Stipulated Order of Partial Dismissal with Prejudice dismissing all claims or assertions pertaining to Pictometry Patents Nos. 880 and 732 and certain asserted claims of the Eagle View Patents Nos. 436, 840, 152, 770, 454, 376 and 737 (collectively the “Patents in Suit”). Eagle View further reduced the number of asserted claims pertaining to the Patents in Suit to 18 asserted claims. Thereafter, Eagle View dropped the 152 patent and further reduced the number of asserted claims from the six remaining Patents in Suit to 11 asserted claims. Fact discovery and expert discovery are now closed and defendants' summary judgment motions were fully submitted on October 26, 2018. On December 6, 2018, the Court denied Eagle View’s motion for summary judgment that a key prior art reference be excluded. On December 20, 2018, the Court denied the Company’s motion for summary judgment of equitable estoppel. On January 29, 2019, the Court denied the Company’s motion for summary judgment of unpatentability pursuant to Section 101 of the Patent Statute. At this time, it is not reasonably possible to determine the ultimate resolution of, or estimate the liability related to, this matter.

VERISK ANALYTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

360Value Litigation

On December 10, 2018, the Company was served with a First Amended Complaint filed in the United States District Court for the Northern District of California titled Sheahan, et al. v. State Farm General Insurance Co., Inc., et al. The action is brought by California homeowners, on their own behalf and on behalf of an unspecified putative class of State Farm policyholders whose homes were damaged or lost during the Northern California wildfires of 2017, against State Farm as well as the Company, ISO, and Xactware Solutions, Inc. Plaintiffs served a Second Amended Complaint on January 6, 2019. Like the First Amended Complaint, it alleges that defendants through the use of the Company’s 360Value product conspired to under-insure plaintiffs’ homes by issuing undervalued policies and underestimating the costs of rebuilding those homes. Plaintiffs claim that defendants violated federal antitrust law as well as California consumer protection law and common law. At this time, it is not reasonably possible to determine the ultimate resolution of, or estimate the liability related to, this matter.

Schedule II

Valuation and Qualifying Accounts and Reserves

For the Years Ended December 31, 2018, 2017 and 2016

(In millions)



Description		Balance at Beginning of Year (1)		Charged to Costs and Expenses (2)		Deductions— Write-offs (3)			Balance at End of Year
Year ended December 31, 2018
Allowance for doubtful accounts	$	4.6	$	5.6	$	(4.5	)	$	5.7
Valuation allowance for income taxes	$	17.6	$	21.2	$	(4.3	)	$	34.5
Year ended December 31, 2017
Allowance for doubtful accounts	$	3.4	$	2.0	$	(0.8	)	$	4.6
Valuation allowance for income taxes	$	8.1	$	10.0	$	(0.5	)	$	17.6
Year Ended December 31, 2016
Allowance for doubtful accounts	$	2.6	$	2.2	$	(1.4	)	$	3.4
Valuation allowance for income taxes	$	0.9	$	7.2	$	—		$	8.1


(1)	Excludes discontinued operations


(2)	Primarily additional reserves for bad debts


(3)	Primarily accounts receivable balances written off, net of recoveries, and the expiration of loss carryforwards

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February 19, 2019.



	VERISK ANALYTICS, INC. (Registrant)

	/S/ Scott G. Stephenson
	Scott G. Stephenson
	President and Chief Executive Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February 19, 2019.



Signature		Capacity

/S/ SCOTT G. STEPHENSON		President and Chief Executive Officer (principal executive officer and director)
Scott G. Stephenson

/S/ LEE M. SHAVEL		Executive Vice President and Chief Financial Officer (principal financial officer)
Lee M. Shavel

/S/ DAVID J. GROVER		Vice President and Controller (principal accounting officer)
David J. Grover

/S/ FRANK J. COYNE		Lead Independent Director
Frank J. Coyne

/S/ ANNELL BAY		Director
Annell R. Bay

/S/ CHRISTOPHER M. FOSKETT		Director
Christopher M. Foskett

/S/ BRUCE E. HANSEN		Director
Bruce E. Hansen

/S/ KATHLEEN HOGENSON		Director
Kathleen A. Hogenson

/S/ CONSTANTINE P. IORDANOU		Director
Constantine P. Iordanou

/S/ JOHN F. LEHMAN, JR.		Director
John F. Lehman, Jr.

/S/ SAMUEL G. LISS		Director
Samuel G. Liss

/S/ ANDREW G. MILLS		Director
Andrew G. Mills

/S/ THERESE M. VAUGHAN		Director
Therese M. Vaughan

/S/ DAVID B. WRIGHT		Director
David B. Wright

EXHIBIT INDEX



Exhibit Number	Description
2.1	Deed, dated as of March 10, 2015, among Verisk Analytics, Inc. and the sellers named therein, incorporated herein by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K, dated March 11, 2015.

3.1	Amended and Restated Certificate of Incorporation, incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, dated May 29, 2015.

3.2	Amended and Restated By-Laws, incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, dated February 15, 2019.

4.1	Form of Common Stock Certificate, incorporated herein by reference to Exhibit 4.1 to Amendment No. 6 to the Company’s Registration Statement on Form S-1, dated September 21, 2009.

4.2	Senior Notes Indenture, dated as of April 6, 2011, among Verisk Analytics, Inc., the guarantors named therein and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, dated April 6, 2011.

4.3	First Supplemental Indenture, dated as of April 6, 2011, among Verisk Analytics, Inc., the guarantors named therein and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, dated April 6, 2011.

4.4	Second Supplemental Indenture, dated as of December 8, 2011, among Verisk Analytics, Inc., the guarantors named therein and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, dated December 8, 2011.

4.5	Third Supplemental Indenture, dated as of September 12, 2012, among Verisk Analytics, Inc., the guarantors named therein and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, dated September 12, 2012.

4.6	Fifth Supplemental Indenture, dated as of May 15, 2015, between Verisk Analytics, Inc. and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, dated May 15, 2015.

10.1	401(k) Savings Plan and Employee Stock Ownership Plan, incorporated herein by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-1, dated August 12, 2008.

10.2	Verisk Analytics, Inc. 2009 Equity Incentive Plan, incorporated herein by reference to Exhibit 10.2 to Amendment No. 6 to the Company’s Registration Statement on Form S-1, dated September 21, 2009.

10.3	Form of Letter Agreement, incorporated herein by reference to Exhibit 10.3 to Amendment No. 1 to the Company’s Registration Statement on Form S-1, dated October 7, 2008.

10.4	Form of Master License Agreement and Participation Supplement, incorporated herein by reference to Exhibit 10.4 to Amendment No. 1 to the Company’s Registration Statement on Form S-1, dated October 7, 2008.



Exhibit Number	Description
10.5	Schedule of Master License Agreements Substantially Identical in All Material Respects to the Form of Master License Agreement and Participation Supplement, incorporated herein by reference to Exhibit 10.5 to Amendment No. 2 to the Company’s Registration Statement on Form S-1, dated November 20, 2008.

10.6	Form of Change of Control Severance Agreement, incorporated herein by reference to Exhibit 10.8 to Amendment No. 6 to the Company’s Registration Statement on Form S-1, dated September 21, 2009.

10.7	Insurance Services Office, Inc. 1996 Incentive Plan and Form of Stock Option Agreement thereunder, incorporated herein by reference to Exhibit 10.9 to Amendment No. 7 to the Company’s Registration Statement on Form S-1, dated September 29, 2009.

10.8	Form of Stock Option Award Agreement under the Verisk Analytics, Inc. 2009 Equity Incentive Plan, incorporated herein by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q, dated November 16, 2009.

10.9	Insurance Services Office, Inc. Supplemental Cash Balance Plan dated January 1, 2009 as amended by the Amendment to the Insurance Services Office, Inc. Supplemental Cash Balance Plan dated February 10, 2012 incorporated by reference to Exhibit 10.12 to the Company's annual report on Form 10-K dated February 25, 2014.

10.10	Insurance Services Office, Inc. Supplemental Executive Retirement Savings Plan dated January 1, 2009 incorporated by reference to Exhibit 10.13 to the Company's annual report on Form 10-K dated February 25, 2014.

10.11	Verisk Analytics, Inc. 2013 Equity Incentive Plan, incorporated herein by reference to Appendix A to the Company's Proxy Statement on Schedule 14A, dated April 1, 2013.

10.12	Form of Stock Option Award Agreement under Verisk Analytics, Inc. 2013 Equity Incentive Plan, incorporated herein by reference to Exhibit 99.2 to Company’s Registration Statement on Form S-8 dated May 15, 2013.

10.13	Form of Restricted Stock Award Agreement under Verisk Analytics, Inc. 2013 Equity Incentive Plan, incorporated herein by reference to Exhibit 99.3 to Company’s Registration Statement on Form S-8 dated May 15, 2013.

10.14	Second Amended and Restated Credit Agreement dated April 22, 2015 among Verisk Analytics, Inc., as borrower, and the lenders and agents party thereto, incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated April 24, 2015.

10.15	First Amendment to Second Amended and Restated Credit Agreement dated July 24, 2015 among Verisk Analytics, Inc., as borrower, and the lenders and agents party thereto, incorporated herein by reference to Exhibit 10.2 to the Company’s quarterly report on Form 10-Q dated July 28, 2015.

10.16	Second Amendment to the Second Amended and Restated Credit Agreement dated May 26, 2016 among Verisk Analytics, Inc., as borrower, and the lenders and agents party thereto, incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 26, 2016.

10.17	Third Amendment to the Second Amended Restated Credit Agreement dated May 18, 2017 among Verisk Analytics, Inc., as borrower, and the lenders and agents party thereto, incorporated herein by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated May 19, 2017.

10.18	Agreement of Purchase and Sale dated April 25, 2016 among Verisk Analytics, Inc., Argus Information and Advisory Services, LLC, Verisk Health, Inc., MediConnect Global, Inc., VCVH Holding Corp., VCVH Holdings LLC, VCVH Intermediate Holding Corp. and VCVH Holding II Corp,. incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated April 28, 2016.



Exhibit Number	Description
21.1	Subsidiaries of the Registrant, incorporated herein by reference to Exhibit 21.1 to the Company’s annual report on Form 10-K dated February 20, 2018.

23.1	Consent of Deloitte & Touche LLP.*

31.1	Certification of the Chief Executive Officer of Verisk Analytics, Inc. pursuant to Rule 13a-14 under the Securities Exchange Act of 1934.*

31.2	Certification of the Chief Financial Officer of Verisk Analytics, Inc. pursuant to Rule 13a-14 under the Securities Exchange Act of 1934.*

32.1	Certification of the Chief Executive Officer and Chief Financial Officer of Verisk Analytics, Inc. pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

101.INS	XBRL Instance Document.*

101.SCH	XBRL Taxonomy Extension Schema.*

101.CAL	XBRL Taxonomy Extension Calculation Linkbase.*

101.DEF	XBRL Taxonomy Definition Linkbase.*

101.LAB	XBRL Taxonomy Extension Label Linkbase.*

101.PRE	XBRL Taxonomy Extension Presentation Linkbase.*



*	Filed herewith.

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