Verisk Analytics (VRSK) 10-K risk factor changes: FY2022 vs FY2021
The 2022-12-31 10-K against the 2021-12-31 one, compared heading by heading and sentence by sentence.
All filing items832 rewritten697 added500 removed1,917 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: the parser did not find an Item 1A in both filings.
- Sentence by sentence, 697 added, 500 removed, 832 rewritten and 1,917 unchanged across 2 items that differ.
Sentences by item
2 items, with every count and a link to each item that changed
| Item | Added | Removed | Rewritten | Unchanged |
|---|---|---|---|---|
| Cover and table of contents | 280 | 197 | 280 | 975 |
| Item 8. Consolidated Financial Statements and Supplementary Data | 417 | 303 | 552 | 942 |
Underlined words on a shaded ground are new in FY2022; struck-through words were in FY2021. Sentences that are wholly new or wholly gone are labelled rather than marked.
Cover and table of contents
280 rewritten, 280 added, 197 removed, 975 unchanged
For the fiscal year ended December 31, [removed: 2021][added: 2022]
As of June 30, [removed: 2021,] [added: 2022,] the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was [removed: $27,228,949,452] [added: $26,458,185,993] based on the closing price reported on the NASDAQ Global Select Market on such date.
As of February [removed: 18, 2022,] [added: 24, 2023,] there were [removed: 161,282,942] [added: 154,695,842] shares outstanding of the registrant's Common Stock, par value $.001.
Certain information required by Part III of this annual report on Form 10-K is incorporated by reference to our definitive Proxy Statement for our 2022 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission not later than 120 days after December 31, [removed: 2021.][added: 2022.]
| | Item 7A. | [Quantitative and Qualitative Disclosures About Market Risk](#i7a) | [removed: [45](#i7a)] [added: [47](#i7a)] |
| | Item 8. | [Consolidated Financial Statements and Supplementary Data](#i8) | [removed: [45](#i8)] [added: [47](#i8)] |
| | | [Consolidated Balance Sheets](#cbs) | [removed: [54](#cbs)] [added: [56](#cbs)] |
| | | [Consolidated Statements of Operations](#cso) | [removed: [55](#cso)] [added: [57](#cso)] |
| | | [Consolidated Statements of Comprehensive Income](#cci) | [removed: [56](#cci)] [added: [58](#cci)] |
| | | [Consolidated Statements of Changes in Stockholders' Equity](#csse) | [removed: [57](#csse)] [added: [59](#csse)] |
| | | [Consolidated Statements of Cash Flows](#ccf) | [removed: [58](#ccf)] [added: [60](#ccf)] |
| | | [Notes to Consolidated Financial Statements](#notes) | [removed: [60](#notes)] [added: [62](#notes)] |
| | Item 9. | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](#i9) | [removed: [45](#i9)] [added: [47](#i9)] |
| | Item 9A. | [Controls and Procedures](#i9a) | [removed: [46](#i9a)] [added: [48](#i9a)] |
| | Item 9B. | [Other Information](#i9b) | [removed: [49](#i9b)] [added: [51](#i9b)] |
| | Item 10. | [Directors, Executive Officers and Corporate Governance](#i10) | [removed: [49](#i10)] [added: [51](#i10)] |
| | Item 11. | [Executive Compensation](#i11) | [removed: [49](#i11)] [added: [51](#i11)] |
| | Item 12. | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](#i12) | [removed: [49](#i12)] [added: [51](#i12)] |
| | Item 13. | [Certain Relationships and Related Transactions and Director Independence](#i13) | [removed: [49](#i13)] [added: [51](#i13)] |
| | Item 14. | [Principal Accounting Fees and Services](#i14) | [removed: [49](#i14)] [added: [51](#i14)] |
| | Item 15. | [Exhibits and Financial Statement Schedule](#i15) | [removed: [50](#i15)] [added: [52](#i15)] |
| | Item 16. | [Form 10-K Summary](#i16) | [removed: [50](#i16)] [added: [52](#i16)] |
| | | [EXHIBIT INDEX](#exind) | [removed: [97](#exind)] [added: [100](#exind)] |
| | | [SIGNATURES](#sigs) | [removed: [100](#sigs)] [added: [103](#sigs)] |
Verisk is a leading data analytics provider serving customers in [removed: insurance, energy and specialized markets,] [added: the insurance] and [removed: financial services.][added: energy market until February 1, 2023 when we completed the sale of our energy business.]
We offer predictive analytics and decision support solutions to customers in rating, underwriting, claims, [removed: catastrophe and] [added: catastrophe,] weather risk, [removed: natural resources intelligence, economic forecasting, commercial banking] and [removed: finance, and] many other fields.
In [removed: 2021,] [added: 2022,] our customers included all of the top 100 property and casualty ("P&C") insurance providers in the U.S. for the lines of P&C services we [removed: offer and the top 30 credit card issuers in North America, the United Kingdom, and Australia as well as nine of the top ten global energy producers around the world.][added: offer.]
- Deep Domain Expertise - We have specialized and in-depth knowledge in [removed: a number of defined vertical markets, including insurance, energy, financial services,] [added: insurance] and risk management.
We offer our solutions and services primarily through annual subscriptions or long-term agreements, which are typically prepaid and represented over 81% of our revenues in [removed: 2021.][added: 2022.]
[removed: For] [added: Investment (loss) income and others, net was a gain of $2.1 million for] the year ended December 31, [removed: 2021, we had revenues] [added: 2021 compared to a gain] of [removed: $2,998.6] [added: $0.4] million [removed: and net income of $666.3 million.][added: for the year ended December 31, 2020.]
[removed: We organize our business in three segments:] [added: Our operating segments have historically been] Insurance, Energy and Specialized Markets, and Financial Services.
See [removed: [Note 19](#FN_19_-_Segment_Reporting).][added: Note 11.]
[removed: of] [added: Acquisitions to] our consolidated financial statements included in this annual report on Form [removed: 10-K for further information.][added: 10-K).]
We have more than [removed: 195] [added: 211] specialized lawyers and insurance experts reviewing changes in each state’s insurance rules and regulations, including an average of approximately [removed: 13,200] [added: 8,200] legislative actions, [removed: 8,500] [added: 7,400] regulatory actions, and 2,000 court decisions per year, to make any required changes to our policy language and rating information.
For example, in the homeowners line of insurance, we maintain policy language and rules for 6 basic coverages, [removed: 282] [added: 438] national endorsements, and [removed: 620] [added: 640] state-specific endorsements.
The P&C insurance industry is heavily regulated in the [removed: U.S.:] [added: U.S.;] P&C insurers are required to collect statistical data about their premiums and losses and to report that data to regulators in every state in which they operate.
In 2021 alone, P&C insurers sent us approximately [removed: 2.6] [added: 2.3] billion detailed individual records of insurance transactions, such as insurance premiums collected or losses incurred.
We maintain a database of more than [removed: 29.7] [added: 32.4] billion statistical records, including approximately [removed: 8.2] [added: 8.7] billion commercial lines records and approximately [removed: 21.5] [added: 23.7] billion personal lines records.
Our database contains data and analytics on approximately [removed: 15.4] [added: 15.7] million commercial properties in the U.S. We have a staff of approximately [removed: 520] [added: 500] field representatives strategically located around the U.S. who observe and report on conditions at commercial and residential properties, evaluate community fire-protection capabilities and assess the effectiveness of municipal building-code enforcement.
Each year, our field staff visits more than [removed: 368,000] [added: 317,000] commercial properties to collect information on new buildings and verify building attributes.
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error previously issued financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).
We also divested our specialized markets and financial services businesses in March 2022 and April 2022, respectively.
On March 11, 2022 and April 8, 2022, we sold our environmental health and safety business, which represented the “specialized markets” in our Energy and Specialized Markets segment, and our Financial Services segment, respectively.
We assessed the sale of our environmental health and safety business and Financial Services segment per the guidance in ASC 205-20, _Discontinued Operations_, and determined that the transactions did not qualify as a discontinued operation because they did not, quantitatively or qualitatively, represent a strategic shift that has or will have a major effect on our operations and financial results.
On October 28, 2022, we also entered into an equity purchase agreement to sell Wood Mackenzie, Inc. and Verisk New UK Holdco LP (together with their respective subsidiaries, our "Energy business").
The transaction closed on February 1, 2023.
The Energy business qualified as held for sale in the fourth quarter of 2022 and was classified as a discontinued operation per the guidance in ASC 205-20, _Discontinued Operations_, as we determined that this transaction represents a strategic shift that has or will have a major effect on our operations and financial results.
Accordingly, all results of the Energy business have been removed from continuing operations and presented as discontinued operations in our consolidated statements of operations and assets and liabilities held for sale for all periods presented.
Results of our Energy business are reported as a discontinued operation for the year ended December 31, 2022 and for all prior periods presented.
Dispositions and Discontinued Operation for further discussion.
Additionally, we have expanded into the markets of life insurance and annuities via our December 2019 acquisition of FAST and marketing via our acquisitions, which are known collectively as Marketing Solutions, of Jornaya in 2020, Contact State in 2021, and Infutor in 2022.
FAST enables the transformation of the industry across the policy lifecycle through no-code technology, data analytics, and modeling, and Marketing Solutions focuses on differentiated data that helps insurers drive top-line growth and marketing budget savings through more personalized, timely interactions with prospects and customers.
In 2022, we introduced a continuous approach to performance management, supported by a new user-friendly platform and guidance.
Each quarter, employees and managers were provided with customized training and were prompted to review and discuss goals, progress, and ways to grow and develop.
Course enrollments are up 26% at nearly 49,808 for the full year.
In 2022, we focused our programming on essential leadership skills and invited people managers globally to a two-part Leadership Accelerator series.
During the virtual sessions and applied practice that followed, 75% of all people managers participated to learn how to increase trust and purpose, and how to coach and give difficult feedback in support of employee growth.
Separately, we piloted new managers program with the goal to provide training within a manager's first three months in their role.
Included in these events were webcasts, panel discussions, book clubs, fundraisers and activities centered around celebratory months.
We also held a Day of Understanding with open discussions on topics such as Roe v.
Wade, Hate Crimes, Immigration, Accessibility, and LGBTQ+ experiences.
The majority of our people worked remotely in 2021 but moved to a hybrid work policy in 2022 with at least 2 days in the office.
We saw increased collaboration and engagement as a result of this move.
We are also earning recognition from UK's Best Workplaces in Tach and Malaga's Best Workplaces.
To create an outstanding employee experience, leaders understand and act on their results and insights, and continuously communicate with employees through town halls and local engagement events.
Further, the Federal Reserve has increased its benchmark interest rate multiple times in 2022 in a bid to reduce rising inflation rates in the United States, and it is expected that additional rate hikes may be adopted in the future.
These interest rate increases have resulted in higher short-term and long-term borrowing costs.
| London, United Kingdom | | 50,677 | | November 29, 2030 |
As of December 31, 2022, we had 389,301,902 shares of treasury stock.
As of December 31, 2022, we had $441.3 million available to repurchase shares, inclusive of the $1,000 million authorization approved by the board on February 16, 2022 and $500 million authorization approved by the board on November 8, 2022.
| October 1, 2022 through October 31, 2022 | | | 469,126 | (1) | | $ | 170.53 | (1) | | | 469,126 | | | $ | 307.5 | |
| November 1, 2022 through November 30, 2022 | | | 353,069 | | | $ | 180.04 | | | | 353,069 | | | $ | 763.9 | |
| December 1, 2022 through December 31, 2022 | | | 1,561,472 | (1,2) | | $ | 182.56 | (1,2) | | | 1,561,472 | | | $ | 441.3 | |
| | | | 2,383,667 | (1,2) | | $ | 179.82 | (1,2) | | | 2,383,667 | | | | | |
Upon the payment of the aggregate purchase price of $250.0 million on December 14, 2022, we received 1,168,224 shares of our common stock at a price of $182.01 per share, representing an initial delivery of approximately 85 percent of the aggregate purchase price.
Upon the final settlement of this ASR agreement in February of 2023, we received additional shares of 247,487 as determined by the daily volume weighted average share price of our common stock of $176.68 during the term of this ASR agreement.
We have no obligation to update any forward-looking statements after the date hereof, except as required by applicable federal securities law.
On October 28, 2022, we entered into an equity purchase agreement to sell our Energy business to Planet Jersey Buyer Ltd, an entity that was formed on behalf of, and is controlled by, The Veritas Capital Fund VIII, L.P. and its affiliated funds and entities (“Veritas Capital”), for a purchase price of $3,100.0 million (subject to customary purchase price adjustments for, among other things, the cash, working capital and indebtedness of the Energy business as of the closing) and up to $200 million of additional contingent cash consideration based on Veritas Capital’s future return on its investment paid through a Class C Partnership interest.
This transaction closed on February 1, 2023.
We also work with a wide range of companies, governments, and institutions across the energy and metals and mining value chains.
For the five-year period ended December 31, 2021, our consolidated revenues grew at a compound annual growth rate ("CAGR") of 8.7% and our net income grew at 4.7%.
Over the past two decades, we have transformed our business beyond its original functions by deepening and broadening our data assets, developing a set of integrated risk management solutions and services, and addressing new markets.
Our expansion into analytics began when we acquired the American Insurance Services Group ("AISG") and certain operations and assets of the National Insurance Crime Bureau in 1997 and 1998, respectively.
Those organizations brought to the company large databases of insurance claims as well as expertise in detecting and preventing claims fraud.
To further expand our business, in 2002, we acquired AIR Worldwide ("AIR"), the technological leader in catastrophe modeling.
In 2006, to bolster our position in the insurance claims field, we acquired Xactware Solutions Inc., a leading supplier of estimation software for professionals involved in building repair and reconstruction.
In 2012, we acquired Argus Information & Advisory Services, LLC ("Argus") to expand our global presence providing information, competitive benchmarking, analytics, and customized services to financial institutions in the payments space.
In 2015, we acquired Wood Mackenzie Limited ("Wood Mackenzie") to advance our strategy to expand internationally and position us in the global energy market.
In 2017, we acquired G2 Web Services, LLC ("G2"); Sequel Business Solutions Ltd. ("Sequel"); Lundquist Consulting, Inc. ("LCI"); and PowerAdvocate, Inc. ("PowerAdvocate") to further strengthen our position in their respective segments.
G2 provides merchant risk intelligence solutions for acquirers, commercial banks, and other payment system providers.
Sequel is a leading insurance and reinsurance software specialist based in London.
LCI offers risk insight, prediction, and management solutions for banks and creditors.
PowerAdvocate is a leading data analytics provider with a one-of-a-kind spend and cost data curated from millions of transactions across thousands of services, materials, and equipment categories in the energy industry.
In 2018, we acquired Rulebook Limited ("Rulebook") to further our international insurance presence in the overseas market.
In 2019, we acquired Genscape, Inc. ("Genscape") and Flexible Architecture and Simplified Technology, LLC ("FAST") to enhance our solutions within the Energy and Specialized Markets segment and Insurance segment, respectively.
In 2020, we acquired Franco Signor, LLC to further our offerings in the Medicare space and Lead Intelligence, Inc. ("Jornaya") to grow our set of marketing solutions for the insurance and financial services markets.
In 2021, we acquired Whitespace Software Limited ("Whitespace"), Ignite Software Systems Limited ("Ignite"), and Data Driven Safety, LLC ("Data Driven Safety") to enhance our solutions within the underwriting & rating category of our Insurance segment.
We also acquired Roskill Holdings Limited ("Roskill") to reinforce our ability to provide comprehensive analysis across the energy and metals and mining value chain and ACTINEO GmbH to support the entire bodily injury settlement process.
Those acquisitions have added scale, geographic reach, highly skilled workforces, and a wide array of new capabilities to support our customers.
They have helped make us a leading provider of information and decision analytics for customers involved in the business of risk in the U.S. and selectively around the world.
See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II of this annual report for additional information regarding our segments.
Finally, we have also expanded into the life and annuity sectors through the acquisition of FAST in December 2019, as well as internal solutions development, to enable the transformation of the industry across the policy lifecycle through no-code technology, data analytics, and modeling.
Financial Services Segment
Meanwhile, we offer services and a suite of solutions to satisfy growing customer needs for better forecasting and expense tools and regulatory-focused solutions.
In addition, we provide solutions in the media effectiveness space given the unique nature and strength of our partnerships and through our developing Verisk Financial Marketview brand.
Our professionals have substantive industry knowledge about providing solutions to the financial services sector.
We are known for our unique ability to blend the highly technical, data-centered aspects of our projects with expert communication and business knowledge.
Our solutions enhance our customers’ ability to manage their businesses profitably and position them better to handle present-day challenges (competitive, regulatory, and economic).
Specifically, we use comprehensive transaction, risk, behavioral, and bureau-sourced account data to assist customers in making better business decisions through analysis and analytical solutions.
We maintain a comprehensive and granular direct-observation financial services industry database for credit card, debit card, and deposit transactions as well as merchant and collections transactions.
We have already demonstrated the effectiveness of this strategy with our expansion into non-insurance financial services.
Our customers within the Energy and Specialized Markets segment include nine of the top ten global energy producers around the world.
Our customer base includes international and national energy companies as well as renewables companies, power utilities, metals and mining, and chemicals companies; financial institutions; and governments, among others.
Within these organizations, we work with a range of diverse teams.
These include strategists and policy makers, business developers, market analysts, commodity traders, corporate finance, risk teams, and investors.
Alongside large corporate and government clients, we also work with many small and medium-size enterprises, offering services tailored to each customer’s needs.
Within the Financial Services segment, our customers include financial institutions, payment networks and processors, alternative lenders, regulators, merchants, and the top 30 credit card issuers in North America, the United Kingdom, and Australia.
In the Energy and Specialized Markets segment, certain products are offered by a number of companies, including IHS Markit (natural resources), Rystad Energy (upstream), Enverus (upstream), Energy Aspects (commodities), CRU Group (metals), and Bloomberg New Energy Finance (power and renewables).
We believe that our global integrated value chain knowledge and insight, bottom-up proprietary data, and long-term trusted relationships enhance our competitive position in relation to those companies.
An excerpt. Shown here: 40 of 280 rewritten, 40 of 280 added and 40 of 197 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2022 filing and the FY2021 filing.
Item 8. Consolidated Financial Statements and Supplementary Data
552 rewritten, 417 added, 303 removed, 942 unchanged
| Verisk Analytics, Inc. Consolidated Financial Statements as of December 31, [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] and for the Years Ended December 31, [added: 2022,] 2021, [removed: 2020,] and [removed: 2019.] [added: 2020.] | |
| [Report of Independent Registered Public Accounting Firm (PCAOB ID No. 34)](#report) | [removed: [52](#report)] [added: [54](#report)] |
| [Consolidated Balance Sheets](#cbs) | [removed: [54](#cbs)] [added: [56](#cbs)] |
| [Consolidated Statements of Operations](#cso) | [removed: [55](#cso)] [added: [57](#cso)] |
| [Consolidated Statements of Comprehensive Income](#cci) | [removed: [56](#cci)] [added: [58](#cci)] |
| [Consolidated Statements of Changes in Stockholders' Equity](#csse) | [removed: [57](#csse)] [added: [59](#csse)] |
| [Consolidated Statements of Cash Flows](#ccf) | [removed: [58](#ccf)] [added: [60](#ccf)] |
| [Notes to Consolidated Financial Statements](#notes) | [removed: [60](#notes)] [added: [62](#notes)] |
| [Schedule II, Valuation and Qualifying Accounts and Reserves](#schedule2) | [removed: [96](#schedule2)] [added: [99](#schedule2)] |
We have audited the accompanying consolidated balance sheets of Verisk Analytics, Inc. and subsidiaries (the "Company") as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] the related consolidated statements of operations, comprehensive income, stockholders' equity, and cash flows, for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] 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, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] 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, [removed: 2021,] [added: 2022,] 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 [removed: 22, 2022,] [added: 28, 2023,] expressed an unqualified opinion on the Company's internal control over financial reporting.
Goodwill - Energy and Specialized Markets [removed: and Financial Services] Reportable [removed: Segments] [added: Segment] - Refer to Notes 2 and 12 to the financial statements
The goodwill balance was [removed: $4,331.2] [added: $3,812.3] million as of December 31, [removed: 2021] [added: 2022] of which [removed: $2,283.6] [added: $2,136.3] million was [added: classified as held for sale] attributable to [removed: a reporting unit within] the Energy and Specialized Markets reportable [removed: segment and $475.4 million was attributable to the Financial Services reportable] segment.
Given the significant judgments made by management to estimate the fair value of the [removed: reporting unit within the] Energy and Specialized Markets reportable [removed: segment and the Financial Services reportable] segment, including management’s judgments in selecting significant assumptions to forecast future revenues, EBITDA margins, and the discount rate, as well as the selection of revenue and EBITDA multiples, performing audit procedures to evaluate the reasonableness of management’s estimates and assumptions for the [removed: reporting unit within the] Energy and Specialized Markets reportable segment [removed: and the Financial Services reportable segment] required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.
Our audit procedures related to forecasts of future revenue and EBITDA [removed: margin,] [added: margins,] selection of the discount rate used within the income approach and selection of the [removed: Revenue] [added: revenue] and EBITDA multiples used in the market approach for [removed: a reporting unit within] the Energy and Specialized Markets reportable segment [removed: and the Financial Services reportable segment] included the following, among others:
| | • | We tested the effectiveness of controls over management’s goodwill impairment evaluation, including those over the determination of the fair value of the [removed: reporting unit within the] Energy and Specialized Markets reportable segment [removed: and the Financial Services reportable segment] such as controls related to management’s selection of the discount rate, forecasts of future revenue and [removed: Revenue] [added: revenue] and EBITDA multiples. |
[removed: Parsippany,] [added: Morristown,] New Jersey
As of December 31, [removed: 2021] [added: 2022] and [removed: 2020][added: 2021]
| | | [added: _2022_ | | | |] _2021_ | | | | _2020_ | | |
| Cash and cash [removed: equivalents] [added: equivalents, beginning of period] | | [removed: $] | 280.3 | | | [removed: $] | [removed: 218.8] [added: _218.8_] | | [added: | | _184.6_ | |]
| Accounts receivable, net | | | [removed: 446.3] [added: 290.1] | | | | [removed: 432.4] [added: 299.9] | |
| Income taxes receivable | | | [removed: 36.7] [added: 44.2] | | | | [removed: 25.4] [added: 41.4] | |
| Other current assets | | | [removed: 36.7] [added: 32.0] | | | | [removed: 36.4] [added: 31.4] | |
| Total current assets | | | [removed: 902.6] [added: 925.1] | | | | [removed: 794.2] [added: 907.4] | |
| Fixed assets, net | | | [removed: 658.2] [added: 541.5] | | | | [removed: 632.3] [added: 531.4] | |
| Operating lease right-of-use assets, net | | | [removed: 253.1] [added: 182.0] | | | | [removed: 267.6] [added: 224.0] | |
| Intangible assets, net | | | [removed: 1,225.9] [added: 504.8] | | | | [removed: 1,384.8] [added: 482.3] | |
| Deferred income tax assets | | | [removed: 6.6] [added: 31.7] | | | | [removed: 9.1] [added: 1.8] | |
| Other noncurrent assets | | | [removed: 430.5] [added: 371.4] | | | | [removed: 365.7] [added: 409.4] | |
| Total assets | | $ | [removed: 7,808.1] [added: 6,961.1] | | | $ | [removed: 7,561.8] [added: 7,808.1] | |
| Accounts payable and accrued liabilities | | $ | [removed: 320.7] [added: 292.8] | | | $ | [removed: 407.3] [added: 262.1] | |
| Short-term debt and current portion of long-term debt | | | [removed: 971.3] [added: 1,392.9] | | | | [removed: 514.3] [added: 971.3] | |
| Operating lease liabilities | | | [removed: 41.2] [added: 29.5] | | | | [removed: 38.7] [added: 31.7] | |
| Income taxes payable | | | [removed: 9.0] [added: \-] | | | | [removed: 3.8] [added: 3.0] | |
| Total current liabilities | | | [removed: 1,843.2] [added: 2,319.2] | | | | [removed: 1,430.8] [added: 1,848.0] | |
| Long-term debt | | | [removed: 2,342.8] [added: 2,343.2] | | | | [removed: 2,699.6] [added: 2,342.8] | |
| Deferred income tax liabilities | | | [removed: 470.5] [added: 145.6] | | | | [removed: 396.9] [added: 290.3] | |
| Operating lease liabilities | | | [removed: 254.7] [added: 189.9] | | | | [removed: 271.6] [added: 231.3] | |
| Other noncurrent liabilities | | [added: 2.5] | [removed: 54.4] | | [added: \-] | | [removed: 64.7] | [added: 2.5] |
| | ◦ | Evaluating the market approach, including evaluating the reasonableness of the selected guideline public companies and the resulting multiples calculations, as well as benchmarking the selected multiples against these guideline public companies. |
| | ◦ | Assessing the acceptability of the weighting applied to value indications from different valuation techniques. |
| | ◦ | Assessing the acceptability of the implied company-specific risk premium. With respect to the market value of equity, we tested the calculations used in developing the respective market value of equity. |
February 28, 2023
| | | _2022_ | | | | _2021_ | | |
| Cash and cash equivalents | | $ | 112.5 | | | $ | 111.9 | |
| Prepaid expenses | | | 83.7 | | | | 87.8 | |
| Current assets held-for-sale | | | 362.6 | | | | 335.0 | |
| Goodwill | | | 1,676.0 | | | | 2,047.6 | |
| Noncurrent assets held for sale | | | 2,728.6 | | | | 3,204.2 | |
| Deferred revenues | | | 321.7 | | | | 347.8 | |
| Current liabilities held-for-sale | | | 282.3 | | | | 232.1 | |
| Other noncurrent liabilities | | | 17.9 | | | | 43.3 | |
| Noncurrent liabilities held-for-sale | | | 177.6 | | | | 209.9 | |
| Revenues | | $ | 2,497.0 | | | $ | 2,462.5 | | | $ | 2,269.4 | |
| Amortization of intangible assets | | | 74.4 | | | | 79.9 | | | | 73.4 | |
| Total operating expenses | | | 1,090.5 | | | | 1,551.1 | | | | 1,313.1 | |
| Operating income | | | 1,406.5 | | | | 911.4 | | | | 956.3 | |
| Income from continuing operations before income taxes | | | 1,262.4 | | | | 786.5 | | | | 818.4 | |
| Income from continuing operations | | | 1,042.1 | | | | 607.1 | | | | 653.8 | |
| (Loss) income from discontinued operations, net of tax benefit (expense) of $131.5, $(29.7) and $(20.1), respectively (Note 11) | | | (87.8 | ) | | | 59.2 | | | | 58.9 | |
| Basic net income per share attributable to Verisk: | | | | | | | | | | | | |
| Income from continuing operations | | $ | 6.60 | | | $ | 3.75 | | | $ | 4.02 | |
| Income from discontinued operations | | | (0.56 | ) | | | 0.37 | | | | 0.36 | |
| Diluted net income per share attributable to Verisk: | | | | | | | | | | | | |
| Income from continuing operations | | $ | 6.55 | | | $ | 3.72 | | | $ | 3.95 | |
| Income from discontinued operations | | | (0.55 | ) | | | 0.36 | | | | 0.36 | |
For The Years Ended December 31, 2022, 2021, and 2020
| PSUs lapsed (50,898 shares issued from treasury stock) | | | _\-_ | | | | \- | | | | (0.6 | ) | | | 0.6 | | | | \- | | | | \- | | | | \- | | | | \- | | | | \- | |
| Net income | | | _\-_ | | | | \- | | | | \- | | | | \- | | | | 953.9 | | | | \- | | | | 953.9 | | | | 0.4 | | | | 954.3 | |
| Other comprehensive income | | | _\-_ | | | | \- | | | | \- | | | | \- | | | | \- | | | | (335.5 | ) | | | (335.5 | ) | | | (1.4 | ) | | | (336.9 | ) |
| Investment in noncontrolling interests | | | _\-_ | | | | \- | | | | (0.5 | ) | | | \- | | | | \- | | | | (1.1 | ) | | | (1.6 | ) | | | (6.6 | ) | | | (8.2 | ) |
| Treasury stock share repurchased not yet settled | | | | | | | | | | | (37.5 | ) | | | 37.5 | | | | \- | | | | \- | | | | \- | | | | | | | | \- | |
| PSUs lapsed (49,803 shares issued from treasury stock) | | | _\-_ | | | | \- | | | | (0.6 | ) | | | 0.6 | | | | \- | | | | \- | | | | \- | | | | \- | | | | \- | |
| RSAs lapsed (122,340 shares transferred from treasury stock) | | | _\-_ | | | | \- | | | | (1.7 | ) | | | 1.7 | | | | \- | | | | \- | | | | \- | | | | \- | | | | \- | |
| Balance as of December 31, 2022 | | | 544,003,038 | | | $ | 0.1 | | | $ | 2,720.8 | | | $ | (6,239.5 | ) | | $ | 5,999.1 | | | $ | (731.2 | ) | | $ | 1,749.3 | | | $ | 18.4 | | | $ | 1,767.7 | |
For The Years Ended December 31, 2022, 2021, and 2020
For The Years Ended December 31, 2022, 2021, and 2020
| Proceeds from issuance of short-term debt with original maturities less than three month | | | 400.0 | | | | \- | | | | \- | |
On _October 28, 2022,_ we entered into an equity purchase agreement to sell our Energy business.
| --- | --- |
February 22, 2022
| Prepaid expenses | | | 102.6 | | | | 81.2 | |
| Goodwill | | | 4,331.2 | | | | 4,108.1 | |
| Deferred revenues | | | 501.0 | | | | 466.7 | |
| Revenues | | $ | 2,998.6 | | | $ | 2,784.6 | | | $ | 2,607.1 | |
| Total operating expenses | | | 1,998.1 | | | | 1,746.5 | | | | 1,910.2 | |
| Operating income | | | 1,000.5 | | | | 1,038.1 | | | | 696.9 | |
| Income before income taxes | | | 875.4 | | | | 897.5 | | | | 568.4 | |
| Balance as of January 1, 2019 | | | 544,003,038 | | | $ | 0.1 | | | $ | 2,283.0 | | | $ | (3,563.2 | ) | | $ | 3,942.6 | | | $ | (591.9 | ) | | $ | 2,070.6 | | | $ | — | | | $ | 2,070.6 | |
| Other comprehensive loss | | | _—_ | | | | — | | | | — | | | | — | | | | — | | | | (18.9 | ) | | | (18.9 | ) | | | (0.5 | ) | | | (19.4 | ) |
| Restricted stock and performance share units lapsed (186,562 shares transferred from treasury stock) | | | _—_ | | | | — | | | | (2.1 | ) | | | 2.1 | | | | — | | | | — | | | | — | | | | — | | | | — | |
| Realized gain on available-for-sale securities, net | | | — | | | | — | | | | (0.9 | ) |
VERISK ANALYTICS, INC.
| Net increase in cash and cash equivalents, including cash classified within current assets held for sale | | | 61.5 | | | | 33.9 | | | | 45.4 | |
| Increase (decrease) in cash classified within current assets held for sale | | | — | | | | 0.3 | | | | (0.3 | ) |
| Cash and cash equivalents, end of period | | $ | 280.3 | | | $ | 218.8 | | | $ | 184.6 | |
| Right-of-use assets obtained in exchange for new operating lease liabilities | | $ | — | | | $ | — | | | $ | 247.6 | |
We were 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.
Over the past decade, we broadened our data assets, entered new markets, placed a greater emphasis on analytics, and pursued strategic acquisitions.
Since _January 2020,_ an outbreak of the _2019_ novel coronavirus ("COVID-_19"_) has evolved into a worldwide pandemic.
We have modified our operations in line with our business continuity plans due to COVID-_19._ While our facilities generally remain open, we are making extensive use of the work-from-home model at this moment.
On a daily basis, management is reviewing our operations and there have been to date minimal interruptions in our customer-facing operations.
Given the digital nature of our business and the move toward cloud enablement, we expect to remain operationally stable and fully available to our customers.
We are in compliance with all financial and non-financial covenants and have _not_ observed a loss of any significant customers, a significant deterioration in the collectability of receivables, a significant reduction in our liquidity, nor a significant decline in subscription renewal rates.
_60_
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
_61_
As of _December 31, 2021,_ we reassessed the recoverability of long-lived assets for our Financial Services reporting unit based upon the weaker than expected operating performance as a result of changing market conditions.
These conditions constituted a triggering event, which resulted in a long-lived asset impairment for our Financial Services operating segment.
The lease of our Hyderabad, India office _may_ be terminated in six months without penalty.
Extension and termination options are considered in our calculation of the right-of-use (“ROU”) assets and lease liabilities when we determine it is reasonably certain that we will exercise those options.
(r) _Goodwill_
| --- | --- | --- | --- | --- | --- | --- |
| Compensation-Retirement Benefits-Defined Benefit Plans - General (Subtopic _715_\-_20_) In _August 2018,_ the FASB issued ASU _No._ _2018_\-_14,_ "Changes to the Disclosure requirements for defined benefit plans" ("ASU _No._ _2018_\-_14"_) Compensation-Retirement Benefits-Defined Benefit Plans - General (Subtopic _715_\-_20_) In _August 2018,_ the FASB issued ASU _No._ _2018_\-_14,_ "Changes to the Disclosure requirements for defined benefit plans" ("ASU _No._ _2018_\-_14"_) | | This amendment removes certain disclosures that are _not_ considered cost beneficial and helps clarify certain required disclosures along with adding additional disclosures. This impacts employers that sponsor defined benefit pension and/or other postretirement plans. The amendment clarifies guidance in ASC _715_\-_20_\-_50_\-_3_ to disclose projected benefit obligation ("PBO") and accumulated benefit obligation ("ABO"). | | Fiscal years ending after _December 15, 2020_ with early adoption permitted. | | We adopted ASU _No._ _2018_\-_14_ on _December 31, 2020_ on a retroactive basis and applied to each comparative period presented in our Consolidated Financial Statements. The adoption of ASU _No._ _2018_\-_14_ did _not_ have a material impact on our Consolidated Financial Statements. |
| Income Tax (Topic _740_) In _December 2019,_ FASB issued ASU _No._ _2019_\-_12,_ "Simplifying the Accounting for Income Taxes" ("ASU _No._ _2019_\-_12"_) Income Tax (Topic _740_) In _December 2019,_ FASB issued ASU _No._ _2019_\-_12,_ "Simplifying the Accounting for Income Taxes" ("ASU _No._ _2019_\-_12"_) | | The amendments in this guidance reflect the FASB’s effort to reduce the complexity of accounting standards while maintaining or enhancing the helpfulness of information provided to financial statement users. Changes include treatment of Hybrid tax regimes, tax basis step-up in goodwill obtained in a transaction that is _not_ a business combination, separate financial statements of legal entities _not_ subject to tax, intraperiod tax allocation, ownership changes in investments, interim-period accounting for enacted changes in tax law, year-to-date loss limitation in interim-period tax accounting, income statement presentation of tax benefits of tax-deductible dividends, and impairment of investment in qualified affordable housing projects accounted for under the equity method. | | Fiscal years beginning after _December 15, 2020_ with early adoption permitted. | | We adopted this amendment on _January 1, 2021_ on a prospective basis. We evaluated ASU _No._ _2019_\-_12_ and determined that there was _no_ material impact on our Consolidated Financial Statements. |
| Billed receivables | | $ | 395.5 | | | $ | 380.5 | |
| Unbilled receivables | | | 72.1 | | | | 69.6 | |
| Total receivables | | | 467.6 | | | | 450.1 | |
| Energy and Specialized Markets | | | 648.9 | | | | 619.2 | | | | 543.7 | |
An excerpt. Shown here: 40 of 552 rewritten, 40 of 417 added and 40 of 303 removed. The counts are complete. For every sentence, read Item 8. Consolidated Financial Statements and Supplementary Data in the FY2022 filing and the FY2021 filing.