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spk08: Good afternoon, and welcome to Arthur J. Gallagher & Company's third quarter 2021 earnings conference call. Participants have been placed on a listen-only mode. Your lines will be open for questions following the presentation. Today's call is being recorded. If you have any objections, you may disconnect at this time. Some of the comments made during this conference call, including answers given in response to questions, may constitute forward-looking statements within the meaning of the securities laws. These forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially. Please refer to the cautionary statements and risk factors contained in the company's 10-K, 10-Q, and 8-K filings for more details on its forward-looking statements. In addition, for reconciliations of the non-GAAP measures discussed on this call, as well as other information regarding these measures, please refer to the earnings release and other materials in the investor relations section of the company's website. It is now my pleasure to introduce J. Patrick Gallagher, Chairman, President, and CEO of Arthur J. Gallagher and Company. Mr. Gallagher, you may begin.
spk00: Thank you. Good afternoon, and thank you for joining us for our third quarter 2021 earnings call. On the call with you today is Doug Howell, our Chief Financial Officer, as well as heads of our operating divisions. We had a fantastic third quarter. For our combined brokerage and risk management segments, we posted 17% growth in revenue, 10% organic growth and nearly 11% organic if you control for last year's large life sale that we've discussed frequently. Net earnings growth of 22%, adjusted EBITDA growth of 13%. And we completed five new mergers in the quarter, bringing our year-to-date closed merger count to 19%. representing nearly $200 million of annualized revenue. And if you add in the pending Willis Reinsurance merger, that number would be pushing $1 billion. So the team continues to execute at a very high level, growing organically, growing through acquisitions, improving our productivity, raising our quality, and most importantly, constantly building upon our unique Gallagher culture. A terrific quarter on all measures. Let me provide a brief update on our agreement to purchase Willis-Ree. On the regulatory approval front, we received competition clearance in five of six jurisdictions required to close, including clearance by the U.S. Department of Justice, the final jurisdiction in the U.K. where the CMA is reviewing the transaction. That's the final jurisdiction. That review is ongoing, but we believe we're in good shape. Although there is still work to be done at this point, we believe we're on track for a fourth quarter closing. On the integration front, hundreds of Gallagher and Willis-Ree professionals are hard at work ensuring we will be well-positioned to service our clients when we close. Our 40-year acquisition history allows us to leverage our proven M&A integration path. Integration is in our DNA. We're looking forward to welcoming 2,200 new colleagues to Gallagher as a family of professionals this holiday season. It's really exciting to think about all the talent and expertise that will be joining us. It's going to be incredible for our combined organization and our clients. Okay, back to our quarterly results, starting with the brokerage segment. Reported revenue growth was excellent at 16%. Of that, 9% was organic revenue growth. At the upper end of our September IR day expectation and nearly 10% controlling for last year's large life product sale. Net earnings growth was 23% and we grew our adjusted EBITDA at 13%. Doug will provide some comments on third quarter margin and our fourth quarter outlook. But needless to say, another excellent quarter from the brokerage team. Let me walk you around the world and break down our organic by geography, starting with our PC operations. First, our domestic retail operations were very strong with more than 10% organic. Results were driven by good new business combined with higher exposures and continued rate increases. Risk placement services, our domestic wholesale operations, grew 16%. This includes more than 30% organic in open brokerage and 5% organic in our MGA programs in binding businesses. New business and retention were both up a point or so relative to 2020 levels. Outside the U.S., our U.K. operations posted more than 9% organic. Specialty was 12%, and retail was a solid 6%, both supported by excellent new business production. Australia and New Zealand combined grew more than 6%, also benefiting from good new business. And finally, Canada was up nearly 10% on the back of double-digit new business and stable retention. Moving to our employee benefit brokerage and consulting business. Third quarter organic was up about 5% in line with our September IR Day commentary. Controlling for last year's large life insurance product sale, organic would have been up high single digits and represents a really nice step up from the 4% organic we reported for the second quarter and the 2% organic for the first. So we are experiencing positive revenue momentum and really encouraging sign for the remainder of the year and 2022. So total brokerage segment organic solidly in that 9% to 10% range, simply an excellent quarter. Next, I'd like to make a few comments on the PC market. Global PC rates remain firm overall, and pricing is positive in nearly all product lines. Overall, third quarter renewal premium increases were about 8%, and similar to increases during the first half of this year. Moving around the world, U.S. retail premiums up about 8%, including nearly 10% increases in casualty and professional liability. Even workers' comp was up around 5%. In Canada, premiums up about 9% driven by double-digit increases in professional liability and casualty. Australia and New Zealand combined, up 3% to 4%. And U.K. retail was up about 7% with double-digit increases in professional liability, while commercial auto was closer to flat. Finally, within RPS, wholesale open brokerage premiums were up more than 10% and binding operations were up 5%. Additionally, improved economic activity, even despite the Delta variant and supply chain disruptions, are leading to positive policy endorsements and other favorable midterm policy adjustments as our customers add coverages and exposures to their existing policies. So premiums are still increasing almost everywhere. As we look ahead over the coming quarters, I see the PC market remaining difficult with rate increases persisting for quite a while. In the near term, we don't see any meaningful changes in carrier underwriting appetite, capacity, attachment points, or terms and conditions. Long term, markets do not appear to be seeing a slowdown in rising loss costs. Global third quarter natural catastrophe losses likely in excess of $40 billion. Increased cyber incidences. social inflation, replacement cost inflation, and supply chain disruptions. And all this is before factoring in further increases in claim frequency as global economies recover and become even more robust. All of these factors, combined with low investment returns, suggest that carriers will continue to push for rate. I just don't see a dramatic change for the foreseeable future. So it's still a very difficult and even hard in many spots global PC environment. But remember, our job as brokers is to help our clients find the best coverage while mitigating price increases through our creativity, expertise, and market relationships. As we think about the environment for our employee benefits, let's say improved business activity, lower unemployment, and increased demand for our consulting services is driving more revenue opportunities. And our customers and prospects continue to rapidly shift away from expense control strategies to plans and tactics that will help them grow their business. And with rebounding covered lives in one of the most challenging labor markets in memory, our consulting businesses are extremely well positioned to deliver creative solutions to our clients. So as I sit here today, I think fourth quarter brokerage segment organic will be similar to the third quarter, and that could take full year 2021 organic towards 8%. That would be a really nice improvement from the 3.2% organic we reported in 2020. To put that in perspective, 8% would be our best full year brokerage segment organic growth in nearly two decades. And we think 2022 organic will end up in a very similar range. Moving on to mergers and acquisitions. I mentioned earlier we completed five brokerage mergers during the quarter, representing about $16 million of estimated annualized revenues. I'd like to thank all our new partners for joining us, and I extend a very warm welcome to our growing Gallagher family of professionals. As I look at our tuck-in M&A pipeline, we have more than 50 term sheets signed or being prepared, representing around $400 million of annualized revenues. So even without the reinsurance merger, it's looking like we will finish 2021 strong, wrapping up another successful year for our merger strategy. Next, I would like to move to our risk management segment, Gallagher Bassett. Third quarter organic growth was 16.6%, even better than our September IR day expectation. Margins were strong, too. Adjusted EBITDA margin once again came in above 19%. Results continue to benefit from late 2020 and early 2021 new business wins, in addition to further improvement in new arising claims within general liability and core workers' compensation. Just an exceptional quarter from the team. Looking forward, while our fourth quarter comparison is somewhat more challenging, the recovering global economy, improving employment situation, and excellent new business production should result in fourth quarter organic over 10%. That puts us on track for double-digit full-year organic and an EBITDAG margin nicely above 19%. As I look back over the last nine months, I can't help but to be thoroughly impressed with our team and our accomplishments. Our commitment to our clients and to each other is evident in our successes, and that is due to our unique Gallagher culture. In these challenging times, our clients are continuing to count on us, and I'm proud of our team's unwavering client focus. Gallagher's unique culture is founded on the values in the Gallagher way. Those values have kept us on a steady course throughout the pandemic. And time and time again during these past months, our clients have shared their trust and appreciation for the value Gallagher brings to the table. It comes down to talented individuals tapping into the power of our expertise across the globe, working together during this ongoing pandemic to continue to deliver for our clients. That's the Gallagher way, and it's the backbone of who we are as an organization. Okay, I'll stop now and turn it over to Doug.
spk02: Doug? Thanks, Pat, and hello, everyone. As Pat said, a fantastic third quarter. Today I'll touch on a few items in the earnings release, predominantly organic and margins. Then I'll walk you through our CFO commentary document and finish up with my typical comments on cash, liquidity, and capital management. Okay, let's move to page four of the earnings release and the brokerage segment organic table. Headline, all-in organic is 9%. Outstanding on its own, but as Pat said, really running closer to 10% due to last year's life sale. Either way, a nice step up from the 6% we posted in the first quarter and the 6.8% in the second. As we sit now, I'm seeing a fourth quarter organic again pushing that double-digit level. Turning now to page six, to the brokerage segment adjusted EBITDA margin table. Okay, underlying margin after controlling for the live sale was around 160 basis points. Let me take you through the math to get you to that. First, headlining margins were down 48 basis points, right about where we forecasted at our September IR day. So controlling for the large live sale would bring us back to flat. Second, in September, we forecasted about 25 million of expenses returning into our structure as we emerged from the pandemic and a small amount of performance comp time. Recall expenses returning mostly relate to higher utilization of our self-insured medical plans, resumption of advertising costs, more use of consultants, merit increases, and a small pickup in T&E expenses. We came in right on that forecast. So controlling for these expenses also brings you to that underlying margin expansion of about 160 basis points. That feels about right on organic in that 9% to 10% range. Looking forward, we think about $30 million of our pre-pandemic period expense savings return in the fourth quarter. And if you assume, say, 9% organic, math would say we should show 90 to 100 basis points of expansion here in the fourth quarter. So in the end, the headline story is that we have a really decent chance at growing our full year 21 margins by nearly 150 basis points. And that's even growing over the life sale and the return of costs as we come out of the pandemic. Add that to expanding margins over 400 basis points last year, means we'd be growing margins more than 550 basis points over two years. That really demonstrates the embedded improvements in how we do business. No matter how you look at it, it's simply outstanding work by the team. Moving to the risk management segment EBITDA table on page seven, adjusted EBITDA margin of 19.5% in the corner is an excellent result. Year-to-date, our margins are at 19.2%, which underscores our ability to maintain a large portion of our pandemic period savings. Looking forward, we think we can hold margins above 19% in the fourth quarter and for the full year. That would result in about 100 basis points of margin expansion relative to 2020, another fantastic margin story. Now let's shift to our CFO commentary document we post on our IR website, starting on page 4. You'll see most of the third quarter items are close to our September IR day estimates. One small exception is brokerage segment amortization expense, about $3 million below our September IR day estimate. It's simply because we finalized our valuation work on a recent 21 acquisition, which causes a small catch-up estimate change. We adjusted that out on page one of the earnings release, so it doesn't benefit adjusted EPS. flipping to page five in the corporate segment table, comparing actual third quarter results in the blue section to our September IR estimates in gray. Interest in banking line on a reported and adjusted basis were both in line. The non-GAAP adjustment here is that $12 million charge related to the early extinguishment of debt that we issued in May related to the terminated Aon Willis remedy package. Acquisition cost line, mostly related to the WSRE transaction, came in a bit higher than our IR day estimate on a reported basis, but in line on an adjusted non-GAAP basis. We will see some additional transaction-related costs here in the fourth quarter. Should have a sense of what those costs might be at our December IR day. Again, we plan on presenting these costs as a non-GAAP adjustment as well. On the corporate cost line, in line on an adjusted basis after controlling for $5 billion of a one-time permanent tax item. That's a non-cash, and it's simply a small valuation allowance related to a couple international M&A transactions. And finally, clean energy. What a terrific quarter. Came in much better than our estimate thanks to a warm September, less wind in certain areas of the country, and higher natural gas prices. We are increasing our full-year net earnings range to $87 to $95 million on the back of the third quarter upside. Okay, as for cash and capital management and M&A, as you heard Pat say, we have a strong pipeline of tuck-in merger opportunities, and that's on top of the Willis reacquisition that we hope to close here in the fourth quarter. In September 30, cash on hand was about $2.7 billion, and we have no outstanding borrowers on our credit facilities. We plan to use that cash, cash flow generated during the fourth quarter, and our line of credit to fund the acquisition of Willis-Reed. Before I turn it back over to Pat, our year-to-date performance deserves a mention. Our brokerage and risk management segments combined have produced 15% growth in revenue, nearly 8% organic growth. We completed 19 new mergers this year with nearly $200 million of estimated annualized revenue, Net earnings margin expanded 81 basis points. Adjusted EBITDA margin expanded 153 basis points. And our clean energy investments are on track to being up 30% this year, setting us up nicely for substantial additional cash flows for the coming five to seven years. A terrific quarter in nine months on all measures positions us for another great year. Okay, those are my comments. Back to you, Pat.
spk00: Thanks, Doug. And Hillary, we can go to questions.
spk08: Thank you. The call is now open for questions. If you have a question, please pick up your handset and press star 1 on your telephone at this time. If you are on a speakerphone, please disable that function prior to pressing star 1 to ensure optimum sound quality. You may remove yourself from the queue at any point by pressing star 2. Again, that's star 1 for questions. Our first question is from Mike Zaremski of Wolf Research. Please state your question.
spk04: Hey, great. Good evening. Hey, how are you? Terrific. Great, yep. I imagine great results. So maybe quickly on the Willis-Ree, or maybe I should call it A.J. Gallagher-Ree soon. Good idea. There's a gap between kind of the estimated earnings you guys have disclosed and willis has disclosed and there's also this kind of shared services uh uh stranded costs uh issue and just kind of curious is is that uh any color you can provide on whether your guide is baking in some i guess um sharing of expenses that will eventually um you know change over time and i guess improve the earnings levels of the operation for you all?
spk02: Good question. Here's the thing. We believe we bought about $265 million worth of EBITDA. And I think if you kind of do some math on this morning's report, it looks like in the nine months they're reporting around $321 million, excuse me, $315 million worth of EBITDA. So their numbers are a little higher than ours. I I can guess on why there's some differences. Their costs might not be fully loaded for costs that it would take us to run the business or they would be running the business on a standalone basis, but it was good to see the fact that their number was higher than ours.
spk04: Okay. Yep, that's what I'm moving to. But in terms of the shared services, is your current guidance baking in an expense that will over time fall?
spk02: No, I think that what they can service it for under the TSA and what we can ultimately service it for gets us back to that $265 million.
spk04: Okay. I guess moving gears to the pricing environment from your color in the prepared remarks. If you're correct saying that workers' comp was plus five, and I guess just generally it feels like there's kind of been less deceleration, I think, than some expected in terms of pricing. It seems like it's I'm curious if you think it's emanating just from the property side or it's coming back on the casualty side as well, because maybe there's more uncertainty about loss inflation or maybe workers' comp claims are coming back. I know it's a long-winded question, but any color on kind of what's moving the pricing environment? Thanks.
spk00: Yeah, thanks, Mike. Yeah, interestingly enough, with all the cat losses, property's slightly down in rate. Casualty continues to spike. Property's down... Quarter over quarter, just about a point and a half or so in rate. And our book now, I'm speaking about our book of business, casualties up a little over a point and workers' compensation is up about five. So these things moderate quarter to quarter. This is not a prediction of any sort for next year. But when we get ready for this call, we look at that and say, okay, what's actually happening in the market? By the way, our statistics are airtight by product, by geography, by billing as of yesterday. So I'm very confident in these numbers. Overall rate is continuing to be up about 8%. That's right.
spk02: Yeah, just to add to that, if you look back at third quarter 20, We had our whole portfolio rate up 7.1%, and this third quarter, 21, it's up 7.9%. Now, there's a little exposure unit adjustment in there on that. When you look at casually third quarter last year was 5.7%. It's up 8.4%. Liability was up 10.6% last year and is up 10 points this year. Commercial auto, granted, there's exposure units, and this was flat. It's up 4% this quarter. Package. Third quarter is 5.7%, up 8.9% this quarter. Property, up 11.2%. This quarter, up 8%. Marine was 3%, and it's up 6%. So when you look across it all in, we're higher this year, third quarter, than we were last year, third quarter, by almost a full point.
spk04: Interesting. Thank you for the color.
spk02: Thanks, Mike. And those are global numbers.
spk08: Our next question is from Elise Greenspan of Wells Fargo. Please state your question.
spk07: Hi, thanks. Good evening. My first question is following up on a topic that we discussed at your recent Investor Day, Doug. So, we were discussing the potential for, you know, tax changes related to clean energy, and it sounded like there was still maybe a chance, but you guys were thinking that the laws would sunset at the end of this year. Has anything changed there, and is it still the plan based on the discussion from September to roll out some type of cash earnings metric? It sounded like in conjunction with first quarter 2022 earnings.
spk02: Yeah, we're still on track with a project that's going to convert. I don't know if I'd necessarily call it cash. Let's be careful about that. But we're taking a look at how other publicly held brokers and professional services report their non-GAAP EPS on what I call a modified cash approach. And there are a number of different approaches out there, whether it's adjusting for amortization, depreciation, but then there's the subtleties of pension, stock-based compensation. So we're working through that. Nothing to report today, but the project's ongoing. I hope to give you a better update at our December IR day.
spk07: But if you were to roll it out, the plan would be sometime in March, early April next year?
spk02: Yeah, I think so. I think we'll finish this year on this basis and then go to that basis next spring, the first quarter. We clearly have an IR day. We go back and represent everything historically on that basis, let you be well prepared so that, let's say we did it first quarter, that you wouldn't, that you could adjust all your models before we release.
spk07: And then in terms of the organic outlook for next year for brokerage, you know, it sounds like you're expecting around 8% growth, which is where you expect this year to come in. Within, I mean, I know we're still a little ways away and it's hard to have precision, but within that guide, you know, I know benefits was, a little weak to start the year. So I guess that should be a tailwind. Would you expect that to be a tailwind and maybe brokerage slows a little bit? But can you just help me understand kind of how you're seeing the moving parts within your businesses for 2022 as it sits today? Well, I think we'll have a –
spk02: Two things. I think that there are slightly tougher compares when you get into 22, because we're having some good results here in 21. But I think we do have some businesses that are recovering. Our programs, our binding businesses, our new business startups are recovering better in the wholesale business. I think you're starting to see covered lives increase more, more consulting work coming back into the structure. Rate increases, we're not seeing that slowing down at all. So I think there's enough there in those other places that would offset the tougher compares next year.
spk07: Okay. Thanks for the color.
spk00: Thanks, Elise. Thanks, Elise.
spk08: Our next question is from Josh Shanker of Bank of America. Please state your question.
spk01: Yeah, thank you very much for taking my question. So, you know, given a 4Q21 close, is the Willis-Ree and the Gallagher-Ree organizations going to be, unfortunately, competing against each other on January 1st? Or what's sort of the way you're managing that, given such a close proximity to 1-1 renewals?
spk00: Well, what's really nice about this acquisition is there is very little, if almost no, overlap. We are not competing head-to-head really on much at all. Capscom, which was a startup, very successful, became, of course, Gallagher Re. This is very complementary business. There might be a few little areas here or there where they each touch, but there are no major renewals across the treaty book that are in conflict. And so what you've got is the Gallaghery people, who you could imagine if you were just reading about this numbers to numbers, could be worried about a much larger competitor being acquired, being able to come in with their name, of course, and our brand, And how are we going to sort that out? And what does that mean to the clients that they've been calling on? Virtually none of that exists. So what you've got is a team of people from the Willis-Ree side that are very excited. The people from Gallagher-Ree existing are very excited. They hit the ground running in January with a new, improved, much expanded Gallagher-Ree. And that's a branding exercise that is outstanding for all parties. and it brings tremendous additional capabilities. Because as a startup, as you can imagine, over three, four, five years, Cap Scamree has had to develop all their individual capabilities one at a time, pay for it as they go, still driving decent margins and top-line growth. Willis is over 100 years old. They've built this stuff. They've just got terrific depth. And so it's going to be a very strong combination with almost no conflict whatsoever.
spk01: Thank you. And when you talk about $400 million of annualized revenue on 50 term sheets, I sort of look at these lists of the biggest brokers and $20 million per acquisition, obviously they're going to come in different sizes, but there's obviously some larger ones out there, numbers, you know, 11 through let's say 50 on any list you look at. In terms of cultural fit, have you You, for the most part, found cultural fit in the smaller tuck-ins that have that same entrepreneurial spirit, and are the larger brokers, they have their own culture at this point that may not be as good of a fit for Gallagher going forward?
spk00: I don't know if I'd say, Josh, that it's a matter of size, but here, let's put this in perspective. According to Bobby Reagan's organization, there's 39,000 agents and brokers in America, and that's firms, not people. Now, number 100 on business insurance's list did $26 million last year. So when you look at what's available to be purchased, you've got 100 that take you to 26 million. You've got, you know, 38,900 less than that. And our people are out every day talking to our competitors, and this is done right at the street level. Not all of them are brought to the table by brokers that are representing them. And you have large ones that come up from time to time, and when we get a chance at the sim and we get a chance to get to know them, our number one due diligence effort still remains culture. You don't get to wash away culture by size and dollar amount. And, no, I wouldn't say some bigger ones don't fit because they're bigger. There are some larger acquisitions we've done in the past years that we were thrilled with the fit, and they've been thrilled with the fit. Now, by item count, as you know, most of our acquisitions fall at the $10 million or less level. And, yes, they fit extremely well into our entrepreneurial culture.
spk02: Yeah, Josh, just to clarify, we've got 50 outstanding term sheets on 400, which makes the average broker size about $8 million there.
spk01: Oh, yeah, your math is better than mine. It's been a long couple of days.
spk02: Yeah, no. I get that. I get it.
spk01: Thank you for correcting me.
spk02: Sure, no, it's all right. But there are some nice ones in the $20 million range, too.
spk00: And you're right. Thank you. The top 100 have probably sold more of those in the last two years than probably five years before that combined. And, you know, that's a matter of all kinds of things, appetite, age, multiples, tax law, et cetera. And we look at those, and, you know, if they fit culturally, we try hard to get them to join the team.
spk01: Wonderful. Thank you.
spk00: Thanks, Josh. Thanks, Josh.
spk08: Our next question is from Mark Hughes of Truist. Please state your question.
spk06: Yeah, thank you. Good afternoon.
spk01: Hi, Mark.
spk06: Hi. Workers' comp, it sounds like it's doing better. Any way to characterize, is this a change in appetite on the part of certain carriers? Is it just higher payrolls? What's driving that?
spk00: I think all of the above. I think you've got, well, first of all, you have the economy you're covering. So we see that in our Gallagher-Bassett numbers. You can see the economy in claim count growth. You do have social inflation, and you just got more work being done. And I think that makes a difference. But we're talking rate here, and that's really driven by loss ratios and what they see. And the thing about workers' comp, I have to give our carrier partners credit. They know what's going on in that line every day. And when they see a need to move rate, and that's why during the hard market, many, many quarters we report flat work comp. because they didn't need the rate. So this is really interesting to me, because they're not waiting around to find out that they're 25 points behind the eight ball and then trying to get it back at one swoop. So I think it's a good sign both of their being on top of their numbers incredibly well, a recovering economy, and a need for more premium in the line.
spk06: Doug, I'm not sure if I'm being dense here, but I'm looking at your – P&L in the press release, I guess it's page six, the change in estimated acquisition earn-out payable to $34 million. And then in the CFO commentary, the recurring is, I think, described as $8 million pre-tax. What is the distinction between those two numbers, and what's a good number going forward, do you think?
spk02: Okay, so you've got the natural accretion of the earn-out liability. So if we buy somebody and we've got $50 million on an earn-out, we discount that back around at about 8% per year. So you've got the accretion of what's going to be paid out, and then you've got the change in what you think the ultimate is. So again, think that total payout could be $50 million. Let's say we put up $30 million worth of liability. expecting that they're going to perform at the 60% range. You've got an 8% accretion on $30 million, but if one day they really overperform and we've got to pump that up to a $40 million expectation, that's the difference that goes to the change in burnout piece as well as an accretion piece. So those are the two different pieces. What you're seeing this quarter is we did have some acquisitions that are looking like they're going to – better perform. And it's that odd accounting that says that when we think that our acquisitions are going to perform better, we have to take a charge for that as we increase that liability.
spk06: And is that adjusted out?
spk02: Yeah, we do adjust that out.
spk06: Okay. So the reported EPS is correct for that. Does it correct to like the $9 million or $8 million or $9 million, or does it go to take it to zero?
spk02: Well, the EPS is only adjusted for the change in the acquisition earn-out payable. It's not adjusted out. For EPS, it's not adjusted out for amortization.
spk06: Yeah, exactly.
spk02: The normal accretion of liability stays in. It's the change in the ultimate payment.
spk06: Yeah, I think I probably...
spk02: Yeah.
spk06: Appreciate it.
spk02: All right. Thanks.
spk08: Our next question is from David Motemaden of Evercore ISI. Please state your question.
spk03: Hi. Good afternoon. Hi, David. Hi. I had a bigger picture question just on the growth profile of the business. I guess it would be in 2023 when Willis-Ree is incorporated in the organic growth. If I look back over the last 10 years, it looks like brokerage organic has been around four, call it four or five percent. I guess, how are you thinking about Willis-Ree, or should we think about it as just increasing the the base so we have more of a higher base and will grow at a similar pace as we did in the previous 10 years, or do you see this enhancing the company's growth profile going forward once that's fully reflected in organic?
spk00: Well, I'll let Doug anchor you in reality and let me give you fantasy. I think the fact is that this is a leg on the stool that we haven't had, and I think everyone on this call knows that I've tried for years to be a big player in this business, failed miserably once, got together with a great team that had a terrific startup a second time. I had a really exciting spring thinking that we were going to land this group of people into the company through the acquisition of Willis by Aon. Had that rug pulled out from under me in late May into June, and somehow was lucky enough to be in the right place at the right time to get this back on track for a close this year. So it's been a bit of a seesaw for me, and part of the reason I'm excited about it is that it adds so much to the company. It adds, frankly, interestingly enough, to our ability to produce middle market retail property casualty business on a global basis. Now, how is that possible? Well, number one, data. Number two, you know, that data and analytics. But it also gives us a clear insight into what is troubling and exciting to the carrier world. What's going on in their capital plans? What are they seeing in accumulations? Where are we helping them? And how does that translate to what's going on in the middle market? Take construction. So that's just a whole other opportunity for me to get out in front of our team and say, look, our hit ratio today is improving, but it's still not that different than when I joined the business. Now, how can that be? We know that 90-plus percent of the time when we compete in the marketplace, we're competing with somebody smaller, typically the local agent or broker that we're buying. And frankly, we should be crushing that. So I would hope that that would lead to even more organic growth, even at the retail level. And then you go into looking at reinsurance. You know, this isn't true, but there's three main players. We're going to be one of those. And, yes, there are other players. And we were proud at Capscom Gallaghery to become the fifth largest at $100 million in revenue. That's a great accomplishment. But a billion-dollar player? You know, that new capital coming into that market, those carriers that are looking to do new things, treaties that need to be reworked and tweaked, three competitors, I think we're going to do really well.
spk02: Yeah, I'll put a – I don't think there's any fantasy in that at all. I think that it will outperform our regular organic growth. So I think how much more of that will be determined. But it's at the nub of capital creation. If you look at the genesis of Gallagher way back when to really pioneer the – alternative market, which is really capital creation, we take that with our CAPTIS. We take it with the wholesaling where we're creating capital with other capital markets there to come up with programs. And I think that it's going to give us an opportunity to create more capital. Combine that with the knowledge that we have with respect to certain long-tail liabilities like workers' comp and general liability, I think that we can bring some pretty exciting capital formation together with Gallagher Bassett. to help our self-insured clients. And then if you just get down into our retail business globally, I think a close partnership with the Willis and Gallagher reinsurers will come up with considerably more creative ideas. I believe in our culture where creative ideas get pursued, I think that will help us grow better together. So I don't think there's any fantasy in what Pat was saying.
spk03: Got it. Thanks so much for that answer. That's really helpful. I guess just also sticking on Willis Rhee, or I guess now Gallagher Rhee, but wondering if you can just comment on just the third quarter performance and how that has compared to your expectations. I'm particularly interested in just attrition levels and, you know, You know, Doug, I think you mentioned there's obviously was some volatility, you know, earlier this year and in the summer. So just wanted to see just how retention has been holding up, employee retention since the announcement, if you have a view on that.
spk02: Well, I'll be honest. We're not really allowed to have some of that while we're going through regulatory approval. So our insight into the performance of that business is limited. It's necessary where advanced integration planning can happen. But based on what I'm seeing being reported right now is that it seems to be holding up very well. And I don't think that the breakage that we've assumed in our assumptions is that they've hit anywhere near that. So I think that it's holding up well, and I've got to give that team a lot of credit. Man, they're holding that team together. They know it's going to be an exciting opportunity to be at Gallagher. So I'm not seeing financially any weakness in what we think that we're getting.
spk00: Yeah, I think that was going to be my comments around the team. That management team has held their team together through what I consider to be one of the greatest leadership challenges our industry has faced. Now, it's one thing to say we've got an acquisition, it's going to be good for everybody, and we're going to get together with Aon, and this is going to be terrific. And you've got a lot of doubters on both sides. And to your point earlier, where's the conflict, where's the head-butting going to be? Wow, you worked that through. And then that's not really what's going to happen. You're going to join Gallagher. And that's going to be great because there's not going to be the head-butting. They're not as big as we were. Together we're not going to be as big. But that's going to be great for you, too. Well, that's not going to happen either. So there's no surprise as to why there was some attrition. And I can tell you since the announcement, anecdotally, because Doug's right, we can't get into the numbers, but there's been very little attrition since the announcement that this is really going to happen.
spk03: Got it. Thanks. That's exactly what I was looking for. Thank you.
spk02: Thanks, David.
spk08: Our next question is from Meyer Shields of KBW. Please state your question.
spk05: Thanks. It's a related question on Willow Street, and hopefully it's something you can answer. Are they in a position to hire right now sort of in between being owned by Willow Tires Watson and being owned by Gallagher?
spk00: Yeah, of course.
spk05: Okay. Oh, perfect. I just don't know whether there's any disruption in terms of, I don't know, capital or whatever. Broader question. I'm just curious in terms of how this works. When you've got rising insurance rates in an inflationary period, are your clients more or less price sensitive?
spk00: Oh, man, are you kidding me? I'll tell you. Nope. This is so good for us. The team's laughing in the room because they're like, oh, no, slow down, everybody. Of course the clients are freaking out. You've got their costs going up before they've got their revenue adjusted to cover it. So take our construction risk. They've all bid everything already. They're in the middle of the job. Supply chains, cost of cement, cost of lumber, blah, blah, blah, going up like crazy. Every cost on their P&L is under it. They've got to look at everything. So here we come. as a really, really good player in the construction area. Again, we compete 90% of the time on very nice accounts with smaller competitors. We can analyze and show them what's actually happening in the book by that type of cover, by that type of client, and then we can show them that we can improve upon what they've been getting from their local agent. Yeah, they're sensitive. Yep, it should be good new business for us.
spk05: Okay, and then the follow-up, which I guess you mostly answered already, does that mean that your win ratios or your win rates go up relative to the smaller competitors because of capability?
spk00: Yes.
spk05: Okay, perfect. I just wanted to frame all this. Thank you.
spk02: Thanks, Mayor.
spk08: Our final question comes from Mark Hughes of Truist. Please state your question.
spk06: Yeah, thanks. Doug, did you comment on – you talked about organic for 2022 being similar – This year you did 150 basis points in the brokerage segment on that organic. Is that a good bogey for next year as well? Are there any other costs coming or going that will influence that?
spk02: Yeah, I think let's break it down. I think an organic much like this year, next year in that 9% to 10% range is possible, 8%, 9%, 10% range. What will margins do next year? Well, some of that depends on how much further costs return to our structure that haven't yet returned to our structure. Remember, we have pretty low cost basis still in the first quarter of 21. So that will revert to next quarter in 21 also. So I'll put a little pressure on the year over year. We're in the middle of our budget and planning cycle right now, Mark. I'll have a better answer for you on that in December. But if we're pumping out organic growth, pushing 10% next year, there's still opportunities for us to take some of that to the bottom line. How much is that going to improve margins next year? Give me until December to figure that out.
spk06: Very good. And then I'll ask you on – To shift to cash EPS, I'm just looking at your CFO commentary and looking at that recurring amortization of $95 million. Any comments you'd like to add or throw out how much of that might be added back for a cash EPS number?
spk02: Well, $400 million out of year, I think that in all cases that we've looked at, 100% of that has been added back. You've got to tax effectively, but I think that's something. It's a big number.
spk06: And you wouldn't want to be outside of the mainstream on that, would you? It doesn't sound like it.
spk02: Say that again?
spk06: I said you wouldn't want to be outside of the mainstream. If everybody else is adding the whole nut back, you would want to do the same thing, I presume?
spk02: I think comparability would be very helpful.
spk06: Right. Okay. Thank you for that. Appreciate it.
spk00: Thanks, Mark. Thanks, Mark, and thanks, everybody, for your questions. Thank you again, all of you, for joining us today. As we've said over and over, we delivered a great third quarter, and I'd like to thank our 35,000-plus colleagues around the globe for their hard work, dedication, and unwavering client-centric attitude. We look forward to speaking to you again at our December Investor Day. Thank you for being with us, and have a nice evening.
spk08: This does conclude today's conference call. You may disconnect your lines at this time and have a wonderful day.
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