Brown & Brown, Inc. (BRO) Q1 2012 Earnings Report, Transcript and Summary

Good morning and welcome to the Brown & Brown Inc. Earnings conference call. Today’s call is being recorded. Please note that certain information discussed during this call, including answers given in response to your questions, may relate to future results and events or otherwise be forward-looking in nature and reflect our current views with respect to future events, including financial performance. Such statements are intended to fall within the Safe Harbor provisions of the securities laws. Actual results or events in the future are subject to a number of risks and uncertainties and may differ materially from those currently anticipated or desired or referenced in any forward-looking statement made as a result of a number of factors, including those risks and uncertainties that have been or will be identified from time to time in the Company reports filed with the Securities and Exchange Commission. Additional discussions of these and other factors affecting the Company’s business and prospects are contained in the Company’s filings with the Securities and Exchange Commission. With that said, I will now turn the call over to Hyatt Brown.

Thank you very much, Nicole, and welcome everyone to our first quarter earnings call, and I’ll now turn it over to Corey for the financials.

Thanks, Hyatt. Our net income for the first quarter of 2012 was $49.4 million, and that was up 6.8% over last year’s first quarter. Correspondingly, our net income per share for the quarter was $0.34 – that’s a 6.3% increase over the $0.32 that we earned in the first quarter of 2011. From the revenue standpoint, commissions and fees for the quarter increased 13.4% to $296.5 million. That’s up from the $261.5 million we earned in last year’s first quarter. Included in our press release is our normal table that summarizes our total growth rates and internal growth rates from our core commissions and fees, which excludes the profit sharing contingent commissions and now excludes the guaranteed supplemental commissions – GSCs – as we’ll discuss in a minute. We received $24.2 million of profit sharing contingent commissions, which represents a net decrease of approximately $4.7 million from the $28.9 million we received last year in the first quarter. Of this $4.7 million net decrease, roughly half of it was attributable to a lower profit sharing contingent commissions in the retail division, and the other half approximately from the program division that was really relating primarily to Proctor Financial and our public entity operation with lower profit sharing. Our best estimates of how much profit sharing contingent commissions we will receive for the remaining part of 2012 – and this is based on just what we received this quarter plus our discussion with the various carriers – is that we think we may receive between 14 and $17 million through the second through the fourth quarters. We think that for the second quarter, we’ll receive somewhere between 2 and $3 million, in the third quarter we should be around 10 to $11 million, and the fourth quarter we could get somewhere…

Very good, Cory, thank you. Good report. Getting into what’s happening in terms of pricing and et cetera, first of all, a general statement relative to personal lines across the U.S. Home owners which have been unprofitable for several years are moving up 2 to 5% - now in some places, a little more, in some places a little less. If you’re getting into coastal areas, it’s more; but if you sort of average it across the U.S., 2 to 5%. Auto—personal auto, however, is flat to down, and in some places down as much as 10%. So that’s kind of what we see on personal lines across the U.S., and personal lines is somewhere around $70 million—65 to $70 million of our total revenues. Looking at Florida first of all, let’s split Florida into three layers – first of all south, and then I4 which would be Daytona to St. Petersburg, and then the northern tier, which would be Jacksonville west. First of all in the south, the economy is starting to move up. Foreign capital coming into Dade Broward, things are coming along, except for an outlier and that’s Naples. Naples is still questionable, flat to down in terms of the economy. Property rates are up 2 to 5%-plus. Condos are up 10%. There are lots of gaming—there is a lot of gaming going on in condos relative to appraisal values, so if the rate goes up 10%, then if you can get the value—the appraised value of the condo down 5%, then it’s only a 5% increase. Well, lots of pushback from the risk-bearers and et cetera, including citizens. GL and auto is flat. Umbrellas are flat to up 2%, and then workers’ compensation. Now a general statement – workers’ compensation across the entire states, all the…

Certainly and thank you. Ladies and gentlemen, if you would like to ask a question at this time, please press star, one. If you are using a speakerphone, please make sure your mute function is turned off to allow your signal to reach our equipment. Once again, that is star, one for any questions. Our first question will come from Adam Klauber with William Blair. Adam Klauber – William Blair: Thanks. Good morning, Hyatt, how are you?

I’m fine, Adam, how are you? Adam Klauber – William Blair: Great, thank you. Great to see the wholesale business is turning around. Of the growth, how much of that is driven by higher rates versus more submissions with the standard carriers being pulled back?

It’d be kind of an educated guess. I would say about two-thirds is higher rates, or maybe 75% higher rates and 25% movement. We think there’s going to be more movement because underwriting is continuing to get front and center. Adam Klauber – William Blair: Okay, okay. Thank you. And also in retail, obviously we’re seeing good movement, and you talked about a lot of different factors helping that segment out. How about net new business trends – are those improving also?

Yes, they are, Adam. One thing – I’ve been to this picture show before about five times, and there is something different about this time. What it is, is this – the risk bearers have a lot more capital and therefore dry powder this time than in the past. Number two, there are fewer risk bearers – and I’m talking about standard risk-bearers now – and therefore there is a lot more pressure to get the returns on capital up, which is pushing them. So whereas in the past when you have a market change, all of a sudden it’s 20 and 30% or more, which is just—you know, it’s awful. This time, it’s not happening that way and is it going to continue? Is this, you know, the 2, the 3, the 4 – it seems like it is, and if it does, then this is really a much better thing for the industry because people are able to accept small rate increases because lots of things are going up, particularly when we show them how they five, six, seven years ago they paid X, and last year they paid like 55% of X, and now you’re paying 60% of X. That’s very acceptable, and we are in both wholesale and retail – but really more in retail because that’s where the rubber really meets the road – we are being very, very careful about making sure that our customers and clients remember five years ago, when it was maybe almost twice as much as the price was last year. So all of that is kind of positive. Adam Klauber – William Blair: Great, thank you very much.

Our next question will come from Keith Walsh with Citi.

Keith, are you there? Hello?

Hearing no response from Mr. Walsh, we’ll move to Mark Hughes with SunTrust. Mark Hughes – SunTrust: Yeah, thank you. Good morning.

Hey Mark. Mark Hughes – SunTrust: Hey. The margin outlook when you take all those factors you discussed, Cory, and given the fact that contingents look like they’ll be steady to probably up in Q3, what do you think the year-over-year margins are going to look like next couple of quarters? Any initial thoughts?

Well, my gut reaction is the margins in general will improve. You know, the two things that we tried to highlight on this call does skew the absolute numbers a little bit, and the ICG operation has an unusual item and since we bought it in November, basically it will be three-quarters of that. And then like I said, that special program that we developed this year for retail commission producers is going to add some extra compensation expense for this year because this year is going to be a challenging year for them, and we wanted to incentivize them for this year to really grow the business. Remember, third quarter we talked about the fact that we had—Powell had mentioned that we were planning to give up margins on a temporary basis to have growth, and that was kind of the program that we were thinking of. So when you take those two things into consideration, I believe the margins will continue to improve for the rest of the year, with those two exceptions. Mark Hughes – SunTrust: Right. Is the 1.3 million, is that on a run rate to assume that everyone this their 5% target?

No, I tell you, that’s actually a little bit lower than kind of the average. You know, we probably have about, say, 220 to $230 million of business that’s tied to a commissioned retail producer, and so theoretically you could have—if everybody exceeded that 5% growth, you could have 10 to $12 million worth of total cost. So if you take half of that, we’re probably a run rate of more like $6 million, maybe, give or take. So that’s probably what I’d plan on at this stage. Mark Hughes – SunTrust: Okay. Final question – share buybacks, any updated thoughts there?

You’re probably focusing that on me, and the answer is no.

You know, we’ve got a share buyback program. We have not bought any shares yet because as we had mentioned before, we primarily will buy shares back only at opportunistic prices. Mark Hughes – SunTrust: Thank you.

Our next question will come from Ray Iardella with Macquarie. Ray Iardella – Macquarie: Thanks and good morning. Can you guys maybe talk about—I know you guys talked about property rates being up pretty nice, particularly on the coastal side, but how much of your business, I guess, in the first quarter, how much revenue do you get from property maybe versus casualty, relative to the rest of the year?

Well, that’s a good question, and it doesn’t vary by quarter, particularly. Property in the past has been about, if I remember correctly, about 20% of our total, and so it’s probably moving up a little now. Florida, of course, the property rates are higher than they are elsewhere, so I’d use maybe 20 to 22 or 23%, would be about what our property premiums are now. Ray Iardella – Macquarie: Okay, and I would think second quarter might be a big quarter in terms of, I guess, property exposure. Is that the right way to think about it, or am I reading too much into that?

No, I don’t think that the property—the amount of property insurance in terms of total insured values is going to change other than new business that we’re writing, but there is that constant and consistent push on pricing, and so the question is, is 2 or 3 or 4% going to go into 4 or 5 or 6%, and I don’t know the answer to that. Ray Iardella – Macquarie: Okay, that’s helpful. And then I guess a lot of insurance carriers have been reporting perhaps some decline in retention. Is that something that your clients are talking about and pushing for, given some of the rate pressure you’re talking about?

Well first of all, an insurance carrier feels that if they’re in the 80 to 85% renewal retention percentage, that they’re about in the right place; and of course in terms of us, we want at least 95% and hopefully more. So it’s kind of hard to talk about that retention thing. Now, one of the things that will occur, particularly in the coastal areas and assuming that banks will allow this, there may be a buying down of the wind coverage, so if someone had $500 million of property values and the cover other than wind was 500 million, maybe they’d buy 100 million in wind as opposed to last year having, let’s say, the total 500. So it’s very difficult to make those kinds of assessments. Ray Iardella – Macquarie: Okay. And then one follow-up and I’ll re-queue – in terms of M&A, how many transactions did you guys close in the first quarter? Did the Arrowhead transaction kind of slow down that a little bit, or is it just sort of lumpy as you get through the year?

It’s kind of lumpy, and we had five transactions we closed. Total of – how much was it, Cory?

Right at $113 million aggregate annualized revenues, and 108 of that obviously is Arrowhead. Ray Iardella – Macquarie: Okay. What—

What—okay, go ahead. Ray Iardella – Macquarie: No, sorry. Go ahead.

Well, what I was going to say is that we are seeing some additional interest, and again inventory is about what it has been in the past, maybe a little better. But we’re seeing some additional discussions and it might have something to do with the fact that people are looking at what’s the tax rate going to be next year, and maybe I’ll do something this year. Now, how much of that is out there, I don’t know; but it just seems like there might be some of that thinking starting to accumulate. Ray Iardella – Macquarie: Okay, thanks for the color.

Our next question will come from Sarah Dewitt with Barclays Capital. Sarah Dewitt – Barclays Capital: Hi, good morning. On last quarter’s call, you thought the first half ’12 organic growth would be choppy. So what’s changed since then, and to what extent do you think the positive organic growth is sustainable?

Well you know, we have a tendency to be pretty conservative and we’d much rather over-perform and under-promise. And so we weren’t really too sure that the underwriting regimen was going to continue to be front and center, and it seems to be that the risk-bearers are saying no, this is what it’s going to be. The other thing that has been interesting is the impact of RMS11, and RMS11 is impacting all coastal areas, so we were surprised that risk-bearers are following that as assiduously as they seem to be – that is, most of them. In some cases on some risks, RMS11 would suggest a PML double what the risk-bearers had in their files for last year. So all of that kind of—we’re thinking maybe a little better in terms of pricing. That’s about as good an answer as I can give you.

And Sarah, from our perspective when we were on the call, really the only thing that we really had to go on at the time is basically our detailed budgets by office, and at that time the first quarter was the more difficult quarter to get over and our budget basically had us at a negative internal growth. As Hyatt had mentioned, the pricing—we were pretty surprised at how the pricing did kind of hold up during the quarter, and that’s what really kind of helped us. The economy, we thought, was going to be flatter, which it did and so therefore we didn’t have the down-swoop that we’ve had historically and therefore the pricing in new business was able to grow it. Basically from a budget standpoint, the first quarter was the hurdle, and as Hyatt said, there’s this gradual build that is—at least going ahead, nothing to where it’s a huge wave but at least it’s a slow build, and we think that each quarter will incrementally hopefully be a little bit better. Sarah Dewitt – Barclays Capital: Great. That’s great. And then if the organic growth stays at these levels, where do you see the margin heading longer term? I know historically you had that 40% goal – is that something that’s achievable again?

Absolutely it’s achievable, and so we think the cost structure and the leverage is still there, with the exception of those two highlights that I tried to explain in terms of the employee benefit compensation on the short-term basis here. Sarah Dewitt – Barclays Capital: Great. Thanks for the answers.

Our next question will come from Brett Huff with Stevens. Brett Huff – Stevens : Good morning, Hyatt. Good morning, Cory.

Good morning. Brett Huff – Stevens: One question – Hyatt, thanks for going through the detail, as usual, on the by geo and business line detail. But if we could step back, what I recall is that you all would say that about 25 to 30% of the organic growth headwind you were facing was rate, and the rest was exposure units. (A) Is that still true, and (B) similar to the last question, where did the improvement come – rate or exposure units, or both? Can you give us some color on that.

Yeah, it came both, and it varies with geographic area. I believe that if you looked at Florida, it’s probably half and half. Elsewhere, it’s probably maybe a little more – and I’m thinking of the northeast now – a little more of the economy. The economy’s better up there than it is elsewhere, at least that’s what our people are telling us. So they are moving in tandem generally, except for contractors, and the contracting business – now, some particular kinds of contractors are doing okay, but most of them, chiefly home building, it’s just not there. So going forward, once we get beyond the doggone election, I think people are going to feel a lot better about the economy; but generally speaking, there is a little more uptick there and payrolls seem to be flat and up a little bit. There is this constant push to get a little more rate, and as businesses are feeling better about the fact that they can see a little growth themselves, then the pricing is a little more acceptable. But there is a lot of pushback – I don’t want to give you a feeling it’s not tough out there. Brett Huff – Stevens: Sure. And the second question – Cory, you had mentioned last quarter that you thought about 60 to 70% incremental margins as you guys start growing again. Given the two highlights that you talked about – the comp structure at least for this year, which sounds like it’s limited to this year, and then the ICG sort of longer rev-rec accounting – is that 60, 70% number still something you feel is the right way to think about it?

Well, as long as—you know, you need to probably back off 5% on that one commission, and the ICG will be back on a normal flat level by the fourth quarter. So— Brett Huff – Stevens: It really is a this year kind of—

So I would probably back it off a little bit. I’d back it off a little bit, but the basic structure is still there. Brett Huff – Stevens: That’s mostly this year thing, not a next-year thing?

Absolutely. Brett Huff – Stevens: Okay. That’s what I needed. Thanks for your help, guys.

Our next question will come from Meyer Shields with Stifel Nicolaus. Meyer Shields – Stifel Nicolaus: Thanks. Good morning everyone.

Hey Meyer, how are you? Meyer Shields – Stifel Nicolaus: I am well. Yourself?

Good, good. Meyer Shields – Stifel Nicolaus: One quick modeling question for, I guess, either Hyatt or Cory – when we talk about the supplemental gravitating towards profit based contingents, do we have an idea what the revenue numbers were in the last three quarters of 2011 so that we can forecast that split?

Yeah, let me just give you the numbers for the first quarter amounts. If you look at—if we had left our GSCs in the first quarter of 2011, we reported a negative 2.3%, negative internal growth. Without GSCs, it would have been negative 2.4. If you go back to the first quarter of 2010, we reported a negative 8.6%, but without the GSCs it would have been lower at 8.2. So the numbers that you saw for the first quarter on the GSCs, you know, the GSCs are accrued on an actual basis so those numbers that I gave you are relatively consistent for each quarter, and so it’s not a huge differential. You can kind of figure it out—I did not do it yet for the second, third and fourth quarters, but it’s a relatively minor change. The first quarter would be representative of it. Meyer Shields – Stifel Nicolaus: Okay, that’s helpful. I think we can work with that. Second, in the internal growth table, you showed divestitures for, I guess, the amount of business from offices or books of business that were sold over the past 12 months, and that’s been going up over the past couple of quarters. I was wondering if you could talk about whether there’s anything unusual going on there.

No. I mean, we typically don’t like to sell a book of business, but if a producer leaves and it makes economic sense, we will. So in this particular quarter and in the second half of last year, we did have a couple of larger book sales that generates it and it kind of goes up and down. It is higher than it normally has. Normally it’s probably in the million dollar mark, but that’s just the nature of what’s happened in the last couple quarters. Meyer Shields – Stifel Nicolaus: Okay. When you talk about a producer leaving, is that producer the one buying the book of business?

Typically, yes, or whatever new agency he’s going with. Meyer Shields – Stifel Nicolaus: Right. Okay, perfect. Thanks very much.

Our next question will come from Matthew Heimermann with JP Morgan. Matthew Heimermann – JP Morgan: Hi, good morning everybody. A couple questions – one is just—just wanted to make sure there is no one-time kind of first quarter expenses associated with Arrowhead as we look at the G&A.

No, there’s not. I mean, Arrowhead is pretty much a standalone organization. There was no office combinations, so most everything—the chain is really just part of the original purchase price allocation. Matthew Heimermann – JP Morgan: Okay, and then if you guys—

And then all— Matthew Heimermann – JP Morgan : Sorry.

Also one thing I would just to—we actually didn’t effectuate that acquisition until the 9th of January.

Right, so technically there is nine days of revenue of January that are not included in our number, obviously. Matthew Heimermann – JP Morgan: Okay. Then I was also just curious, if you expand their platform to the wholesale division broadly, are there any incremental technology costs that would be associated with it, or is it as simple as kind of turnkey to start putting your own information through it?

There will be incremental cost, and there is no huge game plan on the table that will have any huge cost on it. It will just be a gradual change as it makes sense for various offices and wholesale programs. Matthew Heimermann – JP Morgan: Okay. And then with the ICG, I guess—and what Fannie Mae is proposing in terms of changes to the force place lenders business broadly, how do you think that positions you strategically versus some of the other brokers that participate in this business, and what do you think some of the changes Fannie Mae has put forth might mean for some of the other competition in the market?

Well, we really don’t know that via the competition. We really only know about us, from our standpoint. We’re looking at it as just another change, and about half our business has some exposure to that and half doesn’t. So probably the largest single change would be having admitted paper versus non-admitted paper. Matthew Heimermann – JP Morgan: But I was thinking more on the technology service side. It seems like that element, what Fannie Mae is asking people to do is going up, and so I just was curious whether or not you thought you were kind of were ahead of the curve in putting that service technology in place at your business.

I don’t know that we’re ahead of the curve or behind the curve. I think we’re about in the middle of the curve, as far as we can tell. The requirements that they are talking about, we already do for the most part; and the tweaks that they are talking about, they don’t seem to be a great deal of difficulty. Matthew Heimermann – JP Morgan : Okay.

But you know, one of the items that ICG did make sense for us is that that is now a true partner, and in certain competitive situations previously there have been other companies that provide that service, and because some of our competitors may have written more business with certain ones, we were explicitly excluded from having them give us a quote to do it as an outside service. So with a partner inside, it does give us the ability to provide that service and be able to control it, so from that standpoint it is a positive. Matthew Heimermann – JP Morgan: Okay. And then just with respect to programs overall, I think the last half of 2011, it was really the special programs that were kind of driving improved growth. I’m just curious—well, excuse me, it was special while professional is still lagging a little bit, and you had some constructive comments that sound like from a pricing standpoint in parts of the professional lines market, some of which might flow through to that. But can you just talk about maybe on the older reporting way, kind of what the mix of growth looked like between professional and special?

Well, they both grew, and from an ongoing standpoint—I mean, there was overall less offices that had negative growth than there were before. But in both sides, they did have slight positive growth. Now, from a standpoint of overall, we had talked about Proctor, and Proctor starting with the fourth quarter of last year, we now were comparing them apples-to-apples. They’ve written a lot of new business, and so from an incremental growth standpoint, Proctor was for the next really four quarters was going to add a positive growth. For this quarter alone, they actually grew in excess of $800,000 of that total, so that will continue as they kind of work through the whole Fannie Mae issue. But you know, it’s a good group of people, good business, and they do it the right way. Matthew Heimermann – JP Morgan: Okay, perfect. Thanks so much.

Our final question in queue is a follow-up question from Ray Iardella. Ray Iardella – Macquarie: Thanks for taking the follow-up. One quick numbers question and one broader question. First on the numbers one – on contingent commissions, did Arrowhead receive any contingent commissions in the quarter? I think in the past, you guys had talked about Arrowhead moving towards more of a fixed sort of commission structure going forward.

Well, I mean, I’m not sure about that last statement, but Arrowhead did have some very minor—it was $300,000. We do expect them to have contingent commissions continue to be earned during—accrued during the year, or earned during the year. But any contingencies that they may qualify for would primarily come in the third quarter, and that’s part—part of that number, they historically have had somewhere in the 4 to $4.5 million per year come in. So could that come in in the third quarter? That was part of the number we gave you, and we’ll just have to wait to see if it comes true. Ray Iardella – Macquarie: Okay. And then the last question I have – as far as—I think you had talked about some incremental compensation costs for some new hires. Is that something you guys plan on continuing, to look for new producers throughout 2012? Is there any particular target you guys have, or is it just finding good producers and trying to hire them when you can?

Well actually, we really started about two years ago expanding our recruitment program, Ray, and it’s not just for the retail. It’s wholesale and it’s in programs across our whole system. There are great opportunities out there from people who have been working three, four, five, six years in another business and that business is not doing well, or it’s not there, and so we’ve been interviewing lots and lots of people. And when they meet our profile, then we try and bring them on board. So we probably will continue to increase the number of people that we are bringing on. I know one of the things that Powell has been pushing very aggressively is recruitment, and in order to grow and to replace people who are going to be retiring and that sort of thing, we have to have new folks coming in. So there’s lots of opportunities for us, and we’re very pleased with our new people that are coming on. They’re doing very well for us.

Now—and Ray, let me just add onto that, is as you know, even during, like Hyatt said, the last couple years, but even before that where we’ve had negative internal growth, that was, as I had mentioned a couple times on conference calls, that was the one line item which really never did decrease year-over-year because we continued—as Hyatt says, we were always looking for good, high-quality people, and we pretty much hire our producers and train them ourselves. So when I had mentioned that there was $600,000 again this quarter in excess, it was just to highlight the increase on that. But we do expect that to continue. Ray Iardella – Macquarie: Okay, thanks for the answer on the follow-up, and best of luck, Hyatt.

Thank you.

At this time, we have no further questions so I’d like to turn the call back over to our speakers for any additional or closing remarks.

Okay, well that sounds good, Nicole, and thank you all and we’ll look forward to having another quarter. We are in adjournment. Thank you very much.

Thank you. With that, we will conclude today’s call. Thank you all for your participation. You may now disconnect.