UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September 30, 2022~~March 31, 2023

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-34480

VERISK ANALYTICS, INC.

(Exact name of registrant as specified in its charter)

Delaware	26-2994223
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

545 Washington Boulevard
Jersey City
NJ	07310-1686
(Address of principal executive offices)	(Zip Code)

(201) 469-3000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange where registered
Common Stock $.001 par value	VRSK	NASDAQ Global Select Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~October~~April 28, ~~2022,~~2023, there were ~~156,387,950~~144,791,178 shares outstanding of the registrant's Common Stock, par value $.001.

Table of Contents

		*September 30, 2022*			*December 31, 2021*				*March 31, 2023*			*December 31, 2022*
		(in millions, except for share and per share data)							(in millions, except for share and per share data)
*ASSETS*	*ASSETS*							*ASSETS*
Current assets:
Cash and cash equivalents		$	276.8		$	280.3			$	231.9		$	112.5
Accounts receivable, net of allowance for doubtful accounts of $17.7 and $21.3, respectively			458.4			446.3
Accounts receivable, net of allowance for doubtful accounts of $14.6 and $14.3, respectively										433.3			290.1
Prepaid expenses			102.4			102.6				80.1			83.7
Income taxes receivable			40.4			36.7				—			44.2
Other current assets			40.4			36.7				45.5			32.0
Current assets held-for-sale										—			362.6
Total current assets			918.4			902.6				790.8			925.1
Noncurrent assets:
Fixed assets, net			652.0			658.2				561.1			541.5
Operating lease right-of-use assets, net			213.5			253.1				202.5			182.0
Intangible assets, net			1,090.5			1,225.9				505.9			504.8
Goodwill			3,655.6			4,331.2				1,705.5			1,676.0
Deferred income tax assets			4.2			6.6				32.4			31.7
Other noncurrent assets			440.4			430.5				391.8			371.4
Noncurrent assets held-for-sale										—			2,728.6
Total assets		$	6,974.6		$	7,808.1			$	4,190.0		$	6,961.1
*LIABILITIES AND STOCKHOLDERS’ EQUITY*	*LIABILITIES AND STOCKHOLDERS’ EQUITY*							*LIABILITIES AND STOCKHOLDERS’ EQUITY*
Current liabilities:
Accounts payable and accrued liabilities		$	312.2		$	320.7			$	257.4		$	292.8
Short-term debt and current portion of long-term debt			1,067.7			971.3				2.6			1,392.9
Deferred revenues			560.1			501.0				549.5			321.7
Operating lease liabilities			35.2			41.2				36.0			29.5
Income taxes payable			5.1			9.0				44.6			—
Current liabilities held-for-sale										—			282.3
Total current liabilities			1,980.3			1,843.2				890.1			2,319.2
Noncurrent liabilities:
Long-term debt			2,343.7			2,342.8				2,837.9			2,343.2
Deferred income tax liabilities			384.5			470.5				141.4			145.6
Operating lease liabilities			217.9			254.7				204.0			189.9
Other noncurrent liabilities			42.2			54.4				37.0			17.9
Noncurrent liabilities held-for-sale										—			177.6
Total liabilities			4,968.6			4,965.6				4,110.4			5,193.4
Commitments and contingencies (Note 16)
Stockholders’ equity:
Common stock, $.001 par value; 2,000,000,000 shares authorized; 544,003,038 shares issued; 156,842,018 and 161,651,639 shares outstanding, respectively			0.1			0.1
Common stock, $.001 par value; 2,000,000,000 shares authorized; 544,003,038 shares issued; 144,551,559 and 154,701,136 shares outstanding, respectively										0.1			0.1
Additional paid-in capital			2,733.5			2,608.7				2,315.5			2,720.8
Treasury stock, at cost, 387,161,020 and 382,351,399 shares, respectively			(5,814.6	)		(4,638.1	)
Treasury stock, at cost, 399,451,479 and 389,301,902 shares, respectively										(8,283.3	)		(6,239.5	)
Retained earnings			5,986.1			5,240.4				6,006.7			5,999.1
Accumulated other comprehensive losses			(916.1	)		(394.6	)			29.4			(731.2	)
Total Verisk stockholders' equity			1,989.0			2,816.5				68.4			1,749.3
Noncontrolling interests			17.0			26.0				11.2			18.4
Total stockholders’ equity			2,006.0			2,842.5				79.6			1,767.7
Total liabilities and stockholders’ equity		$	6,974.6		$	7,808.1			$	4,190.0		$	6,961.1

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

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) ~~INCOME~~ (UNAUDITED)

Three Months Ended September 30,

Nine Months Ended September 30,

2022

2021

2022

2021

Net income
$ 189.5 $ 204.9 $ 893.1 $ 524.5
Other comprehensive (loss) income, net of tax:

Foreign currency translation adjustment
(234.2 ) (80.4 ) (525.5 ) (55.2 )
Pension and postretirement liability adjustment
0.3 0.7 1.3 2.3
Total other comprehensive loss
(233.9 ) (79.7 ) (524.2 ) (52.9 )
Comprehensive (loss) income
(44.4 ) 125.2 368.9 471.6
Less: Comprehensive (loss) income attributable to noncontrolling interests
1.2 (2.7 ) 2.5 0.4
Comprehensive (loss) income attributable to Verisk
$ (43.2 ) $ 122.5 $ 371.4 $ 472.0

	*Three Months Ended March 31,*
	*2023*		*2022*

Net income	$	56.4	$	505.8
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment		759.2		(71.6	)
Pension and postretirement liability adjustment		0.7		0.6
Total other comprehensive income (loss)		759.9		(71.0	)
Comprehensive income		816.3		434.8
Less: Comprehensive income attributable to noncontrolling interests		0.7		0.5
Comprehensive income attributable to Verisk	$	817.0	$	435.3

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

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)

For The Three Months Ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~

Common Stock Issued

Par Value

Additional Paid-in Capital

Treasury Stock

Retained Earnings

Accumulated Other Comprehensive Losses

Total Verisk Stockholders' Equity

Noncontrolling Interests

Total Stockholders’ Equity

(in millions, except for share data)

Balance, July 1, 2022
544,003,038 $ 0.1 $ 2,707.1 $ (5,517.4 ) $ 5,845.5 $ (683.4 ) $ 2,351.9 $ 18.1 $ 2,370.0
Net income
— — — — 189.4 — 189.4 0.1 189.5
Other comprehensive loss
— — — — — (232.2 ) (232.2 ) (1.2 ) (233.4 )
Investment in noncontrolling interests
— — 0.5 — — (0.5 ) — — —
Common stock dividend ⁽¹⁾
— — — — (48.8 ) — (48.8 ) — (48.8 )
Treasury stock acquired (1,603,586 shares)
— — — (300.0 ) — — (300.0 ) — (300.0 )
Stock options exercised (171,481 shares transferred from treasury stock)
— — 13.9 2.6 — — 16.5 — 16.5
Restricted stock lapsed (3,061 shares transferred from treasury stock)
— — — — — — — — —
Stock-based compensation expense
— — 11.3 — — — 11.3 — 11.3
Net share settlement from restricted stock awards (2,747 shares withheld for tax settlement)
— — (0.4 ) — — — (0.4 ) — (0.4 )
Other stock issuances (13,964 shares transferred from treasury stock)
— — 1.1 0.2 — — 1.3 — 1.3
Balance, September 30, 2022
544,003,038 $ 0.1 $ 2,733.5 $ (5,814.6 ) $ 5,986.1 $ (916.1 ) $ 1,989.0 $ 17.0 $ 2,006.0

Balance, July 1, 2021
544,003,038 $ 0.1 $ 2,534.9 $ (4,423.6 ) $ 4,991.0 $ (348.9 ) $ 2,753.5 $ 16.7 $ 2,770.2
Net income
— — — — 204.9 — 204.9 — 204.9
Other comprehensive loss
— — — — — (79.7 ) (79.7 ) — (79.7 )
Comprehensive loss attributable to noncontrolling interest
— — — — (3.2 ) — (3.2 ) 2.7 (0.5 )
Common stock dividend ⁽¹⁾
— — — — (47.0 ) — (47.0 ) — (47.0 )
Treasury stock acquired (798,242 shares)
— — — (150.0 ) — — (150.0 ) — (150.0 )
Stock options exercised (274,052 shares transferred from treasury stock)
— — 20.1 3.2 — — 23.3 — 23.3
Restricted stock and performance share units lapsed (1,294 shares transferred from treasury stock)
— — — — — — — — —
Stock-based compensation expense
— — 11.2 — — — 11.2 — 11.2
Net share settlement from restricted stock awards (1,204 shares withheld for tax settlement)
— — (0.2 ) — — — (0.2 ) — (0.2 )
Other stock issuances (11,647 shares transferred from treasury stock)
— — 1.4 0.2 — — 1.6 — 1.6
Balance, September 30, 2021
544,003,038 $ 0.1 $ 2,567.4 $ (4,570.2 ) $ 5,145.7 $ (428.6 ) $ 2,714.4 $ 19.4 $ 2,733.8

	*Common Stock Issued*		*Par Value*		*Additional Paid-in Capital*			*Treasury Stock*			*Retained Earnings*			*Accumulated Other Comprehensive Income/Loss*			*Total Verisk Stockholders' Equity*			*Noncontrolling Interests*			*Total Stockholders’ Equity*
	(in millions, except for share data)
Balance, January 1, 2023		544,003,038	$	0.1	$	2,720.8		$	(6,239.5	)	$	5,999.1		$	(731.2	)	$	1,749.3		$	18.4		$	1,767.7
Net income		—		—		—			—			56.3						56.3			0.1			56.4
Other comprehensive income		—		—		—			—			—			759.9			759.9			(0.7	)		759.2
Investment in noncontrolling interests		—		—		(3.9	)		—			—			0.7			(3.2	)		(6.6	)		(9.8	)
Common stock dividend ⁽¹⁾		—		—		—			—			(48.7	)		—			(48.7	)		—			(48.7	)
Treasury stock acquired (10,902,788 shares)		—		—		37.5			(2,557.9	)		—			—			(2,520.4	)		—			(2,520.4	)
Share repurchases via accelerated share repurchase program not yet settled		—		—		(500.3	)		500.3			—			—			—			—			—
Stock options exercised (631,334 shares transferred from treasury stock)		—		—		50.7			11.8			—			—			62.5			—			62.5
Performance share units ("PSU") lapsed (27,771 shares transferred from treasury stock)		—		—		(0.4	)		0.4			—			—			—			—			—
Restricted stock ("RSA") lapsed (85,922 shares transferred from treasury stock)		—		—		(1.4	)		1.4			—			—			—			—			—
Stock-based compensation expense		—		—		23.9			—			—			—			23.9			—			23.9
Net share settlement from RSAs (67,807 shares withheld for tax settlement)		—		—		(12.3	)		—			—			—			(12.3	)		—			(12.3	)
Other stock issuances (8,184 shares transferred from treasury stock)		—		—		0.9			0.2			—			—			1.1			—			1.1
Balance, March 31, 2023		544,003,038	$	0.1	$	2,315.5		$	(8,283.3	)	$	6,006.7		$	29.4		$	68.4		$	11.2		$	79.6

Balance, January 1, 2022		544,003,038	$	0.1	$	2,608.7		$	(4,638.1	)	$	5,240.4		$	(394.6	)	$	2,816.5		$	26.0		$	2,842.5
Net income		—		—		—			—			505.7			—			505.7			0.1			505.8
Other comprehensive loss		—		—		—			—			—			(70.4	)		(70.4	)		(0.6	)		(71.0	)
Investment in noncontrolling interests		—		—		—			—			—			—			—			(8.2	)		(8.2	)
Common stock dividend ⁽¹⁾		—		—		—			—			(49.2	)		—			(49.2	)		—			(49.2	)
Treasury stock acquired (3,052,561 shares)		—		—		—			(571.3	)		—			—			(571.3	)		—			(571.3	)
Stock options exercised (164,742 shares transferred from treasury stock)		—		—		14.4			2.2			—			—			16.6			—			16.6
PSUs lapsed (48,449 shares transferred from treasury stock)		—		—		(0.6	)		0.6			—			—			—			—			—
RSAs lapsed (47,191 shares transferred from treasury stock)		—		—		(0.6	)		0.6			—			—			—			—			—
Stock-based compensation expense		—		—		20.5			—			—			—			20.5			—			20.5
Net share settlement from PSUs and RSAs (53,180 shares withheld for tax settlement)		—		—		(11.3	)		—			—			—			(11.3	)		—			(11.3	)
Other stock issuances (9,696 shares transferred from treasury stock)		—		—		1.4			0.1			—			—			1.5			—			1.5
Balance, March 31, 2022		544,003,038	$	0.1	$	2,632.5		$	(5,205.9	)	$	5,696.9		$	(465.0	)	$	2,658.6		$	17.3		$	2,675.9

⁽¹⁾Refer to Note 11. Stockholders' Equity for discussion related to quarterly cash dividends declared per share

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

CONDENSED CONSOLIDATED STATEMENTS OF ~~CHANGES IN STOCKHOLDERS’ EQUITY~~CASH FLOWS (UNAUDITED)

Common Stock Issued

Par Value

Additional Paid-in Capital

Treasury Stock

Retained Earnings

Accumulated Other Comprehensive Losses

Total Verisk Stockholders' Equity

Noncontrolling Interests

Total Stockholders’ Equity

(in millions, except for share data)

Balance, January 1, 2022
544,003,038 $ 0.1 $ 2,608.7 $ (4,638.1 ) $ 5,240.4 $ (394.6 ) $ 2,816.5 $ 26.0 $ 2,842.5
Net income
— — — — 892.8 — 892.8 0.3 893.1
Other comprehensive loss
— — — — — (520.4 ) (520.4 ) (2.7 ) (523.1 )
Investment in noncontrolling interests
— — (0.5 ) — — (1.1 ) (1.6 ) (6.6 ) (8.2 )
Common stock dividend (1)
— — — — (147.1 ) — (147.1 ) — (147.1 )
Treasury stock acquired (6,217,296 shares)
— — — (1,196.3 ) — — (1,196.3 ) — (1,196.3 )
Stock options exercised (1,205,559 shares transferred from treasury stock)
— — 94.0 17.1 — — 111.1 — 111.1
Performance share units lapsed (49,803 shares transferred from treasury stock)
— — (0.6 ) 0.6 — — — — —
Restricted stock lapsed (118,350 shares transferred from treasury stock)
— — (1.6 ) 1.6 — — — — —
Stock-based compensation expense
— — 50.2 — — — 50.2 — 50.2
Net share settlement from restricted stock awards (98,321 shares withheld for tax settlement)
— — (20.4 ) — — — (20.4 ) — (20.4 )
Other stock issuances (33,963 shares transferred from treasury stock)
— — 3.7 0.5 — — 4.2 — 4.2
Balance, September 30, 2022
544,003,038 $ 0.1 $ 2,733.5 $ (5,814.6 ) $ 5,986.1 $ (916.1 ) $ 1,989.0 $ 17.0 $ 2,006.0

Balance, January 1, 2021
544,003,038 $ 0.1 $ 2,490.9 $ (4,179.3 ) $ 4,762.2 $ (375.7 ) $ 2,698.2 $ — $ 2,698.2
Net income
— — — — 524.5 — 524.5 — 524.5
Other comprehensive loss
— — — — — (52.9 ) (52.9 ) — (52.9 )
Comprehensive loss attributable to noncontrolling interest
— — — — (0.2 ) — (0.2 ) (0.4 ) (0.6 )
Investment in noncontrolling interest
— — — — — — — 19.8 19.8
Common stock dividend (1)
— — — — (140.8 ) — (140.8 ) — (140.8 )
Treasury stock acquired (2,192,780 shares)
— — — (400.0 ) — — (400.0 ) — (400.0 )
Stock options exercised (572,213 shares transferred from treasury stock)
— — 38.0 6.6 — — 44.6 — 44.6
Restricted stock and performance share units lapsed (182,824 shares transferred from treasury stock)
— — (2.1 ) 2.1 — — — — —
Stock-based compensation expense
— — 47.4 — — — 47.4 — 47.4
Net share settlement from restricted stock awards (57,020 shares withheld for tax settlement)
— — (11.2 ) — — — (11.2 ) — (11.2 )
Other stock issuances (35,287 shares transferred from treasury stock)
— — 4.4 0.4 — — 4.8 — 4.8
Balance, September 30, 2021
544,003,038 $ 0.1 $ 2,567.4 $ (4,570.2 ) $ 5,145.7 $ (428.6 ) $ 2,714.4 $ 19.4 $ 2,733.8

	*Three Months Ended March 31,*
	*2023*			*2022*
	(in millions)
Cash flows from operating activities:
Net income	$	56.4		$	505.8
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of fixed assets		44.6			49.6
Amortization of intangible assets		17.7			44.6
Amortization of debt issuance costs and original issue discount, net of original issue premium		0.1			0.3
Provision for doubtful accounts		2.6			1.7
Loss (gain) on sale of assets		128.4			(450.8	)
Stock-based compensation expense		23.9			20.5
Impairment of long-lived assets		—			73.7
Deferred income taxes		(19.0	)		(37.1	)
Loss on disposal of fixed assets		(0.1	)		—
Changes in assets and liabilities, net of effects from acquisitions:
Accounts receivable		(185.4	)		(133.1	)
Prepaid expenses and other assets		(32.9	)		1.4
Operating lease right-of-use assets, net		2.9			10.4
Income taxes		82.2			131.0
Accounts payable and accrued liabilities		(32.4	)		(70.0	)
Deferred revenues		261.3			266.1
Operating lease liabilities		(2.6	)		(10.3	)
Other liabilities		17.6			(4.2	)
Net cash provided by operating activities		365.3			399.6
Cash flows from investing activities:
Acquisitions and purchase of additional controlling interest, net of cash acquired of $1.0 and $17.4 respectively		(37.2	)		(445.4	)
Proceeds from sale of assets		3,066.4			575.0
Investments in nonpublic companies		(0.8	)		(41.0	)
Capital expenditures		(61.2	)		(60.0	)
Escrow funding associated with acquisitions		—			(2.3	)
Other investing activities, net		(0.1	)		—
Net cash provided by investing activities		2,967.1			26.3
Cash flows from financing activities:
(Repayment) proceeds from short-term debt		(1,265.0	)		200.0
Proceeds from issuance of long-term debt, net of original issue discount		495.2			—
Payment of debt issuance costs		(5.5	)		—
Proceeds from issuance of short-term debt with original maturities less than three months		—			125.0
Repayment of short-term debt with original maturities greater than three months		(125.0	)		—
Repurchases of common stock		(2,000.0	)		(571.3	)
Share repurchases not yet settled		(500.0	)		—
Proceeds from stock options exercised		58.4			15.8
Net share settlement of taxes from restricted stock and performance share awards		(12.3	)		(11.3	)
Dividends paid		(49.2	)		(49.4	)
Other financing activities, net		(1.6	)		(2.4	)
Net cash used in financing activities		(3,405.0	)		(293.6	)
Effect of exchange rate changes		11.8			(6.6	)
Net (decrease) increase in cash and cash equivalents		(60.8	)		125.7
Cash and cash equivalents, beginning of period	$	292.7		$	280.3
Cash and cash equivalents, end of period	$	231.9		$	406.0
Supplemental disclosures:
Income taxes paid	$	10.0		$	11.7
Interest paid	$	16.3		$	21.1
Noncash investing and financing activities:
Deferred tax liability established on date of acquisition	$	3.1		$	16.1
Net assets sold as part of disposition	$	3,211.8		$	124.2
Finance lease additions	$	6.2		$	2.1
Operating lease additions, net	$	26.3		$	1.7
Fixed assets included in accounts payable and accrued liabilities	$	0.2		$	0.3

⁽¹⁾~~Refer to~~ ~~Note 11. Stockholders' Equity for discussion related to quarterly cash dividends declared per share~~

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

Three Months Ended September 30,

Nine Months Ended September 30,

2022

2021

2022

2021

(in millions)

Cash flows from operating activities:

Net income
$ 189.5 $ 204.9 $ 893.1 $ 524.5
Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization of fixed assets
51.7 52.1 151.1 153.9
Amortization of intangible assets
36.6 37.6 121.0 133.1
Amortization of debt issuance costs and original issue discount, net of original issue premium
0.2 0.4 0.9 1.1
Provision for doubtful accounts
1.5 4.3 4.4 13.0
Loss (gain) on sale of assets
7.8 — (427.4 ) —
Stock-based compensation expense

11.3
11.2 50.2 47.4
Impairment of long-lived assets
— — 73.7 —
Deferred income taxes
(11.9 ) 1.3 (61.3 ) 33.9
Loss on disposal of fixed assets
0.1 0.1 0.8 0.1
Changes in assets and liabilities, net of effects from acquisitions:

Accounts receivable
21.0 (7.9 ) (82.3 ) (48.9 )
Prepaid expenses and other assets
6.0 (4.4 ) (11.5 ) (27.5 )
Operating lease right-of-use assets, net
16.6 9.9 35.3 30.9
Income taxes
24.9 10.9 2.3 11.5
Accounts payable and accrued liabilities
36.4 49.2 (27.2 ) 29.2
Deferred revenues
(93.4 ) (71.2 ) 134.3 116.5
Operating lease liabilities
(18.0 ) (10.5 ) (38.2 ) (31.0 )
Other liabilities
(0.1 ) (2.7 ) (9.2 ) (20.6 )
Net cash provided by operating activities
280.2 285.2 810.0 967.1
Cash flows from investing activities:

Acquisitions and purchase of additional controlling interest, net of cash acquired of $0.0 and $0.0; $17.4 and $5.7 respectively
— (17.9 ) (448.9 ) (49.4 )
Proceeds from sale of assets
— — 1,073.3 —
Investments in nonpublic companies
(2.1 ) (6.0 ) (43.9 ) (21.1 )
Capital expenditures
(65.8 ) (61.4 ) (195.0 ) (183.1 )
Escrow funding associated with acquisitions
— (2.4 ) (2.3 ) (7.2 )
Payment of contingent liability related to acquisition
— — — (1.2 )
Other investing activities, net
— — — 0.8
Net cash (used in) provided by investing activities
(67.9 ) (87.7 ) 383.2 (261.2 )
Cash flows from financing activities:

Proceeds from short-term debt
290.0 15.0 330.0 355.0
Repayment of current portion of long-term-debt
(350.0 ) — (350.0 ) (450.0 )
Proceeds from issuance of short-term debt with original maturities less than three months
— — 125.0 —
Repurchases of common stock
(300.0 ) (150.0 ) (1,196.3 ) (400.0 )
Proceeds from stock options exercised
18.6 23.9 111.6 44.9
Net share settlement of taxes from restricted stock and performance share awards
(0.4 ) (0.2 ) (20.4 ) (11.2 )
Dividends paid
(48.6 ) (46.8 ) (147.2 ) (141.0 )
Other financing activities, net
(9.4 ) (11.1 ) (13.5 ) (14.8 )
Net cash used in financing activities
(399.8 ) (169.2 ) (1,160.8 ) (617.1 )
Effect of exchange rate changes
(16.4 ) (2.5 ) (35.9 ) (5.5 )
Net (decrease) increase in cash and cash equivalents
(203.9 ) 25.8 (3.5 ) 83.3
Cash and cash equivalents, beginning of period
480.7 276.3 280.3 218.8
Cash and cash equivalents, end of period
$ 276.8 $ 302.1 $ 276.8 $ 302.1
Supplemental disclosures:

Income taxes paid
$ 42.6 $ 45.8 $ 264.4 $ 144.7
Interest paid
$ 13.7 $ 21.2 $ 74.3 $ 90.9
Noncash investing and financing activities:

Deferred tax liability established on date of acquisition
$ — $ 1.1 $ 16.5 $ 5.5
Net assets sold as part of the disposition
$ — $ — $ 607.4 $ —
Finance lease additions
$ 1.4 $ 1.9 $ 4.9 $ 4.5
Operating lease additions, net
$ 7.6 $ 11.6 $ 15.9 $ 21.0
Fixed assets included in accounts payable and accrued liabilities
$ 0.2 $ 10.5 $ 0.2 $ 10.5

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

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

Verisk Analytics, Inc. is a strategic data analytics ~~provider serving customers in~~and technology partner to the global insurance industry. We empower clients to strengthen operating efficiency, improve underwriting and ~~energy. Using various technologies to collect~~claims outcomes, combat fraud and ~~analyze billions of records, we draw on numerous~~make informed decisions about global risks, including climate change, extreme events, ESG (environmental, social, and governmental) and political issues. Through advanced data ~~assets~~analytics, software, scientific research, and ~~domain expertise to provide~~ ~~first~~-to-market innovations that are integrated into customer workflows. We offer predictive analytics and decision support solutions to customers in rating, underwriting, claims, catastrophe and weather risk, global risk analytics, natural resources intelligence, economic forecasting, and many other fields. Around the world,deep industry knowledge, we help ~~customers protect people, property,~~build global resilience for individuals, communities and ~~financial assets.~~businesses. We trade under the ticker symbol "VRSK" on the Nasdaq Global Select Market.

Our accompanying unaudited condensed consolidated financial statements have been prepared on the basis of accounting principles generally accepted in the U.S. ("U.S. GAAP"). The preparation of financial statements in conformity with these accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates include acquisition purchase price allocations, the fair value of goodwill and intangibles, the realization of deferred tax assets and liabilities, acquisition-related liabilities, fair value of stock-based compensation for stock options and performance share units granted, and assets and liabilities for pension and postretirement benefits. Actual results may ultimately differ from those estimates.

Our condensed consolidated financial statements as of ~~September 30, 2022~~March 31, 2023 and for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022, in the opinion of management, include all adjustments, consisting of normal recurring items, to present fairly our financial position, results of operations, and cash flows. Our operating results for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023 are not necessarily indicative of the results to be expected for the full year. Our condensed consolidated financial statements and related notes as of and for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023 have been prepared on the same basis as and should be read in conjunction with our annual report on Form 10-K for the year ended December 31, ~~2021~~2022. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules of the SEC. We believe the disclosures made are adequate to keep the information presented from being misleading.

~~Our operating segments have historically been Insurance, Energy and Specialized Markets, and Financial Services.~~ On ~~March 11, 2022~~ ~~and~~ ~~April 8,~~October 28, 2022, we ~~sold our environmental health and safety business, which represented the “specialized markets” in~~entered into an equity purchase agreement to sell our Energy business. We determined that the sale of our Energy business met the “held for sale” criteria and ~~Specialized Markets segment,~~the “discontinued operations” criteria in accordance with Financial Accounting Standard Boards (“FASB”) Accounting Standards Codification (“ASC”) 205-20,Discontinued Operations (“ASC 205-20”) in the fourth quarter of 2022 due to its relative size and strategic rationale. The consolidated balance sheets, consolidated statements of operations, and the notes to the consolidated financial statements were recasted for all periods presented to reflect the discontinuation of the Energy business, in accordance with ASC 205-20. The discussion in the notes to these consolidated financial statements, unless otherwise noted, relate solely to our ~~Financial Services segment, respectively. See~~continuing operations. On February 1, 2023, we completed the sale of our Energy business. Refer to Note 7. Dispositions and Discontinued Operationsfor further discussion. ~~For the remainder of~~ ~~2022,~~ ~~we will continue to show only the historical results of these dispositions in their respective previous operating segments.~~

Disaggregated revenues by type of service and by country are provided below for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022. No individual customer or country outside of the U.S. accounted for 10.0% or more of our consolidated revenues for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023 or ~~2021~~2022.

Contract assets are defined as an entity's right to consideration in exchange for goods or services that the entity has transferred to a customer when that right is conditioned on something other than the passage of time. As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, we had no contract assets. Contract liabilities are defined as an entity's obligation to transfer goods or services to a customer for which the entity has received consideration (or an amount of consideration is due) from the customer. As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, we had contract liabilities that primarily related to unsatisfied performance obligations to provide customers with the right to use and update the online content over the remaining contract term of ~~$561.3~~$549.5 million and ~~$504.8~~$321.7 million, respectively. Contract liabilities, which are current and noncurrent, are included in "Deferred revenues" and "Other noncurrent liabilities" in our condensed consolidated balance sheets, respectively, as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022.

The following is a summary of the change in contract liabilities from December 31, ~~2021~~2022 through ~~September 30, 2022~~March 31, 2023:

Our most significant remaining performance obligations relate to providing customers with the right to use and update the online content over the remaining contract term. Our disclosure of the timing for satisfying the performance obligation is based on the requirements of contracts with customers. However, from time to time, these contracts may be subject to modifications, impacting the timing of satisfying the performance obligations. These performance obligations, which are expected to be satisfied within one year, comprised approximately ~~97%~~99% and 98% of the balance at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022.

We recognize an asset for incremental costs of obtaining a contract with a customer if we expect the benefits of those costs to be longer than one year. As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, we had deferred commissions of ~~$88.3~~$75.6 million and ~~$86.8~~$69.7 million, respectively, which have been included in "Prepaid expenses" and "Other noncurrent assets" in our accompanying condensed consolidated balance sheets.

We have certain assets and liabilities that are reported at fair value in our accompanying condensed consolidated balance sheets. To increase consistency and comparability of assets and liabilities recorded at fair value, Accounting Standards Codification ("ASC") 820-10, Fair Value Measurements ("ASC 820-10"), established a three-level fair value hierarchy to prioritize the inputs to valuation techniques used to measure fair value. ASC 820-10 requires disclosures detailing the extent to which companies measure assets and liabilities at fair value, the methods and assumptions used to measure fair value, and the effect of fair value measurements on earnings. In accordance with ASC 820-10, we applied the following fair value hierarchy:

The fair values of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, and short-term debt approximate their carrying amounts, because of the short-term nature of these instruments. Our investments in registered investment companies, which are Level 1 assets measured at fair value on a recurring basis, were $~~3.8~~3.4 million and ~~$5.0~~$4.0 million as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, respectively. Our investments in registered investment companies are valued using quoted prices in active markets multiplied by the number of shares owned and were included in "Other current assets" in our accompanying condensed consolidated balance sheets.

We elected not to carry our long-term debt at fair value. The carrying value of the long-term debt represents amortized cost, inclusive of unamortized premium, and net of unamortized discount and debt issuance costs. We assess the fair value of these financial instruments based on an estimate of interest rates available to us for financial instruments with similar features, our current credit rating, and spreads applicable to us. The following table summarizes the carrying value and estimated fair value of these financial instruments as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, respectively:

On ~~March~~ ~~23,~~~~2022,~~ ~~we made an additional $37.0 million cash investment in Vexcel Group, Inc. ("Vexcel") for an additional 4.6% in ownership, bringing our interest to 43.3%.~~ As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~, we had an investment of $181.1 million and $144.1 million, respectively, related to such interest. The value of our investment is based on management's estimates with the assistance of valuations performed by ~~third~~~~-party specialists. This investment was included in "Other noncurrent assets" in our accompanying condensed consolidated balance sheets.~~

~~As of~~ ~~September 30,~~ 2022 ~~and~~ ~~December 31, 2021~~, we had securities without readily determinable market values ~~inclusive~~ of ~~Vexcel, of $199.4~~$208.0 million and ~~$161.6~~$201.5 million, respectively, which were accounted for at cost. We do not have the ability to exercise significant influence over the investees’ operating and financial policies and do not hold investments in common stock or in-substance common stock in such entities. As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, we also had investments in private companies of ~~$28.3~~$29.1 million and ~~$54.6~~$28.3 million, respectively, accounted for in accordance with ASC 323-10-25, The Equity Method of Accounting for Investments in Common Stock ("ASC 323-10-25") as equity method investments. All such investments were included in "Other noncurrent assets" in our accompanying condensed consolidated balance sheets. For the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023, there was no provision for credit losses related to these investments.

We have operating and finance leases for corporate offices, data centers, and certain equipment that are accounted for under ASC 842, Leases ("ASC 842"). The lease term for our corporate headquarters ends in 2033 and includes the options to extend for one 10-year renewal period and two 5-year renewal periods. ~~The lease~~Extension and termination options are considered in the calculation of our ~~Jakarta, Indonesia office~~ ~~may~~ ~~be terminated in~~ ~~three~~ ~~months without penalty.~~right-of-use ("ROU") assets and lease liabilities when we determine it is reasonably certain that we will exercise those options.

The following table presents the consolidated lease cost and cash paid for amounts included in the measurement of lease liabilities for finance and operating leases for the three ~~and~~ ~~nine~~months ended ~~September~~March ~~30,~~31, ~~2022~~2023 and ~~2021,~~2022, respectively:

⁽¹⁾Included in "Cost of revenues" and "Selling, general and administrative" expenses in our accompanying condensed consolidated statements of operations

⁽²⁾Included in "Depreciation and amortization of fixed assets" in our accompanying condensed consolidated statements of operations

⁽³⁾Included in "Interest expense" in our accompanying condensed consolidated statements of operations

The following table presents weighted-average remaining lease terms and weighted-average discount rates for the consolidated finance and operating leases as of ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022, respectively:

Our ROU assets and lease liabilities for finance leases were ~~$13.6~~$13.0 million and ~~$4.9~~$8.7 million, respectively, as of ~~September 30, 2022~~March 31, 2023. Our ROU assets and lease liabilities for finance leases were ~~$19.0~~$10.7 million and ~~$13.5~~$4.2 million, respectively, as of December 31, ~~2021~~2022. Our ROU assets for finance leases were included in "Fixed assets, net" in our accompanying condensed consolidated balance sheets. Our lease liabilities for finance leases were included in the "Short-term debt and current portion of long-term debt" and "Long-term debt" in our accompanying condensed consolidated balance sheets (see Note 10. Debt).

Maturities of lease liabilities for the remainder of ~~2022~~2023 and the years through ~~2027~~2028 and thereafter are as follows:

On ~~March~~February 1, ~~2022,~~ 2023,we acquired 100 percent of the stock of ~~Opta Information Intelligence Corp.~~Mavera Holding AB ("~~Opta"~~Mavera") ~~for a net cash purchase price of$217.5 million~~ excluding working capital adjustments, of which $0.8 million represents indemnity escrows. Opta, a leading provider of property intelligence and innovative technology solutions in Canada, has become a part of the underwriting & rating category within our Insurance segment. We believe this acquisition further expands our footprint in the Canadian market and supports Verisk in reshaping risk management with valuable business intelligence.

On ~~February 11, 2022,~~ ~~we acquired 100 percent of the membership interest of Infutor Data Solutions, LLC ("Infutor")~~ for a net cash purchase price of ~~$220.7~~$28.3 million excluding working capital adjustments, of which ~~$1.5~~$4.2 million represents indemnity escrows. Mavera, a ~~working capital escrow, plus~~Sweden-based InsurTech firm with a ~~contingent earn-out payment of up to $25.0 million subject to the achievement of certain revenue~~regional presence and ~~other performance targets. Infutor, a leading provider of identity resolution and consumer intelligence data,~~established customer base for its personal injury claims management platform, has become a part of the ~~underwriting & rating~~claims category within our Insurance segment. ~~We believe this acquisition further enhances Verisk’s marketing solutions offerings~~Mavera will support our expansion in continental Europe and our continued growth as a technology and analytics partner to ~~companies across several industries, including~~ the global insurance industry.

~~The "Other" column includes other immaterial acquisitions that have occurred during the period. The preliminary purchase price allocation of the~~ ~~2022~~ ~~acquisitions resulted in the following:~~

~~The preliminary amounts assigned to intangible assets by type for the~~ ~~2022~~ ~~acquisitions are summarized in the table below:~~

~~The preliminary allocations of the purchase price for the~~ ~~2022~~ ~~and~~ ~~2021~~ ~~acquisitions with less than a year of ownership are subject to revisions as additional information is obtained about the facts and circumstances that existed as of each acquisition date. The revisions~~ ~~may~~ have a significant impact on our condensed consolidated financial statements. The allocations of the purchase price will be finalized once all the information that was known and knowable as of the acquisition date is obtained and analyzed, but ~~not~~ ~~to exceed~~ ~~one~~ ~~year from the acquisition date. The primary areas of the purchase price allocation that are~~ ~~not~~ yet finalized relate to income and non-income taxes, deferred revenues, the valuation of intangible assets acquired, and residual goodwill. The goodwill associated with our acquisitions includes the acquired assembled workforce, the value associated with the opportunity to leverage the work force to continue to develop the technology and content assets, as well as our ability to grow through adding additional customer relationships or new solutions in the future. Of the $289.8 million in goodwill associated with our acquisitions, $150.0 million is ~~not~~ deductible for tax purposes. The preliminary amounts assigned to intangible assets by type for these acquisitions were based upon our valuation model and historical experiences with entities with similar business characteristics.

For the three ~~and~~ ~~nine~~months ended ~~September 30,~~ March 31, 2023 and 2022, we incurred transaction costs of ~~$0.1~~$1.0 million and ~~$1.7~~$1.4 million, respectively. The transaction costs were included within "Selling, general and administrative" expenses in our accompanying condensed consolidated statements of operations. The ~~2022~~2023 ~~acquisitions were~~acquisition was immaterial to our condensed consolidated statement of operations for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022, and therefore, supplemental information disclosure on an unaudited pro forma basis is not presented.

On ~~March 22,~~ ~~2022,~~ we acquired an additional 16% ownership in Whitespace Software Limited ("Whitespace") for $8.2 million, bringing our total ownership interest to 67%. The remaining 33% ownership interest in Whitespace will be acquired by us, in ~~two~~ ~~equal proportions over the next~~ ~~two~~ ~~years, at a purchase price determined based upon a fixed revenue multiple and adjusted for any free cash flow shortfall.~~

Pursuant to the related acquisition agreements, we have funded various escrow accounts to satisfy pre-acquisition indemnity and tax claims arising subsequent to the applicable acquisition dates. At ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, the current portion of the escrows amounted to $8.2 million and $10.6 million, respectively, and the noncurrent portion of the escrows amounted to $0.0 million and $4.7 million, respectively. Thethere were no current and noncurrent portions of the escrows, ~~have been included in "Other current assets" and "Other noncurrent assets" in our accompanying condensed consolidated balance sheets,~~ respectively.

~~The~~As of March 31, 2023, the acquisitions of ~~Rebmark Legal Solutions Limited, ACTINEO GmbH,~~ Data Driven Safety, LLC, and Infutor Data Solutions, LLC included acquisition-related contingent payments, for which the sellers of these acquisitions could receive additional payments by achieving the specific predetermined revenue, EBITDA, and/or EBITDA margin earn-out targets for exceptional performance. We believe that the liabilities recorded as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022 reflect the best estimate of acquisition-related contingent payments. The associated current portion of contingent payments were ~~$16.6~~$15.0 million and ~~$0.5~~$29.9 million as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, respectively. The associated noncurrent portion of contingent payments were ~~$21.9~~$1.6 million and ~~$21.7~~$0.0 million as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, respectively.

On ~~March 11, 2022,~~ February 1, 2023, we completed the sale of our ~~environmental health~~Energy business to Planet Jersey Buyer Ltd, an entity that was formed on behalf of, and ~~safety~~is controlled by, The Veritas Capital Fund VIII, L.P. and its affiliated funds and entities (“Veritas Capital”), for a net cash sale price of $3,066.4 million paid at closing (reflecting a base 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 Companies as of the closing) and up to $200.0 million of additional contingent cash consideration based on Veritas Capital’s future return on its investment paid through a Class C Partnership interest.

The Energy business, (~~"3E~~ ~~Company Environmental, Ecological and Engineering"),~~ which ~~made up~~was part of our ~~Supply Chain reporting unit, within the~~ Energy and Specialized Markets segment, was ~~completed for proceeds of $575.0 million, net of cash and excluding contingent consideration. In the~~ ~~first~~ ~~quarter of~~ ~~2022,~~ ~~we recognized a gain of $450.8 million.~~ ~~The major classes of assets and liabilities disposed of, reflected in our condensed consolidated balance sheets~~classified as of ~~March 11, 2022,~~ ~~are presented below. We assessed the sale of our environmental health and safety business~~discontinued operations per ~~the guidance in~~ ASC 205-20, Discontinued Operations, as we determined, qualitatively and ~~determined~~quantitatively, that this transaction ~~did~~ ~~not~~ ~~qualify as a discontinued operation as its total revenues and assets did~~ ~~not~~ ~~meet the thresholds exemplified in the guidance to represent~~represents a strategic shift that has or will have a major effect on our operations and financial results.

On ~~April 8, 2022,~~ Accordingly, all results of the ~~sale of Verisk Financial Services,~~Energy business have been removed from continuing operations and presented as discontinued operations in our ~~Financial Services segment, to TransUnion, a global information~~ and insights company, was completed for net cash proceeds of $498.3 million. An impairment loss of $73.7 million and a loss on the sale of $15.6 million were included in "Other operating income, net" within our accompanying condensed consolidated statements of operations for all periods presented. Additionally, all assets and liabilities of the ~~first~~Energy business were classified as assets and ~~second~~ ~~quarter~~liabilities held for sale within our consolidated balance sheet as of ~~2022,~~December 31, 2022. ~~respectively. We assessed~~In connection with the held for sale classification, we recognized an impairment of $303.7 million on the remeasurement of the disposal group held for sale, which has been included in discontinued operations in our consolidated statement of operations. Upon classification of the Energy business as held for sale, its cumulative foreign currency translation adjustment within shareholders’ equity was included with its carrying value, which primarily resulted in the impairment. On February 1, 2023, we closed on and completed the sale of our ~~Financial Services segment per~~Energy business. As a result of the ~~guidance in ASC~~ ~~205~~-~~20,~~~~Discontinued Operations~~~~, and determined that this transaction did~~sale, we recognized a loss of $128.4 million. We do not ~~qualify as a discontinued operation as its total revenues and assets did~~ ~~not~~ ~~meet the thresholds exemplified~~expect to have any continuing involvement in the ~~guidance~~Energy business subsequent to ~~represent a strategic shift that has or will have a major effect on our operations and financial results. Verisk Financial Services generated revenue of $37.6 million in~~ ~~2022.~~

~~In the~~ ~~third~~ ~~quarter of~~ ~~2022,~~ we incurred an additional loss of $7.8 million as part of the true up of the closing adjustments related to the dispositions of our environmental health and safety business and Verisk Financial Services.closing.

The ~~major classes~~following table presents financial results from discontinued operations, net of income taxes in our consolidated statement of income for the periods indicated:

The following table presents the aggregate carrying amounts of the held for sale assets and liabilities ~~disposed~~ of ~~reflected in our condensed consolidated balance sheets~~the Energy business prior to the disposition on February 1, 2023 and as of ~~March 11, 2022~~ December 31, 2022:~~and~~ ~~April 8, 2022,~~ ~~respectively, are presented below.~~

⁽¹⁾ In connection with the held for sale classification, we recognized a $303.7 million impairment, partially offset by a deferred tax benefit of $75.9 million on the remeasurement of the disposal group held for sale. This impairment was charged to a contra asset account within "Other noncurrent assets" per ASC 205-20,Discontinued Operations

The consolidated statements of cash flows have not been adjusted to separately disclose cash flows related to discontinued operations. The following table presents selected cash flow information associated with our discontinued operations:

The following is a summary of the change in goodwill from December 31, ~~2021~~2022 through ~~September 30, 2022~~March 31, 2023, ~~both in total and as allocated to~~for our Insurance operating ~~segments:~~segment:

Goodwill and intangible assets with indefinite lives are subject to impairment testing annually as of June 30, or whenever events or changes in circumstances indicate that the carrying amount may not be fully recoverable. Goodwill impairment testing compares the carrying value of each reporting unit to its fair value. If the fair value of the reporting unit exceeds the carrying value of the net assets, including goodwill assigned to that reporting unit, goodwill is not impaired. If the carrying value of the reporting unit’s net assets, including goodwill, exceeds the fair value of the reporting unit, then an impairment loss is recorded for the difference between the carrying amount and the fair value of the reporting unit. As of June 30, 2022, we completed the annual impairment review, in which goodwill impairment was tested at the reporting unit level. ~~As part of~~Subsequent to performing our ~~annual evaluation, we did~~ ~~not~~ ~~recognize any additional impairment charges related to our goodwill and indefinite-lived intangible assets. Although at the time of the~~ annual impairment test, ~~all of our reporting units had a fair value that exceeded their carrying value by greater than~~ ~~20%,~~~~one~~ of our reporting units had an excess that was only modestly higher. Therefore, any significant adverse change in our near or long-term financial projections, macroeconomic conditions, or other market indicators could result in a future material impairment charge for this reporting unit. During the ~~three~~ ~~months ended~~ ~~September 30, 2022,~~ we continued to monitor ~~these reporting units~~ for events that would trigger an interim impairment test; we did not identify any such events.

~~There were~~ no ~~impairments~~Impairments to ~~long lived~~long-lived assets for the three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~~~. Impairments to long-lived assets for the~~ ~~nine~~ ~~months ended~~ ~~September 30,~~ 2022~~and~~ ~~2021~~ were ~~$73.7~~$0.0 million and ~~$0.0~~$73.7 million, respectively, and are included within "Other operating loss (income), net" in our condensed consolidated statements of operations. ~~In the~~ ~~first~~ ~~quarter of~~ ~~2022,~~ ~~we reassessed the recoverability of the long-lived assets for our Financial Services reporting unit and recorded a $73.7 million impairment.~~

Our intangible assets and related accumulated amortization consisted of the following:

Amortization expense related to intangible assets for the three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022 was ~~$36.6~~$17.7 million and ~~$37.6~~ ~~million, respectively. Amortization expense related to intangible assets for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2022~~ ~~and~~ ~~2021~~ ~~was $121.0 million and $133.1~~$21.2 million, respectively. Estimated amortization expense for the remainder of ~~2022~~2023 and the years through ~~2027~~2028 and thereafter for intangible assets subject to amortization is as follows:

Our effective tax rate for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31,2023was ~~22.7% and 18.7%~~27.1% compared to the effective tax rate for the three ~~and~~ ~~nine~~months ended ~~September 30, 2021~~March 31, 2022 of ~~20.9% and 26.3%~~17.4%. The effective tax rate for the three months ended ~~September 30, 2022~~March 31,2023was higher than the effective tax rate for the three months ended ~~September 30, 2021~~March 31,2022primarily due to ~~the impact of reduced stock option exercises resulting in lower tax benefits from equity compensation in the current period versus the prior period. The effective tax rate for the~~a ~~nine~~2022 ~~months ended~~ ~~September 30, 2022~~ ~~was lower than the effective tax rate for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2021~~ ~~primarily due to the deferred tax impact of the tax rate increase in the United Kingdom that was enacted and recorded in the prior period. The effective tax rate for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2022~~ ~~was also lower than the prior period due to a~~ tax rate benefit in connection with the sale of our environmental health and safety business for which a benefit was recognized for the difference between book and tax basis of our investment. In addition, the tax rate for the three months ended March 31, 2023 was higher than the prior period due to tax charges incurred in structuring the energy sale completed this quarter. Lastly, these tax impacts were partially offset by increased stock option exercises resulting in higher tax benefits from equity compensation in the current period versus the prior period. The difference between statutory tax rates and our effective tax rate is primarily due to tax benefits attributable to equity compensation, offset by additional state and local taxes.

The following table presents short-term and long-term debt by issuance as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022:

	*Issuance Date*	*Maturity Date*	*2022*			*2021*			*Issuance Date*	*Maturity Date*	*2023*			*2022*
Short-term debt and current portion of long-term debt:
Syndicated revolving credit facility	Various	Various	$	940.0		$	610.0		Various	Various	$	—		$	990.0
Term loan facility	6/13/2022	9/9/2023		125.0			—
Senior notes:
4.125% senior notes, less unamortized discount and debt issuance costs of $(0.4)	9/12/2012	9/12/2022		—			349.6
Bilateral revolving credit facility									Various	Various		—			275.0
Bilateral term loan facility									Various	Various		—			125.0
Finance lease liabilities (1)	Various	Various		2.7			11.7		Various	Various		2.6			2.9
Short-term debt and current portion of long-term debt	Short-term debt and current portion of long-term debt			1,067.7			971.3		Short-term debt and current portion of long-term debt			2.6			1,392.9
Long-term debt:
Senior notes:
3.625% senior notes, less unamortized discount and debt issuance costs of $(10.1) and $(10.3), respectively	5/13/2020	5/15/2050		489.9			489.7
4.125% senior notes, inclusive of unamortized premium, and net of unamortized discount and debt issuance costs of $9.7 and $10.9, respectively	3/6/2019	3/15/2029		609.7			610.9
4.000% senior notes, less unamortized discount and debt issuance costs of $(3.3) and $(4.1), respectively	5/15/2015	6/15/2025		896.7			895.9
5.500% senior notes, less unamortized discount and debt issuance costs of $(4.0) and $(4.1), respectively	5/15/2015	6/15/2045		346.0			345.9
3.625% senior notes, less unamortized discount and debt issuance costs of $(9.9) and $(10.0), respectively									5/13/2020	5/15/2050		490.1			490.0
4.125% senior notes, inclusive of unamortized premium, and net of unamortized discount and debt issuance costs of $9.0 and $9.4, respectively									3/6/2019	3/15/2029		609.0			609.4
4.000% senior notes, less unamortized discount and debt issuance costs of $(2.6) and $(2.8), respectively									5/15/2015	6/15/2025		897.4			897.2
5.500% senior notes, less unamortized discount and debt issuance costs of $(3.9) and $(4.0), respectively									5/15/2015	6/15/2045		346.1			346.0
5.750 senior notes, less unamortized discount and debt issuance costs of $(10.2) and $0, respectively									3/3/2023	4/1/2033		489.8			—
Finance lease liabilities (1)	Various	Various		2.2			1.6		Various	Various		6.1			1.3
Syndicated revolving credit facility debt issuance costs	Various	Various		(0.8	)		(1.2	)	Various	Various		(0.6	)		(0.7	)
Long-term debt	Long-term debt			2,343.7			2,342.8		Long-term debt			2,837.9			2,343.2
Total debt	Total debt		$	3,411.4		$	3,314.1		Total debt		$	2,840.5		$	3,736.1

As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, we had senior notes with an aggregate principal amount of $2,850.0 million and $2,350.0 million outstanding, respectively, and were in compliance with our financial and other ~~debt~~ covenants.

AsOn March 3, 2023, we completed an issuance of $500.0 million aggregate principal amount of 5.75% senior notes due in ~~September 30, 2022~~2033, (the "2033 Senior Notes"). The 2033 Senior Notes mature on April 1, 2033 and accrue interest at a fixed rate of 5.75% per annum. Interest is payable semiannually on April 1st and October 1st of each year, beginning October 1, 2023. The 2033 Senior Notes were issued at a discount of $4.7 million and we ~~had a $1,000.0 million committed senior unsecured~~incurred debt issuance costs of $5.5 million. The original issuance discount and debt issuance costs were recorded in "Long-term debt" in the accompanying condensed consolidated balance sheets and these costs will be amortized to "Interest expense" in the accompanying consolidated statements of operations over the life of the 2033 Senior Notes. The net proceeds from the issuance of the 2033 Senior Notes were utilized to partially repay the Syndicated Revolving Credit Facility ~~(the "Credit~~and for general corporate purposes. The indenture governing the 2033 Senior Notes restricts our ability to, among other things, create certain liens, enter into sale/leaseback transactions and consolidate with, sell, lease, convey or otherwise transfer all or substantially all of our assets, or merge with or into, any other person or entity.

We have a syndicated revolving credit facility ("Syndicated Revolving Credit Facility")with a borrowing capacity of $1,000.0 million with Bank of America N.A., HSBC Bank USA, N.A., JP Morgan Chase Bank, N.A., Wells Fargo Bank, National Association, Citibank, N.A., ~~Credit Suisse AG, Cayman Islands Branch,~~ Morgan Stanley Bank, N.A., ~~First Commercial Bank, Ltd., Los Angeles Branch,~~ TD Bank, N.A., Goldman Sachs Bank USA, and the Northern Trust Company. The Syndicated Revolving Credit Facility may be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions, dividend payments, and the share repurchase program (the "Repurchase Program"). As of ~~September 30, 2022~~March 31, 2023, we were in compliance with all financial and other debt covenants under ~~the~~our Syndicated Revolving Credit Facility. As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, the available capacity under the Syndicated Revolving Credit Facility was ~~$55.2~~$995.5 million and ~~$384.9~~$5.6 million, net of the letters of credit of ~~$4.8~~$4.5 million and ~~$5.1~~$4.4 million, respectively. ~~Subsequent to~~ ~~September 30, 2022~~~~, we have made repayments of $90.0 million and secured an additional $275.0 million in additional borrowing capacity on our Revolving Credit Facility.~~ ~~As a result of this activity, we now have the ability to draw up to $420.2 million from our Credit Facility.~~

On ~~September 9, 2022,~~ ~~we extended our~~We also maintain a $125.0 million Bilateral Term Loan ~~Agreement (the "Term Loan"~~Facility and a $275.0 million Bilateral Revolving Credit Facility (together the "Bilateral Credit Facilities") with ~~Bank~~maturity dates of ~~America, N.A for~~ 12September 9, 2023 ~~months with an agreed maturity date of~~and October 2, ~~2023.~~2023, respectively. The ~~Term Loan carries~~Bilateral Credit Facilities carry an interest rate of 135 basis points plus the one-month ~~Bloomberg Short Term Bank Yield Index ("BSBY") margin at the time. This loan~~BSBY and may be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions, dividend payments and the Repurchase Program. As of March 31, 2023, we had no outstanding borrowings under our Bilateral Credit Facilities.

We have 2,000,000,000 shares of authorized common stock as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022. Our common shares have rights to any dividend declared by the board of directors (the "Board"), subject to any preferential or other rights of any outstanding preferred stock, and voting rights to elect all current members of the Board. At ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, the adjusted closing price of our common stock was ~~$170.53~~$191.86 and ~~$227.90~~$176.42 per share, respectively.

We have 80,000,000 shares of authorized preferred stock, par value $0.001 per share. The preferred shares have preferential rights over the common shares with respect to dividends and net distribution upon liquidation. We did not issue any preferred shares as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021.~~2022.

On February ~~16, 2022,~~ ~~April 27, 2022,~~ ~~and~~ ~~July 27, 2022,~~14, 2023, our Board approved a cash dividend of ~~$0.31~~$0.34 per share of common stock issued and outstanding to the holders of record as of March ~~15, 2022,~~ ~~June~~ 15, ~~2022,~~ ~~and~~ ~~September 15, 2022.~~ 2023.Cash dividends of ~~$147.2~~$49.2 million and ~~141.0~~$49.4 million were paid during the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022 and recorded as a reduction to retained earnings, respectively.

In December ~~2021,~~ ~~March 2022,~~ ~~and~~ ~~June~~ 2022, we entered into ~~Accelerated Share Repurchase~~an accelerated share repurchase ("ASR") ~~agreements~~agreement to repurchase shares of our common stock for an aggregate purchase price of ~~$100.0 million, $325.0 million, and $300.0~~$250.0 million with ~~Citibank, N.A and Morgan Stanley & Co., LLC, and Citibank,~~Bank of America USA, N.A.~~, respectively.~~ The ASR agreements described in this paragraph and the next succeeding paragraph are accounted for as a treasury stock ~~transactions~~transaction and forward stock purchase ~~agreements~~agreement indexed to our common stock. The forward stock purchase agreement is classified as an equity instrument under ASC 815-40, Contracts in Entity's Own Equity ("ASC 815-40") and deemed to have a fair value of zero at the respective effective date. Upon payment of the aggregate purchase price on ~~January 4, 2022,~~December ~~April 1,~~ 14,2022,~~and~~ ~~July 1, 2022,~~ we received an aggregate delivery of ~~360,913, 1,211,387, and 1,386,562~~1,168,224 shares of our common ~~stock.~~stock at a price of $182.01 per share. Upon the final settlement of the ASR agreement in February ~~2022,~~2023, ~~May 2022,~~ ~~and~~ ~~September 2022,~~ we received an additional ~~141,766, 349,762, and 217,024~~247,487 shares as determined by the volume weighted average share price of our common stock of ~~$198.93, $208.18, and $187.08~~$176.68 during the term of the ASR ~~agreement, respectively.~~agreement. The aggregate purchase price was recorded as a reduction to stockholders' equity in our condensed consolidated statements of changes in stockholders' equity ~~for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2022~~. These repurchases of ~~3,667,414~~1,415,711 shares ~~for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2022~~ resulted in a reduction of outstanding shares used to calculate the weighted average common shares outstanding for basic and diluted earnings per share ("EPS").

~~During the~~ In ~~nine~~ ~~months ended~~ ~~September 30, 2022~~, we repurchased 6,217,296 shares of common stock with an aggregate value of $1,196.3 million as part of the Repurchase Program, inclusive of the ASR, at a weighted average price of $192.42 per share. We utilized cash from operations and borrowings from our Credit Facility to fund these repurchases. As of ~~September~~March ~~30,~~2023,~~2022,~~ ~~we had $407.5 million available to repurchase shares through our Repurchase Program, inclusive of the $1,000.0 million authorization~~ ~~approved by our Board on~~ ~~February 16, 2022.~~

In ~~September~~~~2022~~, we entered into an additional ASR ~~agreement with HSBC Bank USA, N.A.~~agreements to repurchase shares of our common stock for an aggregate purchase price of ~~$100.0 million.~~$2.5 billion with Citibank, N.A. and Goldman Sachs & Co. LLC, respectively. Upon payment of the aggregate purchase price on ~~October 3, 2022,~~March 7, 2023, we received an initial delivery of ~~469,126~~10,655,301 shares of our common stock at a price of ~~$170.53~~$187.70 per share, representing approximately ~~$80.0 million~~80 percent of the aggregate purchase price. Upon the final settlement of the ASR ~~agreement~~agreements, which are expected in the fourth quarter of ~~2022,~~2023, we may be entitled to receive additional shares of our common stock or, under certain limited circumstances, be required to deliver shares to the ~~counterparty.~~counterparties. The aggregate purchase price was recorded as a reduction to stockholder's equity in our condensed consolidated statements of changes in stockholder's equity for the three months ended March 31, 2023. The initial share delivery reduced our outstanding shares used to calculate the weighted average common shares outstanding for basic and diluted EPS.

During the three months ended March 31, 2023, we repurchased 10,902,788 shares of common stock with an aggregate value of $2,057,551,138 billion as part of the Repurchase Program, inclusive of the ASR agreements, at a weighted average price of $188.72 per share. We utilized cash received from the sale of our Energy business. As of March 31,2023, we had $941.3 million available to repurchase shares through our Repurchase Program, inclusive of the $3.0 billion authorization which became effective as of the closing of the sale of our Energy business on February 1, 2023.

The Inflation Reduction Act of 2022, which was enacted into law on August 16, 2022, imposed a nondeductible 1% excise tax on the net value of certain stock repurchases made after December 31, 2022. In the first quarter of 2023, we recorded total excise tax of $19.1 million, which has been included within treasury stock, as part of the cost basis of the stock repurchased, and other noncurrent liabilities in our consolidated balance sheet as of March 31, 2023.

As of ~~September 30, 2022~~March 31, 2023, our treasury stock consisted of ~~387,161,020~~399,451,479 shares of common stock, carried at cost. During the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023, we transferred ~~1,407,675~~753,211 shares of common stock from the treasury shares at a weighted average treasury stock price of ~~$14.07~~$18.27 per share.

Basic EPS is computed by dividing net income attributable to Verisk by the weighted average number of common shares outstanding during the period. The computation of diluted EPS is similar to the computation of basic EPS except that the denominator is increased to include the number of additional common shares that would have been outstanding, using the treasury stock method, if the dilutive potential common shares, including vested and nonvested stock options, nonvested restricted stock awards, nonvested restricted stock units, nonvested performance awards consisting of performance share units ("PSU"), and nonvested deferred stock units, had been issued.

The following is a presentation of the numerators and denominators of the basic and diluted EPS computations for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022:

The potential shares of common stock that were excluded from diluted EPS were ~~1,321,733~~1,399,406 and ~~740,090~~1,405,680 for the three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022, ~~and 1,365,720 and 824,067 for the~~ ~~nine~~~~months ended~~ ~~September 30, 2022~~ ~~and~~ ~~2021~~, respectively, because the effect of including these potential shares was anti-dilutive.

The following is a summary of accumulated other comprehensive ~~losses~~income (loss) as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022:

The before-tax and after-tax amounts of other comprehensive income (loss) income for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022 are summarized below:

All of our outstanding stock options, restricted stock awards, deferred stock units, and PSUs are covered under our 2021 Incentive Plan, our 2013 Incentive Plan, or our 2009 Incentive Plan. Awards under our 2021 Incentive Plan may include one or more of the following types: (i) stock options (both nonqualified and incentive stock options), (ii) stock appreciation rights, (iii) restricted stock, (iv) restricted stock units, (v) performance awards, (vi) other share-based awards, and (vii) cash. Employees, non-employee directors, and consultants are eligible for awards under our 2021 Incentive Plan. We transferred common stock under these plans from our treasury shares. As of ~~September 30, 2022~~March 31, 2023, there were ~~13,897,497~~ 13,273,953 shares of common stock reserved and available for future issuance under our 2021 Incentive Plan. Cash received from stock option exercises for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022 was ~~$111.6~~ $58.4million and ~~$44.9~~$15.8 million, respectively.

We grant equity awards to our key employees. The nonqualified stock options have an exercise price equal to the adjusted closing price of our common stock on the grant date, with a ten-year contractual term. The fair value of the restricted stock is determined using the closing price of our common stock on the grant date. The restricted stock is not assignable or transferable until it becomes vested. PSUs vest at the end of a three-year performance period, subject to the recipient’s continued service. Each PSU represents the right to receive one share of our common stock and the ultimate realization is based on our achievement of certain market and financial performance criteria and may range from 0% to 200% of the recipient’s target levels of 100% established on the grant date. The fair value of PSUs is determined on the grant date using the Monte Carlo Simulation model. We recognize the expense of the equity awards ratably over the vesting period, which could be up to four years.

In January ~~2022,~~2023, we granted 205,034~~608,895~~ nonqualified stock options, ~~130,555~~177,619 shares of restricted stock, and ~~74,887~~48,486 PSUs to key employees. The nonqualified stock options and restricted stock have a graded service vesting period of four years. The PSUs granted consisted of ~~49,533~~29,783 PSUs that are based on the achievement of relative total shareholder return as compared to the companies that comprise the S&P 500 index ("TSR-based PSUs") and ~~25,354~~18,703 PSUs that are tied to the achievement of certain financial performance conditions, namely incremental return on invested capital (“ROIC-based PSUs”). Each of the TSR-based PSUs and ROIC-based PSUs have a three-year performance period, subject to the recipients' continued service. The grant date fair value of the ROIC-based PSUs is determined using the closing price of our common stock on the grant date. The related performance condition is driven by the incremental return on invested capital based on net operating profit. The ultimate realization of the PSUs may range from 0% to 200% of the recipient’s target levels established on the grant date.

A summary of the status of the stock options, restricted stock, and PSUs awarded under our 2021, 2013, and 2009 Incentive Plans as of December 31, ~~2021~~2022 and ~~September 30, 2022~~March 31, 2023 and changes during the interim period are presented below:

The fair value of the stock options granted was estimated using a Black-Scholes valuation model that uses the weighted average assumptions noted in the following table for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022:

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

Intrinsic value for stock options is calculated based on the exercise price of the underlying awards and the adjusted closing price of our common stock as of the reporting date. Excess tax benefits from exercised stock options were recorded as income tax benefit in our condensed consolidated statements of operations. This tax benefit is calculated as the excess of the intrinsic value of options exercised and restricted stock lapsed in excess of compensation recognized for financial reporting purposes. The weighted average remaining contractual terms were ~~6.10~~6.15 years and ~~5.10~~5.43 years for the outstanding and exercisable stock options, respectively, as of ~~September 30, 2022~~March 31, 2023.

For the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023, there was ~~$106.7~~$123.7 million of total unrecognized compensation costs, exclusive of the impact of vesting upon retirement eligibility, related to nonvested stock-based compensation arrangements granted under our 2021 and 2013 Incentive Plans. That cost is expected to be recognized over a weighted average period of ~~2.32~~2.61 years.

Our U.K. Sharesave Plan offers qualifying employees in the United Kingdom the opportunity to own shares of our common stock. Employees who elect to participate are granted stock options, of which the exercise price is equal to the average of the closing price on the five trading days immediately preceding the plan invitation date discounted by 5%, and enter into a savings contract, the proceeds of which are then used to exercise the options upon the three-year maturity of the savings contract. During the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022, we ~~granted 9,370 and 11,254~~did not grant any stock options ~~respectively,~~ under our U.K. Sharesave Plan. As of ~~September 30, 2022~~March 31, 2023, there were ~~454,145~~453,890 shares of common stock reserved and available for future issuance under our U.K. Sharesave Plan.

Our ESPP offers eligible employees the opportunity to purchase shares of our common stock at a discount of its fair market value at the time of purchase. During the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022, we issued ~~23,643~~5,661 and ~~27,621~~7,734 shares of common stock at a weighted discounted price of ~~$176.68~~$182.24 and ~~$173.61~~$204.38 for the ESPP, respectively. As of ~~September 30, 2022~~March 31, 2023, there were ~~1,202,649~~1,190,233 shares of common stock reserved and available for future issuance under our ESPP.

We maintain a frozen qualified defined benefit pension plan for certain employees through membership in our Pension Plan for Insurance Organizations (the "Pension Plan"), a multiple-employer trust. We also apply a cash balance formula to determine future benefits. Under the cash balance formula, each participant has an account, which is credited annually based on the interest earned on the previous year-end cash balance. We also have a frozen non-qualified supplemental cash balance plan ("SERP") for certain employees. The SERP is funded from our general assets. During the first quarter of ~~2022,~~2023, we changed the investment guidelines on our Pension Plan assets to target an investment allocation of 40% to equity securities and 60% to debt securities from our previous target allocation of 45% to equity securities and 55% to debt securities ~~from our previous target allocation of 50% to equity securities and 50% to debt securities~~ as of December 31, ~~2021.~~2022. We also provide certain healthcare and life insurance benefits to certain qualifying active and retired employees. Our Postretirement Health and Life Insurance Plan (the "Postretirement Plan"), which has been frozen, is contributory, requiring participants to pay a stated percentage of the premium for coverage.

The components of net periodic (benefit) cost for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022 are summarized below:

The expected contributions to the Pension Plan, SERP, and Postretirement Plan for the year ending December 31, ~~2022~~2023 are consistent with the amounts previously disclosed as of December 31, ~~2021~~2022.

ASC 280-10, Disclosures About Segments of an Enterprise and Related Information ("(“ASC 280-~~10"~~10”), establishes standards for reporting information about operating segments. ASC 280-10 requires that a public business enterprise reports financial and descriptive information about its reportable operating segments. Operating segments are components of an enterprise for which separate financial information is available that is evaluated regularly by the ~~Chief Operating Decision Maker ("CODM"~~chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. Our ~~Chief Executive Officer~~President and CEO is identified as the CODM as defined by ASC 280-10. ~~Our operating segments, which are also our reportable segments, have historically been the following: Insurance, Energy and Specialized Markets, and Financial Services. On~~ ~~March 11, 2022,~~ ~~we sold our environmental health and safety business, which represented the “specialized markets” in our Energy and Specialized Markets segment. On~~ ~~April 8, 2022,~~ ~~the sale of our Financial Services segment was also completed. See~~ ~~Note~~ 7~~. Dispositions for further discussion. For the remainder of~~ ~~2022,~~ ~~we will continue to show only the historical results of these dispositions in their respective previous operating segments~~

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

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

Energy and Specialized Markets: This segment was comprised of our Energy business and Specialized Markets business. On March 11, 2022, we completed the sale of 3E Company Environmental, Ecological and Engineering, which made up the Specialized Markets within this segment. Subsequently, on October 28, 2022, we entered into an equity purchase agreement to sell our Energy business. We ~~are~~determined that the sale of our Energy business met the “discontinued operations” criteria in accordance with ASC 205-20 in the fourth quarter of 2022 due to its relative size and strategic rationale. On February 1, 2023, we completed the sale of our Energy business which made up the Energy with this "Energy and Specialized Markets" segment. Prior to the sale, we were a leading provider of data analytics via hosted platform for the global energy, chemicals, and metals and mining industries. Our research and consulting solutions ~~focus~~focused on exploration strategies and screening, asset development and acquisition, commodity markets, and corporate analysis in the areas of business environment, business improvement, business strategies, commercial advisory, and transaction support. We ~~gather~~gathered and ~~manage~~managed proprietary information, insight, and analysis on oil and gas fields, mines, refineries, and other assets across the interconnected global energy sectors to advise customers in making asset investment and portfolio allocation decisions. Our analytical tools ~~measure~~measured and ~~observe~~observed environmental properties and ~~translate~~translated those measurements into actionable information based on customer needs. In addition, we ~~provide~~provided market and cost intelligence to energy companies to optimize financial results. InWe further offered a suite of data and information services that enable improved compliance with global Environmental Health and Safety requirements related to the ~~first~~ ~~quarter~~safe manufacturing, distribution, transportation, usage, and disposal of ~~2022,~~ ~~the sale of our environmental health~~chemicals and ~~safety business was completed. See~~ ~~Note~~ 7~~. Dispositions for further discussion.~~products.

Financial Services: On April 8, 2022, we completed the sale of this ~~segment was completed. See~~ ~~Note~~ 7~~. Dispositions for further discussion. We~~segment. Prior to the sale, we maintained a bank account consortia to provide competitive benchmarking, decisioning algorithms, business intelligence, and customized analytic services that help financial institutions, payment networks and processors, alternative lenders, regulators, and merchants make better strategy, marketing, and risk decisions. Customers ~~apply~~applied our solutions in the areas of tailored data management and media effectiveness that include business intelligence platforms, profile views, mobile data solutions, enterprise database services, and fraud risk scoring algorithms for marketing, fraud, and risk mitigation. In addition, our bankruptcy management solutions assist creditors, debt servicing businesses, and credit services to enhance regulatory compliance by eliminating stay violation and portfolio valuation risk.

As of February 1,2023, we have determined that we have one operating segment and one reportable segment, Insurance, on a prospective basis. The ~~three~~ ~~aforementioned operating segments represent the segments for which discrete~~segment is based on financial information that is ~~available and upon which operating results are regularly evaluated~~utilized by ~~our CODM in order~~the Company’s Chief Operating Decision Maker (“CODM”), who is the Company’s Chief Executive Officer, to assess performance and allocate ~~resources.~~resources on a consolidated basis. We have included the results of our disposed of segments below for comparability purposes. We use EBITDA as the profitability measure for making decisions regarding ongoing operations. EBITDA is net income before interest expense, provision for income taxes, ~~and~~ depreciation and amortization of fixed and intangible assets. EBITDA is the measure of operating results used to assess corporate performance and optimal utilization of debt and acquisitions. Operating expenses consist of direct and indirect costs principally related to personnel, facilities, software license fees, consulting, travel, and third-party information services. Indirect costs are generally allocated to the segments using fixed rates established by management based upon estimated expense contribution levels and other assumptions that management considers reasonable. We do not allocate interest expense and provision for income taxes, since these items are not considered in evaluating the segment’s overall operating performance. In addition, our CODM does not evaluate the financial performance of each segment based on assets. See Note 36.. Revenues for information on disaggregated revenues by type of service and by country.

The following tables provide our revenue and EBITDA by reportable segment for the three ~~and~~ ~~nine~~months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022, and the reconciliation of EBITDA to income before income taxes as shown in our accompanying condensed consolidated statements of operations:

We consider our stockholders that own more than 5.0% of the outstanding stock within the class to be related parties as defined within ASC 850, Related Party Disclosures. For the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021~~2022, we had no material transactions with related parties owning more than 5.0% of the entire class of stock.

We are a party to legal proceedings with respect to a variety of matters in the ordinary course of business, including the matters described below. With respect to ongoing matters, we are unable, at the present time, to determine the ultimate resolution of or provide a reasonable estimate of the range of possible loss attributable to ongoing matters or the impact these matters ~~may~~ have on our results of operations, financial position, or cash flows. Although we believe we have strong defenses and have appealed adverse rulings to us, we could in the future incur judgments or enter into settlements of claims that could have a material adverse effect on our results of operations, financial position, or cash flows.

On September 24, 2020, former employees Jillyn Peterson, Gabe Hare, Robert Heynen and Adam Krajewski ("Plaintiffs"), filed suit in the United States District Court, District of New Jersey (No. 2:20-cv-13223-CCC-MF) against Defendants Insurance Services Office Inc. ("ISO"), the Plan Administration Committee of Insurance Services Office Inc. and its members ("Committee Defendants"), and the Trust Investment Committee of Insurance Services Office Inc. and its members. The class action complaint alleges violations of the Employee Retirement Income Security Act, as amended ("ERISA"). The class is defined as all persons who were participants in or beneficiaries of the ISO 401(k) Savings and Employee Stock Ownership Plan ("Plan"), at any time between September 24, 2014 through the date of judgment. The complaint alleges that all defendants are fiduciaries with respect to the Plan. Plaintiffs challenge the amount of fees paid by Plan participants to maintain the investment funds in the plan portfolio and the amount of recordkeeper fees paid by participants. Plaintiffs allege that by permitting the payment of excessive fees, the Committee Defendants breached their ERISA duties of prudence and loyalty. Plaintiffs further allege that ISO breached its ERISA duty by failing to monitor the Committee Defendants who they allege committed known breaches of their fiduciary duties. The complaint does not specify damages but alleges the fiduciary breaches cost Plan participants millions of dollars. Defendants filed their motion to dismiss the complaint on January 12, 2021, which the Court partially denied on April 13, 2021. Fact discovery has been completed. The ~~parties have completed discovery.~~litigation is currently stayed through May 5, 2023 pending the outcome of the parties’ mediation. At this time, it is not possible to reasonably estimate the liability related to this ~~matter.~~matter, as the case is still in its early stages.

We continue to cooperate with a civil inquiry by the Department of Justice related to government contracts within our former Financial Services segment, which was sold to TransUnion in April 2022. In addition, in March 2022, we were informed that the SEC is conducting an inquiry related to certain ~~of the same government~~ contracts of our former Financial Services segment. These inquiries are ongoing, we are producing documents, and we cannot anticipate the timing, outcome or possible impact of the ~~inquiry,~~inquiries, financial or otherwise. Under the stock purchase agreement, we entered into with TransUnion pursuant to which TransUnion acquired our former Financial Services segment, we agreed to indemnify TransUnion for certain losses with respect to the DOJ ~~inquiry.~~inquiries.

On ~~December 10, 2020,~~January 30, 2023, ~~we were served with~~Plaintiffs Justin Ahringer and Michael Donner filed a putative class action lawsuit ~~brought by Erica Jackson~~ in the United States District Court, Central District of ~~Common Pleas of Lackawanna County, Pennsylvania against Lead Intelligence,~~California, titled Ahringer et al. v. LoanDepot, Inc. and Verisk Analytics, Inc. d/b/a Jornaya ~~("we" or "us")~~, Case No.: ~~2020~~8:23-cv-00186. CV ~~03695.~~ ~~The~~Plaintiffs assert violations of California’s Invasion of Privacy Act, Unfair Competition Law, and a violation of class ~~complaint alleges~~members’ privacy rights under the California Constitution. Plaintiffs allege that ~~we violated Pennsylvania’s Wiretap Act ("PWA"),~~ 18 ~~Pa. Const. Stat. §~~ ~~5701~~ ~~et seq. by "wiretapping"~~the Defendants recorded visitors’ electronic communications without their consent. Plaintiffs seek to certify a nationwide class of individuals who visited LoanDepot.com and ~~"intercepting" the plaintiff’s communications~~provided personal information on the ~~website colleges.educationgrant.com. The plaintiff alleges~~website’s forms to receive a ~~class~~quote or apply for a loan. They allege that the aggregate claims of all ~~persons whose electronic communications were intercepted through~~members of the ~~use of our wiretapping on the website. The complaint claims damages pursuant to the PWA for actual damages, but~~ ~~not~~ ~~less than liquidated damages computed at the rate of $100 a day for each day of violation,~~proposed class exceeds $5,000,000. Plaintiffs seek compensatory, statutory or ~~$1,000, whichever is higher,~~ punitive damages ~~and~~or restitution, as well as reasonable ~~attorney's~~attorney’s fees and other ~~litigation~~ costs. On ~~February 16, 2021,~~ weWe filed ~~preliminary objections to the plaintiff’s complaint, the plaintiff opposed, and the Court ultimately denied our preliminary objections. We subsequently filed a petition to compel arbitration and~~ a motion to ~~stay this action pending the completion of the parties’ arbitration proceedings. On~~dismiss Plaintiffs’ claims on ~~September 30, 2021,~~April 13, 2023. ~~the court denied our motions and directed the parties to proceed with discovery. On~~ ~~October 8, 2021,~~ ~~we filed a Notice of Appeal to seek review of the lower court’s decision with the Pennsylvania appellate court system. The appeal has been fully briefed and will be considered on the papers.~~ At this time, it is not possible to reasonably estimate the liability related to this ~~matter.~~matter, as the case is still in its early stages.

On June 27, 2022, Plaintiff Loretta Williams brought a putative class action against Lead Intelligence, Inc. d/b/a Jornaya (“we,” “our,” or “us”) in the United States District Court for the Northern District of California, titled Williams v. DDR Media, LLC and Lead Intelligence, Inc. d/b/a Jornaya, Civil Action No.3:22-cv-03789. The Complaint alleges that the Defendants violated the California Invasion of Privacy Act, Cal. Penal Code 631 (“CIPA”) and invaded Plaintiff’s and class members’ privacy rights when Defendants purportedly recorded visitors’ visits to the scrappyrent2 own.com website without prior express consent. It is further alleged that this conduct constitutes a violation of the California Unfair Competition Law, Cal. Bus. Prof. Code Section 17200et seq. and the California Constitution. The Complaint seeks class certification, injunctive relief, statutory damages in the amount of $5,000 for each violation, attorneys fees and other litigation costs. Our motion to compel arbitration was fully briefed as of January 27, 2023. It was denied on February 28, 2023. We filed a motion to dismiss Plaintiff’s claims on April 13, 2023. At this time, it is not possible to reasonably estimate the liability related to this matter, as the case is still in its early stages.

On December 15, 2021, Plaintiff Jillian Cantinieri brought a putative class action against Verisk Analytics, Insurance Services Office and ISO Claims Services, Inc. (“we,” “our,” or “us”) in the United States District Court for the Eastern District of New York, titled Cantinieri v. Verisk Analytics Inc., et al., Civil Action No. 2:21-cv-6911. The Complaint alleges that we failed to safeguard the personally identifiable information (PII) of Plaintiff and the members of the proposed classes from a purported breach of our databases by unauthorized entities. Plaintiff and class members allege actual and imminent injuries, including theft of their PII, fraudulent activity on their financial accounts, lowered credit scores, and costs associated with detection and prevention of identity theft and fraud. They seek to recover compensatory, statutory and punitive damages, disgorgement of earnings and profits, and attorney’s fees and costs. We filed our motion to dismiss Plaintiff’s claims on April 22, 2022. ~~As of~~On ~~June 15, 2022,~~March 30, the court denied our motion to dismiss ~~was fully briefed but~~without prejudice, allowing us an opportunity to re-file the motion once limited jurisdictional discovery has ~~neither~~ been ~~heard nor decided. Discovery is ongoing.~~completed. At this time, it is not possible to reasonably estimate the liability related to this ~~matter.~~matter, as the case is still in its early stages.

On ~~June 27, 2022,~~ Plaintiff Loretta Williams brought a putative class action against Lead Intelligence, Inc. d/b/a Jornaya (“we,” “our,” or “us”) in the United States District Court for the Northern District of California, titled ~~Williams v. DDR Media, LLC and Lead Intelligence, Inc. d/b/a Jornaya~~~~, Civil Action~~ ~~No.~~~~3:22~~~~-cv-~~~~03789.~~ ~~The Complaint alleges that the Defendants violated the California Invasion of Privacy Act, Cal. Penal Code~~ ~~631~~ ~~(“CIPA”) and invaded Plaintiff’s and class members’ privacy rights when Defendants purportedly recorded visitors’ visits to the~~ ~~scrappyrent2~~ ~~own.com website without prior express consent. It is further alleged that this conduct constitutes a violation of the California Unfair Competition Law, Cal. Bus. Prof. Code Section~~ ~~17200~~~~et seq.~~ and the California Constitution. The Complaint seeks class certification, injunctive relief, statutory damages in the amount of $5,000 for each violation, attorneys fees and other litigation costs. The deadline to file our responsive pleading is ~~November 21, 2022.~~ ~~At this time, it is~~ ~~not~~ ~~possible to reasonably estimate the liability related to this matter.~~

On ~~October 26, 2022,~~April 20, 2023, we acquired Krug Sachverständigen GmbH ("SV Krug") for a net cash purchase price of approximately $49.5 million, of which $3.8 million represents indemnity escrows. SV Krug is a Germany-based motor claims solutions provider and has established an industry-leading position in the German insurance market through highly digitalized solutions that help insurers and car manufacturers achieve better and faster customer service, leading to sustainable reductions in costs. The acquisition expands our ~~Board of Directors approved the action to make our Energy business available for immediate sale.~~ claims and casualty offerings across Europe.

On ~~October 28, 2022,~~April 5, 2023, we entered into the Fifth Amendment (the "Amendment") to the committed senior unsecured Syndicated Revolving Credit Facility with Bank of America, N.A. as administrative agent. The Amendment does not change the current borrowing capacity of $1,000.0 million, but does extend the maturity date to April 5, 2028. Interest on borrowings under the Amendment is payable at an interest rate of SOFR plus 100.0 to 162.5 basis points, depending upon our public debt rating. A commitment fee on any unused commitment is payable periodically and may range from 8.0 to 17.5 basis points based upon our public debt rating. The Syndicated Revolving Credit Facility, as amended by the Amendment, also contains certain financial and other covenants that, among other things, impose certain restrictions on indebtedness, liens, investments, and capital expenditures. These covenants place restrictions on mergers, asset sales, sale/leaseback transactions, and certain transactions with affiliates. The financial covenants require that, at the end of any fiscal quarter, we have a ~~stock purchase agreement~~consolidated funded debt leverage ratio of less than 3.75 to ~~sell~~1.0. At our ~~Energy business~~election, the maximum consolidated funded debt leverage ratio could be permitted to ~~Veritas Capital,~~increase to 4.50 to 1.0 (no more than once) and to 4.25 to 1.0 (no more than once) in connection with the closing of a ~~leading technology and government investment firm,~~permitted acquisition. The Syndicated Revolving Credit Facility may be used for ~~a potential aggregate consideration of $3,300 million,~~general corporate purposes, including cash consideration of $3,100 million to be paid at closing and up to $200 million of additional contingent cash consideration based on Veritas Capital’s future return on its investment. This transaction is expected to close in the ~~first~~ ~~quarter of~~ ~~2023~~ ~~and subject to customary closing conditions, including regulatory approvals and~~ working capital ~~adjustments. We do~~ ~~not~~ ~~expect~~needs and capital expenditures, acquisitions, dividend payments and the share repurchase program (the "Repurchase Program"). In connection with the Amendment, we incurred additional debt issuance costs of $1.5 million, which will be amortized to ~~have any continuing involvement in~~"Interest expense" within the ~~Energy business subsequent to closing.~~accompanying condensed consolidated statements of operations over the remaining life of the Credit Facility.

The following discussion should be read in conjunction with our historical financial statements and the related notes included in our annual report on Form 10-K ("~~2021~~2022 10-K") dated and filed with the Securities and Exchange Commission on February ~~22, 2022.~~28, 2023. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those discussed in or implied by any of the forward-looking statements as a result of various factors, including but not limited to those listed under "Risk Factors" and "Special Note Regarding Forward Looking Statements" in our ~~2021~~2022 10-K and those listed under Item 1A in Part II of this quarterly report on Form 10-Q.

We are athe leading strategic data analytics ~~provider serving customers in~~and technology partner to the global insurance industry. We empower clients to strengthen operating efficiency, improve underwriting and ~~energy. Using~~claims outcomes, combat fraud and make informed decisions about global risks, including climate change, extreme events, ESG and political issues. Through advanced ~~technologies to collect and analyze billions of records, we draw on unique~~ data ~~assets~~analytics, software, scientific research and deep domain expertise to provide innovations that may be integrated into customer workflows. We offer predictive analytics and decision support solutions to customers in rating, underwriting, claims, catastrophe and weather risk, global risk analytics, natural resources intelligence, economic forecasting, and many other fields. In the United States ("U.S.") and around the world,industry knowledge, we help ~~customers protect people, property,~~build global resilience for individuals, communities and ~~financial assets.~~businesses.

Our customers use our solutions to make better decisions about risk and opportunities with greater efficiency and discipline. We refer to these products and services as "solutions" due to the integration among our services and the flexibility that enables our customers to purchase components or the comprehensive package. These solutions take various forms, including data, statistical models, or tailored analytics, all designed to allow our customers to make more logical decisions. We believe our solutions for analyzing risk positively impact our customers’ revenues and help them better manage their costs.

~~We organize our business in three segments:~~Our operating segments have historically been Insurance, Energy and Specialized Markets, and Financial Services. On March 11, 2022 and April 8, 2022, we sold both our environmental health and safety business, which represented the ~~"specialized markets"~~“Specialized Markets” in our Energy and Specialized Markets ~~segment. On April 8, 2022,~~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, and determined that the transactions did not qualify as discontinued operations. On February 1, 2023, we completed the sale of our Energy business. The Energy business was ~~also completed.~~classified as discontinued operations per the guidance in ASC 205-20 in the fourth quarter of 2022, 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. See Note 7. Dispositions and Discontinued Operations for further discussion. For the remainder of 2022, we will continue to show only the historical results of these dispositions in their respective previous operating segments. Our Insurance segment provides underwriting and rating, and claims insurance data for the P&C insurance industry, primarily in the U.S. This segment's revenues represented approximately 80% and 73% of our revenues for the ~~nine~~ ~~months ended~~ ~~September 30, 2022~~ ~~and~~ ~~September 30, 2021~~, respectively. Our Energy and Specialized Markets segment provides research and consulting data analytics for the global energy, chemicals, and metals and mining industries. In the first quarter, we sold our environmental health and safety business. Our Energy and Specialized Markets segment's revenues represented approximately 19% and 22% of our revenues for the ~~nine~~ ~~months ended~~ ~~September 30, 2022~~ ~~and~~ ~~September 30, 2021~~, respectively. Our Financial Services segment provided competitive benchmarking, decisioning algorithms, business intelligence, and customized analytic services to financial institutions, payment networks and processors, alternative lenders, regulators, and merchants. Our Financial Services segment's revenues represented approximately 1% and 5% of our revenues for the ~~nine~~ ~~months ended September 30, 2022 and September 30, 2021, respectively. On April 8, 2022, we sold our Financial Services segment to TransUnion.~~

We believe our business's ability to grow recurring revenue and generate positive cash flow is the key indicator of the successful execution of our business strategy. We use year-over-year revenue and EBITDA growth as metrics to measure our performance. EBITDA and EBITDA margin are non-GAAP financial measures (See footnote 2 within the Condensed Consolidated Results of Operations section of Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations). The nearest equivalent respective GAAP financial measures are net income and net income margin.

Revenue growth. We use year-over-year revenue growth as a key performance metric. We assess revenue growth based on our ability to generate increased revenue through increased sales to existing customers, sales to new customers, sales of new or expanded solutions to existing and new customers, and strategic acquisitions of new businesses.

EBITDA growth. We use EBITDA growth as a measure of our ability to balance the size of revenue growth with cost management and investing for future growth. EBITDA growth allows for greater transparency regarding our operating performance and facilitate period-to-period comparison.

EBITDA margin. We use EBITDA margin as a metric to assess segment performance and scalability of our business. We assess EBITDA margin based on our ability to increase revenues while controlling expense growth. We calculate EBITDA margin as EBITDA divided by revenues.

We earn revenues through agreements for hosted subscriptions, advisory/consulting services, and for transactional solutions, recurring and non-recurring. Subscriptions for our solutions are generally paid in advance of rendering services either quarterly or in full upon commencement of the subscription period, which is usually for one year and automatically renewed each year. As a result, the timing of our cash flows generally precedes our recognition of revenues and income and our cash flow from operations tends to be higher in the first quarter as we receive subscription payments. Examples of these arrangements include subscriptions that allow our customers to access our standardized coverage language, our claims fraud database, or our actuarial services throughout the subscription period. In general, we experience minimal revenue seasonality within the business.

~~Approximately 81% of the revenues in our Insurance segment for~~For the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022, approximately 80% and ~~2021~~82% of our insurance revenues were derived from hosted subscriptions through agreements (generally one to five years) for our ~~solutions. Our customers in this segment include most of the P&C insurance providers in the U.S. Approximately 82% and 83% of the revenues in our Energy and Specialized Markets segment for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2022 and 2021~~, respectively, were derived from hosted subscriptions with long-term agreements for our solutions. Our customers in this segment include most of the top 10 global energy providers. Approximately 85% and 84% of the revenues in our Financial Services segment for the ~~nine~~ ~~months ended~~ ~~September 30, 2022 and 2021~~, respectively, were derived from subscriptions with long-term agreements for our solutions. Our customers in this segment included 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.solutions, respectively.

We also provide advisory/consulting services, which help our customers get more value out of our analytics and their subscriptions. In addition, certain of our solutions are paid for by our customers on a transactional basis, recurring and non-recurring. For example, we have solutions that allow our customers to access property-specific rating and underwriting information to price a policy on a commercial building, or compare a P&C insurance or a workers' compensation claim with information in our databases, or use our repair cost estimation solutions on a case-by-case basis. For the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~, approximately ~~19%~~20% and 18% of our ~~consolidated~~insurance revenues were derived from providing transactional and advisory/consulting ~~solutions.~~solutions, respectively.

Personnel expenses are the major component of both our cost of revenues and selling, general and administrative expenses. Personnel expenses, which represented approximately ~~58%~~62% and 61% of our total operating expenses ~~(excluding the net gain on the sale of our environmental health and safety business and our Financial Services segment)~~ (excluding gains/losses related to dispositions) for the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~, respectively, include salaries, benefits, incentive compensation, equity compensation costs, sales commissions, employment taxes, recruiting costs, and outsourced temporary agency costs.

We assign personnel expenses between two categories, cost of revenues and selling, general and administrative expense, based on the actual costs associated with each employee. We categorize employees who maintain our solutions as cost of revenues, and all other personnel, including executive managers, salespeople, marketing, business development, finance, legal, human resources, and administrative services, as selling, general and administrative expenses. A significant portion of our other operating costs, such as facilities and communications, is also either captured within cost of revenues or selling, general and administrative expenses based on the nature of the work being performed.

While we expect to grow our headcount over time to take advantage of our market opportunities, we believe that the economies of scale in our operating model will allow us to grow our personnel expenses at a lower rate than revenues. Historically, our EBITDA margin has improved because we have been able to increase revenues without a proportionate corresponding increase in expenses. However, part of our corporate strategy is to invest in new solutions and new businesses, which may offset margin expansion.

Cost of Revenues. Our cost of revenues consists primarily of personnel expenses. Cost of revenues also includes the expenses associated with the acquisition, disposition and verification of data, the maintenance of our existing solutions, and the development and enhancement of our next-generation solutions. Our cost of revenues excludes depreciation and amortization.

Selling, General and Administrative Expenses. Our selling, general and administrative expenses consist primarily of personnel costs. A portion of the other costs such as facilities, insurance, and communications are also allocated to selling, general and administrative expenses based on the nature of the work being performed by the employee. Our selling, general and administrative expenses exclude depreciation and amortization.

	Three Months Ended									Nine Months Ended									Three Months Ended
	September 30,						Percentage			September 30,						Percentage			March 31,						Percentage
	2022			2021			Change			2022			2021			Change			2023			2022			Change
	(in millions, except for share and per share data)																		(in millions, except for share and per share data)
Statement of income data:
Revenues:
Insurance	$	610.1		$	557.9			9.4	%	$	1,806.5		$	1,643.5			9.9	%	$	651.6		$	586.4			11.1	%
Energy and Specialized Markets		135.2			165.9			(18.5	)%		423.0			484.4			(12.7	)%		—			22.4			(100.0	)%
Financial Services		—			35.2			(100.0	)%		37.6			104.7			(64.1	)%		—			34.8			(100.0	)%
Revenues		745.3			759.0			(1.8	)%		2,267.1			2,232.6			1.5	%		651.6			643.6			1.2	%
Operating expenses (income):
Cost of revenues (exclusive of items shown separately below)		246.7			265.3			(7.0	)%		773.3			792.6			(2.4	)%		216.2			228.7			(5.5	)%
Selling, general and administrative		125.9			115.1			9.4	%		387.1			346.3			11.8	%		79.0			107.9			(26.8	)%
Depreciation and amortization of fixed assets		51.7			52.1			(0.8	)%		151.1			153.9			(1.8	)%		44.6			40.1			11.2	%
Amortization of intangible assets		36.6			37.6			(2.7	)%		121.0			133.1			(9.1	)%		17.7			21.2			(16.5	)%
Other operating loss (income), net		7.8			—			—	%		(353.7	)		—			—	%
Other operating income, net																				—			(377.1	)		(100.0	)%
Total operating expenses, net		468.7			470.1			(0.3	)%		1,078.8			1,425.9			(24.3	)%		357.5			20.8			1,618.8	%
Operating income		276.6			288.9			(4.3	)%		1,188.3			806.7			47.3	%		294.1			622.8			(52.8	)%
Other income (expense):
Investment income (loss)		3.1			0.1			3,000.0	%		7.4			1.3			469.2	%
Interest expense		(34.5	)		(29.9	)		15.4	%		(97.6	)		(96.8	)		0.8	%
Other expense:
Investment loss and others, net																				(1.1	)		(1.9	)		(42.1	)%
Interest expense, net																				(26.4	)		(31.3	)		(15.7	)%
Total other expense, net		(31.4	)		(29.8	)		5.4	%		(90.2	)		(95.5	)		(5.5	)%		(27.5	)		(33.2	)		(17.2	)%
Income before income taxes		245.2			259.1			(5.4	)%		1,098.1			711.2			54.4	%
Income from continuing operations before income taxes																				266.6			589.6			(54.8	)%
Provision for income taxes		(55.7	)		(54.2	)		2.8	%		(205.0	)		(186.7	)		9.8	%		(72.2	)		(102.6	)		(29.6	)%
Income from continuing operations																				194.4			487.0			(60.1	)%
(Loss) income from discontinued operations, net of tax expense of $1.1, and $2.4, respectively (Note 7)																				(138.0	)		18.8			(834.0	)%
Net income		189.5			204.9			(7.5	)%		893.1			524.5			70.3	%		56.4			505.8			(88.8	)%
Less: Net (income) loss attributable to noncontrolling interests		(0.1	)		(3.2	)		(96.9	)%		(0.3	)		(0.2	)		50.0	%
Less: Net income attributable to noncontrolling interests																				(0.1	)		(0.1	)		—	%
Net income attributable to Verisk	$	189.4		$	201.7			(6.1	)%	$	892.8		$	524.3			70.3	%	$	56.3		$	505.7			(88.9	)%
Basic net income per share attributable to Verisk:	$	1.21		$	1.25			(3.2	)%	$	5.63		$	3.24			73.8	%
Income from continuing operations																			$	1.28		$	3.03			(57.8	)%
(Loss) income from discontinued operations																				(0.91	)		0.12			(858.3	)%
Basic net income per share attributable to Verisk:																			$	0.37		$	3.15			(88.3	)%
Diluted net income per share attributable to Verisk:
(Loss) income from continuing operations																			$	1.27		$	3.01			(57.8	)%
Income from discontinued operations																				(0.90	)		0.12			(850.0	)%
Diluted net income per share attributable to Verisk:	$	1.20		$	1.24			(3.2	)%	$	5.59		$	3.21			74.1	%	$	0.37		$	3.13			(88.2	)%
Cash dividends declared per share (1):	$	0.31		$	0.29			6.9	%	$	0.93		$	0.87			6.9	%	$	0.34		$	0.31			9.7	%
Weighted average shares outstanding:
Basic		156,940,608			161,366,544			(2.7	)%		158,531,439			162,005,382			(2.1	)%		152,032,255			160,680,955			(5.4	)%
Diluted		157,978,606			162,792,791			(3.0	)%		159,580,262			163,425,349			(2.4	)%		152,709,319			161,638,617			(5.5	)%

The financial operating data below sets forth the information we believe is useful for investors in evaluating our overall financial performance:
Other data:
EBITDA:
Insurance	$	329.3		$	311.5			5.7	%	$	965.5		$	911.2			6.0	%	$	355.3		$	301.5			17.8	%
Energy and Specialized Markets		40.1			60.5			(33.7	)%		589.1			171.8			242.9	%		—			448.5			(100.0	)%
Financial Services		(1.4	)		6.7			(120.9	)%		(86.8	)		12.0			(823.3	)%		—			(67.8	)		(100.0	)%
EBITDA(2)	$	368.0		$	378.7			(2.8	)%	$	1,467.8		$	1,095.0			34.0	%	$	355.3		$	682.2			(47.9	)%
The following is a reconciliation of net income to EBITDA:
Net income	$	189.5		$	204.9			(7.5	)%	$	893.1		$	524.5			70.3	%
Net Income																				56.4		$	505.8			(88.8	)%
Less: Income from discontinued operations, net of tax expense of $1.1 and $2.4, respectively (Note 7)																				(138.0	)		18.8			(834.0	)%
Income from continuing operations																				194.4			487.0			(60.1	)%
Depreciation and amortization of fixed assets and intangible assets		88.3			89.7			(1.6	)%		272.1			287.0			(5.2	)%		62.3			61.3			1.6	%
Interest expense		34.5			29.9			15.4	%		97.6			96.8			0.8	%		26.4			31.3			(15.7	)%
Provision for income taxes		55.7			54.2			2.8	%		205.0			186.7			9.8	%		72.2			102.6			(29.6	)%
EBITDA	$	368.0		$	378.7			(2.8	)%	$	1,467.8		$	1,095.0			34.0	%	$	355.3		$	682.2			(47.9	)%

Three Months Ended ~~September 30, 2022~~March 31, 2023 Compared to Three Months Ended ~~September 30, 2021~~March 31, 2022

~~Revenues~~ were ~~$745.3~~ mi~~llion~~Revenues were $651.6 million for the three months ended ~~September 30, 2022~~March 31, 2023 compared to ~~$759.0~~ ~~million~~$643.6 million for the three months ended ~~September 30, 2021, a decrease~~March 31, 2022, an increase of ~~$13.7~~$8.0 million or ~~1.8%~~1.2%. The modest growth in our consolidated revenues was primarily due to the sale of our environmental health and safety business and Financial Services segment (“recent dispositions”), both of which did not qualify as discontinued operations and as a result, their prior year revenues of $57.2 million are included in our consolidated results in the prior year. Our recent acquisitions ~~(Ignite Software Systems Limited, Data Driven Safety, LLC, Infutor~~(Infutor Data Solutions, LLC, and Opta Information Intelligence Corp. within the underwriting & rating category of the Insurance segment, ~~ACTINEO GmbH,~~ Automated Insurance Solutions Ltd. ~~and~~, Pruvan Inc., and Mavera within the claims category of the Insurance segment) increased revenues by $12.7 million, while the remaining Insurance revenues increased $52.5 million or 9.1%. Our specialized market business was sold in March 2022; and ~~dispositions (environmental health and safety~~our energy business, ~~within~~which qualified for discontinued operations in the fourth quarter of 2022, was subsequently sold in February 2023. Our Financial Services segment was sold in April 2022. Our Energy and Specialized Markets ~~segment~~ and ~~the~~ Financial Services ~~segment) contributed a net decrease of~~ ~~$36.1 million.~~ ~~The remaining movement~~segments did not have revenues from continuing operations in ~~our consolidated revenue increased~~ ~~$22.4 million or 3.2%~~ ~~related to the following: revenues within our Insurance segment increased $24.3~~ ~~million or 4.4%; and revenues within our Energy and Specialized Markets segment decreased $1.9 million or 1.4%. Refer~~ ~~to the Results of Operations by Segment within this section for~~ ~~more information regarding our revenues.~~ 2023.

Cost of revenues was $~~246.7~~216.2 million for the three months ended ~~September 30, 2022~~March 31, 2023 compared to~~$265.3~~ ~~million~~ $228.7 million for the three months ended ~~September 30, 2021~~March 31, 2022, a decrease of ~~$18.6~~$12.5 million or 5.5%~~7.0%~~. Our recent ~~acquisitions and~~ dispositions accounted for ~~the~~a decrease of $~~18.6~~$34.9 million in cost of ~~revenues.~~ revenues, partially offset by recent acquisitions of $8.0 million. The remaining ~~cost~~increase related to Insurance of ~~revenues consists of increases in~~$14.4million or 7.5% was primarily due to increases in salaries and employee benefits of $9.9 million, travel expenses of $1.8 million and other operating costs of $4.4 million; partially offset by decreases in information technology expenses of $~~3.9~~ ~~million, salaries and employee benefits of $1.5million,~~ ~~and travel expenses of $1.4~~ ~~million; fully offset by decreases in professional consulting costs of $2.7~~1.3 million, data costs of $~~2.1~~ ~~million~~,~~and other operating costs of $2.0~~ mi~~llion.~~$0.4 million.

Selling, general and administrative expenses ("SGA") were $~~125.9~~79.0 million for the three months ended ~~September 30, 2022~~March 31, 2023 compared to $~~115.1~~107.9 million for the three months ended ~~September 30, 2021~~March 31, 2022, ~~an increase~~a decrease of ~~$10.8~~$28.9 million or 26.8%~~9.4%~~. Our recent ~~acquisitions and~~ dispositions accounted for ~~the increase~~a decrease of ~~$0.3~~$17.9 million in ~~SGA primarily related to salaries~~selling, general and ~~employee benefits.~~ administrative expenses, partially offset by recent acquisitions of $11.6 million. Our acquisition-related costs (earn-outs) accounted for ~~an increase~~a decrease of ~~$7.6~~$15.0 million. The remaining ~~SGA increase~~decrease related to Insurance of ~~$2.9~~$7.6 million or ~~2.6~~8.0% was primarily due to ~~increases~~decreases in professional consulting costs of $5.4 million, salaries and employee benefits of $~~1.4~~$3.5 million, ~~travel~~information technology expenses of $~~1.1~~ ~~million, professional consulting costs of $0.5~~$0.5 million, and other operating costs of $~~0.7~~$0.3 million; partially offset by ~~a decrease~~an increase in ~~information technology~~travel expenses of $~~0.8~~$2.1 million.

Depreciation and amortization of fixed assets were $~~51.7~~44.6 million for the three months ended ~~September 30, 2022~~March 31, 2023 compared to $~~52.1~~40.1 million for the three months ended ~~September 30, 2021~~March 31, 2022, ~~a decrease~~an increase of $~~0.4~~4.5 million or ~~0.8%~~11.2%. The ~~decrease~~increase was primarily driven by ~~recent dispositions of $5.8 million, partially offset by $5.2~~$6.6 million attributed to assets placed into service to support data capacity expansion and revenue growth, ~~and $0.2 million related to~~partially offset by recent ~~acquisitions.~~dispositions of $2.1 million.

Amortization of intangible assets was $~~36.6~~17.7 million for the three months ended ~~September 30, 2022~~March 31, 2023 compared to $~~37.6~~21.2 million for the three months ended ~~September 30, 2021~~March 31, 2022, a decrease of $~~1.0~~3.5 million or ~~2.7%~~16.5%. The decrease was primarily driven by recent dispositions of $3.3 million and intangible assets that were fully amortized ~~for the three months endedSeptember 30, 2022~~of $~~1.0~~ ~~million and recent dispositions of~~ ~~$6.6~~1.7 million, partially offset by ~~additional amortization of intangible assets incurred in connection with~~an increase due to our recent acquisitions of $1.5 ~~$6.6~~million.

Other operating ~~loss,~~income, net was~~$7.8~~ ~~million for the~~ ~~three months ended September 30, 2022~~ ~~compared to~~ $0.0 million for the three months ended ~~September 30, 2021~~March 31, 2023 compared to $377.1 million for the three months ended March 31, 2022. The ~~loss~~decrease was ~~incurred as part~~primarily driven by the gain from the sale of ~~true up of~~our environmental health and safety business, partially offset by the ~~closing adjustments~~long-lived asset impairment related to ~~the dispositions within the former Energy and Specialized Markets~~ ~~and the Verisk~~our Financial Services ~~segments.~~segment, both of which occurred in the first quarter of 2022.

Investment ~~income (loss)~~loss was ~~a gain of~~ $~~3.1~~1.1 million for the three months ended ~~September 30, 2022~~March 31, 2023 compared to ~~a loss of~~ ~~$0.1~~$1.9 million for the three months ended ~~September 30, 2021~~.March 31, 2022, a decrease of $0.8 million. The ~~increase~~decrease was primarily due to the impact of foreign currencies.

Interest expense, net was ~~$34.5~~$26.4 million for the three months ended ~~September 30, 2022~~March 31, 2023 compared to $31.3~~$29.9~~ million for the three months ended ~~September 30, 2021~~March 31, 2022, ~~an increase~~a decrease of ~~$4.6~~$4.9 million or 15.7%~~15.4%~~. The ~~increase~~decrease in interest expense was primarily due to ~~increased~~the paydown of our outstanding borrowings ~~and higher interest rates~~ on our Syndicated Revolving ~~Credit Facility,~~and Bilateral credit facilities, and ~~the addition~~interest income of ~~a Term Loan Facility during the first quarter of 2022,~~$7.4 million, partially offset by interest expense related to the ~~maturity~~issuance of our ~~4.125% senior notes.~~2033 Senior Notes.

The provision for income taxes was ~~$55.7~~$72.2 million for the three months ended ~~September 30, 2022~~March 31, 2023 compared to ~~$54.2~~$102.6 million for the three months ended ~~September 30, 2021~~March 31, 2022, ~~an increase~~a decrease of ~~$1.5~~$30.4 million or ~~2.7~~29.7%. The effective tax rate was 27.1~~22.7~~% for the three months ended March 31, 2023 compared to 17.4% for the three months ended ~~September 30,~~March 31, 2022 ~~compared to~~ ~~20.9% for the three months ended~~ ~~September 30, 2021~~. The effective tax rate for the three months ended ~~September 30, 2022~~March 31, 2023 was higher than the effective tax rate for the three months ended ~~September 30, 2021~~March 31, 2022 primarily due to a 2022 tax rate benefit in connection with the ~~impact~~sale of ~~reduced~~our environmental health and safety business for which a benefit was recognized for the difference between book and tax basis of our investment. In addition, the tax rate for the three months ended March 31, 2023 was higher than the prior period due to tax charges incurred in structuring the energy sale completed this quarter. Lastly, these tax impacts were partially offset by increased stock option exercises resulting in ~~lower~~higher tax benefits from equity compensation in the current period versus the prior period. The difference between statutory tax rates and our effective tax rate is primarily due to tax benefits attributable to equity compensation, offset by additional state and local taxes.

The net income margin was ~~25.4%~~29.8% for the three months ended ~~September 30, 2022~~March 31, 2023 compared to ~~27.0%~~75.7% for the three months ended ~~September 30, 2021~~March 31, 2022. The decrease in net income margin was primarily ~~due to~~driven by the ~~dispositions within~~gain from the ~~former Energy~~sale of our environmental health and ~~Specialized Markets and~~ ~~Verisk~~safety business, partially offset by an impairment of the long-lived assets of our Financial Services ~~segments, including the loss incurred as part of the true up of the closing adjustments~~.segment.

EBITDA was $355.3 million for the three months ended March 31, 2023 compared to $682.2 million for the three months ended March 31, 2022. The EBITDA margin for our consolidated results was ~~49.4%~~54.5% for the three months ended ~~September 30, 2022~~March 31, 2023 compared to ~~49.9%~~106.0% for the three months ended ~~September 30, 2021~~March 31, 2022. The decrease in EBITDA margin was primarily driven by a ~~loss incurred as part of true up of~~ the ~~closing adjustments related to dispositions within the former Energy and Specialized Markets and~~ ~~the Verisk Financial Services segments.~~

~~Nine Months Ended September 30, 2022~~ ~~Compared to~~ ~~Nine Months Ended September 30, 2021~~

~~Revenues were~~ ~~$2,267.1~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$2,232.6~~ ~~million for the~~ ~~nine months ended September 30, 2021, an increase of~~ ~~$34.5~~ ~~million or~~ ~~1.5%. Our recent acquisitions (~~Ignite Software Systems Limited, Data Driven Safety, LLC, Infutor Data Solutions, LLC, and Opta Information Intelligence Corp. within the underwriting & rating category of the Insurance segment, ACTINEO GmbH, Automated Insurance Solutions Ltd. and Pruvan, Inc., within the claims category of the Insurance segment) and dispositions (environmental health and safety business within the Energy and Specialized Markets segment and the Financial Services segment) contributed a net decrease of $49.6 million in revenues. The remaining movement in our consolidated revenue increased $84.1 million or 4.1% related to the following: revenues within our Insurance segment increased $87.5 million or 5.3%; and revenues within our Energy and Specialized Markets segment decreased $3.4 million or 0.9%. Refer to the Results of Operations by Segment within this section for more information regarding our revenues.

~~Cost of revenues was~~ ~~$773.3~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$792.6~~ ~~million for the~~ ~~nine months ended September 30, 2021, a decrease of~~ ~~$19.3~~ ~~million or~~ ~~2.4%~~. Our recent acquisitions and dispositions accounted for a decrease of $33.6 million in cost of revenues. The remaining cost of revenues increased $14.3 million or 2.1% primarily due to increases in information technology expenses of $13.1 million, salaries and employee benefits of $8.9~~million, and travel expenses of $4.4 million; offset by decreases in data costs of $5.4 million, professional consulting costs of $2.3 million, and other operating costs of $4.4 million.~~

~~Selling, general and administrative expenses ("SGA") were~~ ~~$387.1~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$346.3~~ ~~million for the~~ ~~nine months ended September 30, 2021, an increase of~~ ~~$40.8~~ ~~million or~~ ~~11.8%~~. Our recent acquisitions and dispositions accounted for a net increase of $12.9 million in SGA primarily related to salaries and employee benefits and transaction costs. Our acquisition-related costs (earn-outs) accounted for an increase of $7.6 million. The remaining SGA increase of $20.3 million or 6.4% was primarily due to increases in salaries and employee benefits of $11.8 million, travel expenses of $4.4 million, professional consulting costs of $4.1 million, and information technology expenses of $1.4 million; offset by a decrease in other operating costs of $1.4~~million.~~

~~Depreciation and amortization of fixed assets was~~ ~~$151.1~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$153.9million for the~~ ~~nine months ended September 30, 2021, a decrease of~~ ~~$2.8~~ ~~million or~~ ~~1.8%~~. The decrease was primarily driven by recent dispositions of $14.7 million, partially offset by $11.4 million attributed to assets placed into service to support data capacity expansion and revenue growth and $0.5 million related to recent acquisitions.

~~Amortization of intangible assets was~~ ~~$121.0~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$133.1~~ ~~million for the~~ ~~nine months ended September 30, 2021, a decrease of~~ ~~$12.1~~ ~~million or~~ ~~9.1%. The decrease was primarily driven by intangible assets that were fully amortized for the three months ended~~ ~~September 30, 2022~~of ~~$13.6~~ ~~million and recent dispositions of~~ ~~$17.2~~ ~~million, partially offset by additional amortization of intangible assets incurred in connection with our recent acquisitions of~~ ~~$18.7~~ ~~million.~~

~~Other operating income, net was~~ ~~$353.7~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$0.0~~ ~~million for the~~ ~~nine months ended September 30, 2021. The increase was primarily driven by the net~~ gain from ~~our dispositions within our former Energy and Specialized Markets~~ ~~and Verisk~~ ~~Financial Services segments.~~

~~Investment income was a gain of~~ ~~$7.4million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to a gain of~~ ~~$1.3~~ ~~million for the~~ ~~nine months ended September 30, 2021. The increase was primarily due to impact of foreign currencies.~~

~~Interest expense was~~ ~~$97.6million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$96.8million for the~~ ~~nine months ended September 30, 2021, a decrease of~~ ~~$0.8~~ ~~million or~~ ~~0.8%~~. The increase in interest expense was primarily due to increased borrowings and higher interest rates on our Revolving Credit Facility, and the addition of a Term Loan Facility during the first quarter of 2022, partially offset by the maturity of our 4.125% senior notes.

~~The provision for income taxes was $205.0~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to $186.7~~ ~~million for the~~ ~~nine months ended September 30, 2021, an increase of $18.3 million or 9.8%. The effective tax rate was 18.7% for the~~ ~~nine months ended September 30, 2022~~ ~~compared to 26.3% for the~~ ~~nine months ended September 30, 2021. The effective tax rate for the~~ ~~nine months ended September 30, 2022~~ ~~was lower than the effective tax rate for the~~ ~~nine months ended September 30, 2021~~ ~~primarily due to~~ the deferred tax impact of the tax rate increase in the United Kingdom that was enacted and recorded in the prior period. The effective tax rate for the nine months ended September 30, 2022 was also lower than the prior period due to a ~~tax rate benefit in connection with~~ the sale of our environmental health and safety business, ~~for which a benefit was recognized for~~partially offset by an impairment of the ~~difference between book and tax basis~~long-lived assets of our ~~investment.~~ ~~The difference between statutory tax rates and our effective tax rate is primarily due to tax benefits attributable to equity compensation, offset by additional state and local taxes.~~

~~The net income margin was~~ ~~39.4%~~ ~~for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~23.5%~~ ~~for the~~ ~~nine months ended September 30, 2021. The increase in net income margin was primarily driven by the net gain from our dispositions within the former Energy and Specialized Markets~~ ~~and the Verisk~~ Financial Services ~~segments, as well as a lower effective tax rate as described above.~~

~~The EBITDA margin for our consolidated results w~~as ~~64.7%~~ ~~for the~~ ~~nine months ended September 30, 2022~~ ~~compared to 49.0%~~ ~~for the~~ ~~nine months ended September 30, 2021~~. ~~The increase in EBITDA margin was primarily driven by the net gain from dispositions within the former Energy and Specialized Markets and the Verisk Financial Services segments, which positively impacted our margin by 15.3%.~~

[1] Note: Consolidated EBITDA margin, a non-GAAP measure, is calculated as a percentage of consolidated revenue. A reconciliation from net income to EBITDA is presented in the table below.

~~On April 8, 2022, the sale of our Financial Services segment was completed, as such, it has been excluded from the results of operations by segment. For more information, please refer to~~ ~~Note 7. Dispositions.~~

Revenues for our Insurance segment were ~~$610.1~~$651.6 million for the three months ended ~~September 30, 2022~~March 31, 2023, compared to ~~$557.9~~$586.4 million for the three months ended ~~September 30, 2021~~,March 31, 2022, an increase of ~~$52.2~~$65.2 million or ~~9.4%~~11.1%. Our underwriting & rating revenue increased ~~$45.7~~$44.5 million or ~~11.7%~~10.7%. Our claims revenue increased ~~$6.5~~$20.7 million or ~~3.9%~~12.1%.

Our recent acquisitions ~~(Whitespace Software Limited, Ignite Software Systems Limited, Data Driven Safety, LLC, ACTINEO GmbH, Infutor~~(Infutor Data Solutions, LLC, and Opta Information Intelligence Corp.) within the underwriting & rating category of the Insurance segment, Automated Insurance Solutions Ltd., Pruvan Inc., Mavera within the claims category of the Insurance segment) contributed net revenues of ~~$27.9~~$12.7 million, ~~and~~while the remaining Insurance ~~revenue~~revenues increased ~~$24.3~~$52.5 million or ~~4.4%~~9.1%. Our underwriting & rating revenue increased ~~$21.5~~$34.2 million or ~~5.5%~~8.4%, primarily due to an annual increase in prices derived from continued enhancements to the content of the solutions within our ~~industry-standard insurance programs~~core services as well as selling expanded solutions to new and existing customers ~~in commercial and personal lines.~~within underwriting solutions. In addition, extreme ~~event solutions~~events and ~~our~~ life solutions contributed to the growth. Our claims revenue increased ~~$2.8~~$18.3 million or ~~1.7%~~10.7%, primarily due to growth in our ~~claims analytics and workers' compensation claims.~~

~~Revenues for our Insurance segment were~~ ~~$1,806.5~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$1,643.5~~ ~~million for the~~ ~~nine months ended September 30, 2021, an increase of~~ ~~$163.0~~ ~~million or~~ ~~9.9%. Our underwriting & rating revenue increased~~ ~~$134.0~~ ~~million or~~ ~~11.6%. Our claims revenue increased~~ ~~$29.0~~ ~~million or~~ ~~5.9%~~.

~~Our recent acquisitions (Whitespace Software Limited, Ignite Software Systems Limited, Data Driven Safety, LLC, ACTINEO GmbH, Infutor Data Solutions, LLC, and Opta Information Inte~~lligence Corp.) contributed revenues of $75.5 million and the remaining Insurance revenue increased $87.5 million or 5.3%. Our underwriting & rating revenue increased $69.6 million or 6.0%, primarily due to an annual increase in prices derived from continued enhancements to the content of the solutions within our industry-standard insurance programs as well as selling expanded solutions to existing customers in commercial and personal lines. In addition, extreme event solutions and our life solutions contributed to the growth. Our claims revenue increased $17.9 million or 3.7%, primarily due to growth in our claims analytics revenue andproperty estimating ~~solutions.~~solutions revenue and anti-fraud solutions revenue.

Cost of revenues for our Insurance segment was ~~$192.2~~$216.2 million for the three months ended ~~September 30, 2022~~March 31, 2023 compared to ~~$176.9~~$193.8 million for the three months ended ~~September 30, 2021~~,March 31, 2022, an increase of ~~$15.3~~$22.4 million or ~~8.6%~~11.6%. Our recent acquisitions within the Insurance segment represented an increase of ~~$14.0~~$8.0 million in cost of revenues. The remaining cost of revenues increased ~~$1.3~~$14.4 million or ~~0.7%~~7.5% primarily due to increases in ~~information technology expenses of $3.6 million,~~ salaries and employee benefits of ~~$1.1~~$9.9 million, ~~and~~ travel expenses of ~~$0.6~~$1.8 million, and other operating costs of $4.4 million. These increases were partially offset by decreases in ~~data costs of $1.8 million, professional consulting costs of $0.3 million, and other operating costs of $1.9 million.~~

~~Cost of revenues for our Insurance segment was~~ ~~$576.7~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$522.9~~ ~~million for the~~ ~~nine months ended September 30, 2021, an increase of~~ ~~$53.8~~ ~~million or~~ ~~10.3%~~. Our recent acquisitions within the Insurance segment represented an increase of $37.7 million in cost of revenues. The remaining cost of revenues increased $16.1 million or 3.1% primarily due to increases in information technology expenses of ~~$11.6~~$1.3 million ~~salaries~~ and ~~employee benefits of $9.8 million, and travel expenses of $2.5 million. These increases were partially offset by decreases in~~ data costs of ~~$4.4 million, professional consulting costs of~~ $0.4 ~~million, and other operating costs of $3.0~~ million.

Selling, general and administrative expenses for our Insurance segment were ~~$89.9~~$79.0 million for the three months ended ~~September 30, 2022~~,March 31, 2023, compared to ~~$69.4~~$90.0 million for the three months ended ~~September 30, 2021, an increase~~March 31, 2022, a decrease of ~~$20.5~~$11.0 million or ~~29.5%~~12.2%. Our recent acquisitions accounted for an increase of ~~$10.5~~$11.6 million, which was primarily related to salaries and employee benefits. Our acquisition-related earn-out costs ~~(earn-outs)~~ accounted for ~~an increase~~a decrease of ~~$7.6~~$15.0 million. The remaining SGA ~~increase~~decrease of ~~$2.4~~$7.6 million or ~~3.2%~~8.0% was primarily due to ~~increases~~decreases in professional consulting costs of ~~$0.7~~$5.4 million, salaries and employee benefits of ~~$0.6~~$3.5 million, ~~travel~~information technology expenses of ~~$0.6~~$0.5 million, and other operating of ~~$1.2~~$0.3 million. These increases were partially offset by a decrease in ~~information technology expenses of $0.7 million.~~

~~Selling, general and administrative expenses for our Insurance segment were~~ ~~$266.8~~ ~~million for the~~ ~~nine months ended September 30, 2022, compared to~~ ~~$210.8~~ ~~million for the~~ ~~nine months ended September 30, 2021, an increase of~~ ~~$56.0~~ ~~million or~~ ~~26.6%. Our recent acquisitions accounted for an increase of $34.9 million, which was primarily related to salaries and employee benefits.~~ ~~Our acquisition-related costs (earn-outs) accounted for an increase of $7.6 million.~~ ~~The remaining SGA increase of $13.5 million or 6.2% was primarily due to increases in salaries and employee benefits of $5.0 million,~~ travel expenses of ~~$3.4~~$2.1 million ~~professional consulting costs of $3.4 million, information technology expenses of $1.2 million, and other operating costs of $0.5 million.~~

Investment ~~income~~loss was ~~a gain of~~ ~~$1.3~~$1.1 million for the three months ended ~~September 30, 2022~~ ~~compared to a loss of~~ ~~$0.1~~ ~~million for the three months ended~~ ~~September 30, 2021. This was~~March 31, 2023 and March 31, 2022. These losses were primarily due to the impact of foreign currencies.

~~Investment income was a gain of~~ ~~$2.5~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to a gain of~~ ~~$1.4~~ ~~million for the~~ ~~nine months ended September 30, 2021. This was primarily due to the impact of foreign currencies.~~

EBITDA for our Insurance segment was ~~$965.5~~$355.3 million for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 compared to ~~$911.2~~$301.5 million for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022, an increase of $53.8 or 17.8%. The EBITDA margin for our Insurance segment was ~~53.4% for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2022~~ ~~compared to 55.4% for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2021. The decrease in EBITDA margin was primarily due to the acquisition-related cost (earn-out) referenced above.~~

~~Revenues for our Energy and Specialized Markets segment were~~ ~~$135.2~~ ~~million~~54.5% for the three months ended ~~September 30, 2022~~March 31, 2023 compared to ~~$165.9~~ ~~million~~51.4% for the three months ended ~~September 30, 2021, a decrease of~~ ~~$30.7~~ ~~million or~~ ~~18.5%~~. Our recent acquisition of Roskill Holdings Limited, and disposition of the environmental health and safety business, within this segment contributed a net decrease in revenues of $28.8 million. The remaining decrease in Energy and Specialized Markets revenue of $1.9 million or 1.4% was primarily due to a modest decrease in our subscription solutions related to our decision to suspend all commercial operations in Russia and a decrease in our energy consulting revenue.

~~Revenues for our Energy and Specialized Markets segment were~~ ~~$423.0~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$484.4~~ ~~million for the~~ ~~nine months ended September 30, 2021, a decrease of~~ ~~$61.4~~ ~~million or~~ ~~12.7%~~. Our recent acquisition of Roskill Holdings Limited, and disposition of the environmental health and safety business, within this segment contributed a net decrease in revenues of $58.0 million. The remaining decrease in Energy and Specialized Markets revenue of $3.4 million or 0.9% was primarily due to increases in our subscription and consulting revenue, mitigated by the suspension of all commercial operations in Russia which negatively impacted revenue by approximately $6.8 million.

~~Cost of revenues for our Energy and Specialized Markets segment was~~ ~~$54.5~~ ~~million for the three months ended~~ ~~September 30, 2022~~ ~~compared to~~ ~~$67.3~~ ~~million for the three months ended~~ ~~September 30, 2021, a decrease of~~ ~~$12.8~~ ~~million or~~ ~~19.0%~~. Our recent acquisition of Roskill Holdings Limited, and disposition of the environmental health and safety business, accounted for a net decrease of $11.5 million. The remaining decrease in cost of revenues of $1.3 million or 2.4% was primarily due to decreases in professional consulting costs of $2.4 million, data costs of $0.3 million, and other operating costs of $0.1 million. These decreases were partially offset by increases in travel expenses of $0.8 million, salaries and employee benefits of $0.4 million, and information technology expenses of $0.3 million.

~~Cost of revenues for our Energy and Specialized Markets segment was~~ ~~$173.0~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$199.5~~ ~~million for the~~ ~~nine months ended September 30, 2021, a decrease of~~ ~~$26.5~~ ~~million or~~ ~~13.3%~~. Our recent acquisition of Roskill Holdings Limited, and disposition of the environmental health and safety business, accounted for a net decrease of $24.7 million. The remaining decrease in cost of revenues of $1.8 million or 1.1% was primarily due to decreases in professional consulting costs of $1.9 million, data costs of $1.0 million, salaries and employee benefits of $0.9 million, and other operating costs of $1.4 million. These decreases were partially offset by increases in travel expenses of $1.9 million and information technology expenses of $1.5 million.

~~Selling, general and administrative expenses for our Energy and Specialized Markets segment were~~ ~~$36.0~~ ~~million for the three months ended~~ ~~September 30, 2022~~ ~~compared to~~ ~~$38.3~~ ~~million for the three months ended~~ ~~September 30, 2021, an increase of~~ ~~$2.3~~ ~~million or~~ ~~6.0%~~. Our recent acquisition of Roskill Holdings Limited, and disposition of the environmental health and safety business, accounted for a net decrease of $2.8 million primarily related to salaries and employee benefits. The remaining increase in SGA of $0.5 million or 1.2% was primarily due to increases in salaries and employee benefits of $0.8 million, and travel expenses of $0.5 million. These increases were partially offset by a decrease in professional consulting costs of $0.2 million, information technology expenses of $0.1 million, and other operating costs of $0.5 million.

~~Selling, general and administrative expenses for our Energy and Specialized Markets segment were~~ ~~$113.1~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ and 2021. Our recent acquisition of Roskill Holdings Limited, and disposition of the environmental health and safety business, accounted for a net decrease of $6.8 million primarily related to salaries and employee benefits. The remaining increase in SGA of $6.8 million or 7.0% was primarily due to increases in salaries and employee benefits of $6.8 million, travel expenses of $1.0 million, professional consulting costs of $0.7 million, and information technology expenses of $0.2 million. These increases were partially offset by a decrease in other operating costs of $1.9 million.

~~Other operating loss was~~ ~~$6.4~~ ~~million for the three months ended~~ ~~September 30, 2022~~ ~~compared to~~ ~~$0.0~~ ~~million for the three months ended~~ ~~September 30, 2021~~. ~~The decrease was primarily driven by the loss on the true up of closing adjustments from the dispositions within the former Energy and Specialized Markets segment.~~

~~Other operating income was~~ ~~$447.0~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$0.0~~ ~~million for the~~ ~~nine months ended September 30, 2021. The increase was primarily driven by the gain from the dispositions within the former Energy and Specialized Markets segment.~~

~~Investment income (loss) was a gain of~~ ~~$1.8~~ ~~million for the three months ended~~ ~~September 30, 2022~~ ~~compared to a gain of~~ ~~$0.2~~ ~~million for the three months ended~~ ~~September 30, 2021. This was primarily due to the impact on foreign currencies.~~

~~Investment income (loss) was a gain of~~ ~~$5.2~~ ~~million for the~~ ~~nine months ended September 30, 2022~~ ~~compared to~~ ~~$0.0~~ ~~million for the~~ ~~nine months ended September 30, 2021. This was primarily due to the impact on foreign currencies.~~

~~EBITDA within this segment was~~ ~~$589.1~~ ~~million for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2022~~ ~~compared to~~ ~~$171.8~~ ~~million for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2021. The EBITDA margin within this segment was 139.3% for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2022~~ ~~compared to 35.5% for the~~ ~~nine~~ ~~months ended~~ ~~September 30, 2021~~.March 31, 2022. The increase in EBITDA margin was primarily ~~driven by the gain from the dispositions within the former~~ related to an increase in revenue, cost discipline and a decrease in acquisition-related earn-out costs.

On March 11, 2022, we completed the sale of 3E Company Environmental, Ecological and Engineering, which made up the Specialized Markets within this segment. This transaction did not qualify as discontinued operations per the guidance in ASC 205-20. The Energy business within the "Energy and Specialized Markets" segment ~~which positively impacted our margin by 105.7%, offset by~~was classified as discontinued operations per the ~~suspension~~guidance in ASC 205-20. Accordingly, all results of ~~all commercial~~the Energy business have been removed from continuing operations and presented as discontinued operations in ~~Russia.~~ our consolidated statements of operations for all periods presented. On February 1, 2023, we completed the sale of our Energy business.

On April 8, 2022, we completed the sale of our Financial Services segment. This transaction did not qualify as discontinued operations.

As a result of these sale transactions, we have excluded the Energy and Specialized Markets and Financial Services segments from our management's discussion and analysis of the results of operations by segment.

As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, we had cash and cash equivalents and available-for-sale securities of ~~$280.6~~$235.3 million and ~~$285.3~~$116.5 million, respectively. We maintain our cash and cash equivalents in higher credit quality financial institutions in order to limit the amount of credit exposure. As of March 31, 2023 and December 31, 2022, a vast majority of our domestic cash and cash equivalents is with JPMorgan Chase N.A. Subscriptions for our solutions are billed and generally paid in advance of rendering services either quarterly or in full upon commencement of the subscription period, which is usually for one year. Subscriptions are automatically renewed at the beginning of each calendar year. We have historically generated significant cash flows from operations. As a result of this factor, as well as the availability of funds under our Credit Facility, we expect that we will have sufficient cash to meet our working capital and capital expenditure needs and to fuel our future growth plans.

We have historically managed the business with a working capital deficit due to the fact that, as described above, we offer our solutions and services primarily through annual subscriptions or long-term contracts, which are generally prepaid quarterly or annually in advance of the services being rendered. When cash is received for prepayment of invoices, we record an asset (cash and cash equivalents) on our balance sheet with the offset recorded as a current liability (deferred revenues). This current liability is deferred revenue that does not require a direct cash outflow since our customers have prepaid and are obligated to purchase the services. In most businesses, growth in revenue typically leads to an increase in the accounts receivable balance causing a use of cash as a company grows. Unlike these businesses, our cash position is favorably affected by revenue growth, which results in a source of cash due to our customers prepaying for most of our services.

We have also historically used a portion of our cash for repurchases of our common stock from our stockholders. During the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~, we repurchased ~~$1,196.3~~$2,500.0 million (inclusive of $500 million in treasury stock not yet settled) and ~~$400.0~~$571.3 million, respectively, of our common stock. The repurchase of our common stock in the first quarter of 2023 was funded using the proceeds from the sale of the Energy business. For the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022 ~~and 2021~~, we also paid dividends of ~~$147.2~~$49.2 million and ~~$141.0~~ $49.4million, respectively.

We had total debt, excluding finance lease liabilities, unamortized discounts and premium, and debt issuance costs of ~~$3,415.0~~$2,850.0 million and ~~$3,310.0~~$3,740.0 million at ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, respectively, and we were in compliance with our financial and other ~~debt~~ covenants.

We have a $1,000.0 million Syndicated Revolving Credit Facility ~~with a borrowing capacity of $1,000.0 million~~ with Bank of America N.A., HSBC Bank USA, N.A., JP Morgan Chase Bank, N.A., Wells Fargo Bank, National Association, Citibank, N.A., ~~Credit Suisse AG, Cayman Islands Branch,~~ Morgan Stanley Bank, N.A., ~~First Commercial Bank, Ltd., Los Angeles Branch,~~ TD Bank, N.A., Goldman Sachs Bank USA, and the Northern Trust Company. The Syndicated Revolving Credit Facility may be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions, ~~dividends~~dividend payments and the Repurchase Program. As of ~~September 30, 2022~~March 31, 2023, we were in compliance with all financial and other debt covenants under the Credit Facility.

As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021~~2022, the available capacity under the Syndicated Revolving Credit Facility was ~~$55.2~~$995.5 million and ~~$384.9~~$5.6 million, net of the letters of credit of ~~$4.8~~$4.5 million and ~~$5.1~~$4.4 million, respectively. We had ~~$940.0~~$0 million and ~~$610.0~~$990.0 million in ~~borrowings~~amounts outstanding under the Syndicated Revolving Credit Facility as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, respectively. ~~Subsequent to~~ ~~September 30, 2022, we have made repayments of $90.0 million and secured an additional $275.0 million in additional capacity on our Credit Facility.~~ ~~As a result of this activity, we now have the ability to draw up to $420.2 million from our Credit Facility.~~

~~On September 9, 2022, we extended our~~We also maintain a $125.0 million Bilateral Term Loan ~~Agreement (the "Term Loan"~~Facility and a $275.0 million Bilateral Revolving Credit Facility together the ("Bilateral Credit Facilities") with ~~Bank of America, N.A for 12 months with an agreed~~ maturity ~~date~~dates of September 9, ~~2023.~~2023 and October 2, 2023, respectively. The ~~Term Loan carries~~Bilateral Credit Facilities carry an interest rate of 135 basis points plus the ~~one month BSBY. This loan~~one-month BSBY and may be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions, dividend payments and the Repurchase Program. As of March 31, 2023, we had no outstanding borrowings under our Bilateral Credit Facilities.

The ~~new extended $125 million Term Loan and $275 million~~Bilateral Credit ~~Facility~~Facilities are now subject to the replacement of LIBOR. Interest on the ~~Term Loan~~Bilateral Credit Facilities is based on BSBY and we have the choice of the Secured Overnight Financing Rate ("SOFR") or the BSBY as part of the ~~additional~~Bilateral Credit Facilities agreement. Subsequent to March 31, 2023, we amended our committed senior unsecured Syndicated Revolving Credit Facility ~~agreement. As our only~~with Bank of America, N.A. The Amendment does not change the current ~~contract that~~borrowing capacity of $1,000.0 million, but does extend the maturity date to April 5, 2028. Borrowing under the Amendment is ~~subject to the LIBOR rate is the existing Credit Facility, the impact will be dependent on what the outstanding borrowing amount is on the Credit Facility and the relevant~~payable at an interest rate ~~that will be contractually applicable. Should we amend or extend our existing Credit Facility~~of SOFR plus 100.0 to ~~reflect SOFR or BSBY, based on recent borrowings and applicable SOFR, we do not anticipate such an amendment to have a material impact on~~162.5 basis points, depending upon the ~~business.~~ public debt rating.

Net cash provided by operating activities was $~~280.2~~365.3 million for the three months ended ~~September 30, 2022~~March 31, 2023 compared to $~~285.2~~399.6 million for the three months ended ~~September 30, 2021~~March 31, 2022, a decrease of $~~5.0~~34.3 million or ~~1.8%~~8.6%. The decrease in operating cash flows was primarily related to the dispositions within ~~the former Energy and Specialized Markets and the Verisk Financial Services segments.~~

~~Net cash provided by operating activities was~~ ~~$810.0~~ ~~million for the nine months ended~~ ~~September 30, 2022~~ ~~compared to~~ ~~$967.1~~ ~~million for the nine months ended~~ ~~September 30, 2021, a decrease of~~ ~~$157.1~~ ~~million or~~ ~~16.2%. The decrease is related to an increase in tax payments of $119.7 million, and the dispositions within the~~our former Energy and Specialized Markets and Verisk Financial Services ~~segments.~~segments, including one-time transaction fees related to the sale of our Energy business, partially offset by an increase in operating profit in our Insurance segment.

Net cash ~~used in~~provided by investing activities of $~~67.9~~2,967.1 million for the three months ended ~~September 30, 2022~~March 31, 2023 was primarily related to proceeds from the sale of our Energy business of $3,066.4 million, partially offset by acquisitions and a purchase of an additional controlling interest of $37.2 million, capital expenditures of $~~65.8~~61.2 million, ~~as well as~~ and investments in nonpublic companies of ~~$2.1 million. Net cash used in investing activities of~~ $0.8 million~~$87.7~~ ~~million for the three months ended~~ ~~September 30, 2021~~ was primarily related to capital expenditures of $61.4 million, acquisitions and purchase of controlling interest, including escrow funding associated with the acquisitions, of $20.3 million, and investments in nonpublic companies of $6.0 million.

. Net cash provided by investing activities of $~~383.2~~26.3 million for the ~~nine~~three months ended ~~September 30,~~March 31, 2022 was primarily related to ~~the $1,073.3 million in~~ proceeds from the sale of our 3E ~~and Verisk Financial Services,~~business of $575.0 million, partially offset by acquisitions ~~including escrow funding associated with the acquisitions,~~and purchase of ~~$451.2~~a controlling interest of $447.7 million, capital expenditures of ~~$195.0~~$60.0 million, and investments in nonpublic companies of ~~$43.9 million. Net cash used in investing activities of~~ ~~$261.2~~ ~~million for the nine months ended~~ ~~September 30, 2021~~ was primarily related to capital expenditures of $183.1 million, acquisitions and purchase of controlling interest, including escrow funding associated with the acquisitions, of $56.6 million, and investments in nonpublic companies of $21.1$41.0 million.

Net cash used in financing activities of $~~399.8~~3,405.0 million for the three months ended ~~September 30,~~March 31, 2023 was primarily driven by the funding of a $2,500.0 million accelerated share repurchase program, repayments of debt under our revolving credit and bilateral credit facilities of $1,390.0 million, and dividend payments of $49.2 million, partially offset by the proceeds from the issuance of our 2033 Senior Notes of $495.2 million, and proceeds from stock options exercised of $58.4 million. Net cash used in financing activities of $293.6 million for the three months ended March 31, 2022 was primarily driven by ~~repayment of our $350.0 million~~ ~~4.125% senior notes,~~ repurchases of common stock of ~~$300.0~~$571.3 million, and dividend payments of ~~$48.6~~$49.4 million, partially offset by proceeds, net of repayments, of debt under our Credit Facility of ~~$290.0~~$200.0 million, and ~~proceeds from stock options exercised of $18.6 million. Net cash used in financing activities of~~ ~~$169.2~~ ~~million for the three months ended~~ ~~September 30, 2021~~ was primarily driven by repurchases of common stock of $150.0 million, and dividend payments of $46.8 million, partially offset by net proceeds from our Credit Facility of $15.0 million and proceeds from stock options exercised of $23.9 million.

~~Net cash used in financing activities of~~ ~~$1,160.8~~ ~~million for the nine months ended~~ ~~September 30, 2022~~ ~~was primarily driven by repurchases of common stock of $1,196.3 million, repayment of our $350.0 million~~ ~~4.125% senior notes on September 12, 2022,~~ dividend payments of $147.2 million, and net share settlements of taxes on restricted stock of $20.4 million, partially offset by proceeds, net of repayments of debt under our Credit Facility, of $330.0 million, proceeds under our term loan facility of $125.0 ~~million, and proceeds from stock options exercised of $111.6~~ million. ~~Net cash used in financing activities of~~ ~~$617.1~~ ~~million for the nine months ended~~ ~~September 30, 2021~~ was primarily driven by repayment of our $450.0 million 5.800% senior notes, repurchases of common stock of $400.0 million, dividend payments of $141.0 million, partially offset by net proceeds from our Credit Facility of $355.0 million and proceeds from stock options exercised of $44.9 million.

There have been no material changes to our contractual obligations outside the ordinary course of our business from those reported in our annual report on Form 10-K and filed with the Securities and Exchange Commission on February ~~22, 2022.~~28, 2023.

Our management’s discussion and analysis of financial condition and results of operations are based on our condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the U.S. The preparation of these financial statements require management to make estimates and judgments that affect reported amounts of assets and liabilities and related disclosures of contingent assets and liabilities at the dates of the financial statements and revenue and expenses during the reporting periods. These estimates are based on historical experience and on other assumptions that are believed to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates, including those related to acquisition purchase price allocations, revenue recognition, goodwill and intangible assets, pension and other postretirement benefits, stock-based compensation, income taxes, and allowance for doubtful accounts. Actual results may differ from these assumptions or conditions. Some of the judgments that management makes in applying its accounting estimates in these areas are discussed under the heading "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in our annual report on Form 10-K dated and filed with the Securities and Exchange Commission on February ~~22, 2022.~~28, 2023. Since the date of our annual report on Form 10-K, there have been no material changes to our critical accounting policies and estimates other than the items noted below.

Market risks at ~~September 30, 2022~~March 31, 2023 have not materially changed from those discussed under Item 7A in our annual report on Form 10-K dated and filed with the Securities and Exchange Commission on February ~~22, 2022.~~28, 2023.

We are required to maintain disclosure controls and procedures (as that term is defined in Rules 13a-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) that are designed to ensure that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives at the reasonable assurance level.

Our management, with the participation of the Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this quarterly report on Form 10-Q. Based upon the foregoing assessments, our Chief Executive Officer and Chief Financial Officer have concluded that, as of ~~September 30, 2022,~~March 31, 2023, our disclosure controls and procedures were effective at the reasonable assurance level.

During the three months ended ~~September 30, 2022,~~March 31, 2023, there has been no change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

We are party to legal proceedings with respect to a variety of matters in the ordinary course of business. See Part I Item 1. Note 16 to our condensed consolidated financial statements for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 for a description of our significant current legal proceedings, which is incorporated by reference herein.

~~For a discussion of~~Other than the risk ~~factors affecting us, see "Risk Factors"~~presented below, there has been no material change in ~~Part 1, Item 1A of~~the information provided under the heading “Risk Factors” in our annual report on Form 10-K dated and filed with the Securities and Exchange Commission on February ~~22, 2022.~~28, 2023.

The collapse of certain U.S. banks and potentially other financial institutions may have adverse impacts on certain of our vendors and customers or our ability to access payments from certain customers which could negatively impact our operations and financial condition.

On March 10, 2023, Silicon Valley Bank (“SVB”) was shut down, followed on March 11, 2023 by Signature Bank and the Federal Deposit Insurance Corporation (“FDIC”) was appointed as receiver for those banks. Since that time, there have been reports of instability at other U.S. banks. Despite the steps taken to date by U.S. agencies to protect depositors, the follow-on effects of the events surrounding the SVB and Signature Bank failures and pressure on other banks are unknown, could include failures of other financial institutions to which we face direct or more significant exposure, and may lead to significant disruptions to our operations, financial position, and reputation. The extent of such impacts is uncertain, and there may be additional risks that we have not yet identified. We are taking steps to identify any potential impact and minimize any disruptions to our operations. However, we cannot guarantee that we will be able to avoid negative consequences directly or indirectly from the foregoing events or other impacts on U.S. financial institutions.

We did not have any unregistered sales of equity securities during the period covered by this report.

Under the Repurchase Program, we may repurchase stock in the market or as otherwise determined by us. These authorizations have no expiration dates and may be suspended or terminated at any time. As of ~~September 30, 2022~~March 31, 2023, we had $~~407.5~~941.3 million available to repurchase shares, inclusive of the ~~$1,000.0 million~~$3.0 billion authorization ~~approved by~~which became effective as of the ~~board~~closing of the sale of our Energy business on February ~~16, 2022.~~1, 2023. Our share repurchases for the quarter ended ~~September 30, 2022~~March 31, 2023 are set forth below:

⁽¹⁾ In ~~June~~December 2022, we entered into an ASR agreement to repurchase shares of our common stock for an aggregate purchase price of ~~$300.0~~$250.0 million with ~~Citibank,~~Bank of America USA, N.A. The ASR agreement is accounted for as a treasury stock transaction and a forward stock purchase agreement indexed to our common stock. Upon the payment of the aggregate purchase price of ~~$300.0~~$250.0 million ~~in July~~on December 14, 2022, we received ~~1,386,562~~1,168,224 shares of our common stock at a price of ~~$173.09~~$182.01 per ~~share.~~share, representing an initial delivery of approximately 85 percent of the aggregate purchase price. Upon the final settlement of this ASR agreement in ~~September 2022,~~February of 2023, we received an additional ~~217,024~~ 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.

⁽²⁾In March 2023, we entered into additional ASR agreements to repurchase shares of our common stock for an aggregate purchase price of $2.5 billion with Citi bank, N.A. and Goldman Sachs & Co. LLC, respectfully. The ASR agreements are accounted for as treasury stock transactions and forward stock purchase agreements indexed to our common stock. Upon payment of the aggregate purchase price on March 7, 2023, we received an initial delivery of 10,655,302 shares of our common stock at a price of $187.70 per share, representing approximately 80 percent of the aggregate purchase price. Upon the final settlement of the ASR ~~agreement, bringing~~agreements, which is expected in the ~~total~~fourth quarter of 2023, we may be entitled to receive additional shares ~~received~~of our common stock or, under ~~this ASR agreement~~certain limited circumstances, be required to ~~1,603,586 and~~deliver shares to the counterparties. The aggregate purchase price was recorded as a ~~final average price paid~~reduction to stockholder's equity in our condensed consolidated statements of ~~$187.08 per share.~~ changes in stockholder's equity for the three months ended March 31, 2023.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Page Number
PART I — FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
Condensed Consolidated Balance Sheets	1
Condensed Consolidated Statements of Operations	2
Condensed Consolidated Statements of Comprehensive Income (Loss) ~~Income~~	3
Condensed Consolidated Statements of Changes in Stockholders’ Equity	4
Condensed Consolidated Statements of Cash Flows	65
Notes to Condensed Consolidated Financial Statements	76
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	2526
Item 3. Quantitative and Qualitative Disclosures About Market Risk	3835
Item 4. Controls and Procedures	3835
PART II — OTHER INFORMATION
Item 1. Legal Proceedings	3936
Item 1A. Risk Factors	3936
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	3936
Item 3. Defaults Upon Senior Securities	3936
Item 4. Mine Safety Disclosures	3936
Item 5. Other Information	4036
Item 6. Exhibits	4036
SIGNATURES	4138
Exhibit 31.1
Exhibit 31.2
Exhibit 32.1

Accounting Standard	Description	Effective Date	Effect on Consolidated Financial Statements or Other Significant Matters
~~Business Combinations~~ Leases (Topic ~~805~~842) In ~~October 2021,~~March 2023, the FASB issued Accounting Standards Update "ASU" No. ~~2021~~2023-08, ~~"Accounting for Contract Assets and Contract Liabilities from Contracts with Customers"~~Common Control Arrangements ("ASU No. ~~2021~~2023-~~08"~~01")	This update amends the accounting for leasehold improvements in common-control arrangements for all entities. The amendment requires ~~an acquirer to recognize and measure contract assets and contract liabilities acquired~~a lessee in a ~~business combination in accordance with Accounting Standards Codification "ASC"~~ ~~606.~~ Atcommon-control lease arrangement to amortize leasehold improvements that it owns over the ~~acquisition date, an acquirer should account for~~improvements’ useful life to the ~~related revenue contracts in accordance with ASC~~ ~~606~~ ~~as if it had originated the contracts. An acquirer should assess how the acquiree applied ASC~~ ~~606~~ to determine what to record for the acquired revenue contracts. If the acquiree prepared financial statements in accordance with GAAP, this should result in an acquirer recognizing and measuring the acquired contract assets and contract liabilities consistent with how they were recognized and measured in the acquiree’s financial statements. In circumstances in which the acquirer is unable to assess or rely on how the acquiree applied ASC ~~606,~~ ~~the acquirer should consider the terms~~common control group, regardless of the ~~acquired contracts, such as timing of payment, identify each performance obligation in~~lease term, if the ~~contracts, and allocate~~lessee continues to control the ~~total transaction price to each identified performance obligation on a relative standalone selling price basis as~~use of the ~~date the acquiree entered into the contracts to determine what should be recorded at the acquisition date.~~underlying asset through a lease.	~~Fiscal~~ASU No.2023-01 is effective for fiscal years beginning after December 15, ~~2022~~2023, ~~with early~~including interim periods within those fiscal years. Early adoption ~~permitted.~~is permitted in any annual or interim period as of the beginning of the related fiscal year.	~~We elected to early adopt ASU~~ ~~No.~~~~2021~~-08 on ~~January 1, 2022~~ ~~on a prospective basis to all business combinations that occurred on or after the date of adoption.~~ The adoption of ~~ASU~~ ~~No.~~~~2021~~-08 ~~did~~this guidance is not expected to have a material impact on our ~~Condensed Consolidated Financial Statements.~~consolidated financial statements.

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

Level 2 -	Assets or liabilities valued based on observable market data for similar instruments.

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

	*Weighted Average Useful Life (in years)*		*Total*
Technology-based		6	$	48.5
Marketing-related		4		2.0
Customer-related		13		118.6
Total intangible assets			$	169.1

	*February 1, 2023*			*December 31, 2022*
Cash and cash equivalents	$	86.3		$	180.2
Accounts receivable, net		187.1			150.8
Prepaid expenses		17.6			17.8
Other current assets		13.8			13.8
Total current assets:		304.8			362.6
Fixed assets, net		165.2			157.1
Operating lease right-of-use assets, net		29.7			29.8
Intangible assets, net		625.9			616.9
Goodwill		2,165.7			2,136.3
Other noncurrent assets		18.9			16.3
Total noncurrent assets		3,005.4			2,956.4
Total assets held for sale:		3,310.2			3,319.0
Net impairment of asset group⁽¹⁾		(227.8	)		(227.8	)
Total assets held for sale, net	$	3,082.4		$	3,091.2

Accounts payable and accrued liabilities	$	77.6		$	68.6
Operating lease liabilities		7.6			6.9
Deferred revenues		207.4			176.6
Income taxes payable		13.6			30.2
Current liabilities held-for-sale:		306.2			282.3
Deferred income tax liabilities		146.2			144.1
Noncurrent lease liabilities		30.0			30.8
Other noncurrent liabilities		2.5			2.7
Noncurrent liabilities held-for-sale		178.7			177.6
Total liabilities held for sale	$	484.9		$	459.9

	*Three Months Ended September 30,*						*Nine Months Ended September 30,*						*Three Months Ended March 31,*
	*2022*			*2021*			*2022*			*2021*			*2023*			*2022*
	(in millions, except for share and per share data)												(in millions, except for share and per share data)
Revenues	$	745.3		$	759.0		$	2,267.1		$	2,232.6		$	651.6		$	643.6
Operating expenses (income):
Cost of revenues (exclusive of items shown separately below)		246.7			265.3			773.3			792.6			216.2			228.7
Selling, general and administrative		125.9			115.1			387.1			346.3			79.0			107.9
Depreciation and amortization of fixed assets		51.7			52.1			151.1			153.9			44.6			40.1
Amortization of intangible assets		36.6			37.6			121.0			133.1			17.7			21.2
Other operating loss (income), net		7.8			—			(353.7	)		—
Other operating income, net														—			(377.1	)
Total operating expenses, net		468.7			470.1			1,078.8			1,425.9			357.5			20.8
Operating income		276.6			288.9			1,188.3			806.7			294.1			622.8
Other income (expense):
Investment income		3.1			0.1			7.4			1.3
Interest expense		(34.5	)		(29.9	)		(97.6	)		(96.8	)
Other expense:
Investment loss and others, net														(1.1	)		(1.9	)
Interest expense, net														(26.4	)		(31.3	)
Total other expense, net		(31.4	)		(29.8	)		(90.2	)		(95.5	)		(27.5	)		(33.2	)
Income before income taxes		245.2			259.1			1,098.1			711.2
Income from continuing operations before income taxes														266.6			589.6
Provision for income taxes		(55.7	)		(54.2	)		(205.0	)		(186.7	)		(72.2	)		(102.6	)
Income from continuing operations														194.4			487.0
(Loss) income from discontinued operations, net of tax expense of $1.1, and $2.4, respectively (Note 7)														(138.0	)		18.8
Net income		189.5			204.9			893.1			524.5			56.4			505.8
Less: Net income attributable to noncontrolling interests		(0.1	)		(3.2	)		(0.3	)		(0.2	)		(0.1	)		(0.1	)
Net income attributable to Verisk	$	189.4		$	201.7		$	892.8		$	524.3		$	56.3		$	505.7
Basic net income per share attributable to Verisk	$	1.21		$	1.25		$	5.63		$	3.24
Diluted net income per share attributable to Verisk	$	1.20		$	1.24		$	5.59		$	3.21
Basic net income per share attributable to Verisk:
Income from continuing operations													$	1.28		$	3.03
(Loss) income from discontinued operations														(0.91	)		0.12
Basic net income per share attributable to Verisk:													$	0.37		$	3.15
Diluted net income per share attributable to Verisk:
Income from continuing operations													$	1.27		$	3.01
(Loss) income from discontinued operations														(0.90	)		0.12
Diluted net income per share attributable to Verisk:													$	0.37		$	3.13
Weighted-average shares outstanding:
Basic		156,940,608			161,366,544			158,531,439			162,005,382			152,032,255			160,680,955
Diluted		157,978,606			162,792,791			159,580,262			163,425,349			152,709,319			161,638,617

Contract Liabilities at December 31, 2021	$	504.8
					Amount
Contract Liabilities at December 31, 2022				$	321.7
Revenue		(2,267.1	)		(651.6	)
Acquisitions		3.4			0.1
Dispositions		(61.0	)
Foreign currency translation adjustment					2.7
Billings		2,381.2			876.6
Contract Liabilities at September 30, 2022	$	561.3
Contract Liabilities at March 31, 2023				$	549.5

	*September 30,*						*March 31,*
	*2022*			*2021*			*2023*			*2022*
Weighted-average remaining lease term - operating leases (in years)		8.5			8.6			8.5			8.4
Weighted-average remaining lease term - finance leases (in years)		1.5			1.7			4.0			1.5
Weighted-average discount rate - operating leases		3.9	%		3.8	%		3.9	%		3.7	%
Weighted-average discount rate - finance leases		2.6	%		3.9	%		3.3	%		3.7	%

	*September 30, 2022*						*March 31, 2023*
Years Ending	*Operating Leases*			*Finance Leases*			*Operating Leases*			*Finance Leases*
2022	$	11.3		$	2.0
2023		44.1			2.0		$	32.7		$	2.9
2024		36.5			0.8			40.4			2.1
2025		33.1			0.2			39.5			1.5
2026		30.2			0.1			36.6			1.1
2027 and thereafter		145.6			—
2027								34.1			1.0
2028 and thereafter								105.1			0.7
Total lease payments		300.8			5.1			288.4			9.3
Less: Amount representing interest		(47.7	)		(0.2	)		(48.4	)		(0.6	)
Present value of total lease payments	$	253.1		$	4.9		$	240.0		$	8.7

	*Opta*		*Infutor*		*Other*		*Total*
Cash and cash equivalents	$	0.4	$	17.0	$	—	$	17.4
Accounts receivable		5.2		10.7		—		15.9
Other current assets		1.3		3.8		0.1		5.2
Fixed assets		1.5		0.9		0.3		2.7
Operating lease right-of-use assets, net		1.0		2.3		—		3.3
Intangible assets		83.4		83.4		2.3		169.1
Goodwill		146.4		140.4		3.0		289.8
Other noncurrent assets		0.1		0.1		—		0.2
Total assets acquired		239.3		258.6		5.7		503.6
Accounts payable and accrued liabilities		4.2		14.5		0.1		18.8
Deferred revenues		0.2		3.1		0.1		3.4
Operating lease liabilities		1.1		3.3		—		4.4
Deferred income tax, net		15.9		—		0.6		16.5
Other noncurrent liabilities		—		—		0.1		0.1
Total liabilities assumed		21.4		20.9		0.9		43.2
Net assets acquired		217.9		237.7		4.8		460.4
Less: Cash acquired		0.4		17.0		—		17.4
Net cash purchase price	$	217.5	$	220.7	$	4.8	$	443.0

	*For the Three Months Ended March 31,*
	*2023*			*2022*
Revenues	$	46.8		$	131.9
Operating expenses:
Cost of revenues (exclusive of items shown separately below)		18.3			51.9
Selling, general and administrative		33.0			27.3
Depreciation and amortization of fixed assets		-			9.5
Amortization of intangible assets		-			23.4
Other operating loss, net		128.4			-
Total operating expenses		179.7			112.1
Operating (loss) income		(132.9	)		19.8
Other income (expense):
Investment (loss) income and others, net		(4.0	)		1.4
(Loss) income from discontinued operations before income taxes		(136.9	)		21.2
Income tax benefit expense		(1.1	)		(2.4	)
(Loss) income from discontinued operations, net of income taxes	$	(138.0	)	$	18.8

	*3E Company Environmental, Ecological and Engineering*			*Verisk Financial Services*			*Total*
Cash and cash equivalents	$	12.7		$	9.3		$	22.0
Accounts receivable, net of allowance for doubtful accounts		24.4			36.2			60.6
Prepaid expenses		3.5			3.2			6.7
Other current assets		0.4			1.0			1.4
Current assets		41.0			49.7			90.7
Fixed assets, net		16.4			3.5			19.9
Operating lease right-of-use assets, net		6.4			1.4			7.8
Intangible assets, net		24.2			5.3			29.5
Goodwill		116.5			473.2			589.7
Other noncurrent assets		4.8			7.0			11.8
Noncurrent assets		168.3			490.4			658.7
Total assets		209.3			540.1			749.4

Accounts payable and accrued liabilities	$	9.6		$	12.9		$	22.5
Deferred revenues		54.1			6.9			61.0
Operating lease liabilities		1.7			3.4			5.1
Income taxes payable		11.9			(1.7	)		10.2
Current liabilities		77.3			21.5			98.8
Deferred income tax liabilities		(0.8	)		8.3			7.5
Operating lease liabilities		6.1			5.1			11.2
Other noncurrent liabilities		2.5			—			2.5
Noncurrent liabilities		7.8			13.4			21.2
Total liabilities		85.1			34.9			120.0
Net assets sold as part of dispositions		124.2			505.2			629.4
Less: Cash sold		12.7			9.3			22.0
Net assets sold as part of dispositions, net of cash sold	$	111.5		$	495.9		$	607.4

	*Insurance*			*Energy and Specialized Markets*			*Financial Services*			*Total*
Goodwill at December 31, 2021	$	1,454.8		$	2,401.0		$	475.4		$	4,331.2
Acquisitions(1)		289.8			—			—			289.8
Purchase accounting reclassifications		(0.5	)		0.7			—			0.2
Dispositions(2)		—			(116.5	)		(473.2	)		(589.7	)
Impairment charge		—			—			(1.7	)		(1.7	)
Foreign currency translation adjustment		(107.8	)		(265.9	)		(0.5	)		(374.2	)
Goodwill at September 30, 2022	$	1,636.3		$	2,019.3		$	—		$	3,655.6

	*Amount*
Goodwill at December 31, 2022	$	1,676.0
Acquisitions(1)		18.3
Purchase accounting reclassifications		(0.1	)
Foreign currency translation adjustment		11.3
Goodwill at March 31, 2023	$	1,705.5

	*Weighted Average Useful Life (in years)*	*Cost*		*Accumulated Amortization*			*Net*		*Weighted Average Useful Life (in years)*	*Cost*		*Accumulated Amortization*			*Net*
September 30, 2022
March 31, 2023
Technology-based	7	$	527.1	$	(362.4	)	$	164.7	8	$	361.5	$	(237.2	)	$	124.3
Marketing-related	15		213.2		(101.9	)		111.3	6		41.9		(36.4	)		5.5
Contract-based	6		5.0		(5.0	)		—	6		5.0		(5.0	)		—
Customer-related	13		879.1		(297.2	)		581.9	13		524.8		(157.4	)		367.4
Database-based	18		369.4		(136.8	)		232.6	8		15.1		(6.4	)		8.7
Total intangible assets	Total intangible assets	$	1,993.8	$	(903.3	)	$	1,090.5	Total intangible assets	$	948.3	$	(442.4	)	$	505.9
December 31, 2021
December 31, 2022
Technology-based	7	$	576.4	$	(403.3	)	$	173.1	8	$	355.1	$	(229.3	)	$	125.8
Marketing-related	15		274.1		(129.6	)		144.5	6		41.3		(35.5	)		5.8
Contract-based	6		5.0		(5.0	)		—	6		5.0		(5.0	)		—
Customer-related	13		1,015.4		(426.5	)		588.9	13		510.7		(146.7	)		364.0
Database-based	18		484.2		(164.8	)		319.4	8		15.0		(5.8	)		9.2
Total intangible assets	Total intangible assets	$	2,355.1	$	(1,129.2	)	$	1,225.9	Total intangible assets	$	927.1	$	(422.3	)	$	504.8

	*Before Tax*			*Tax (Expense) Benefit*			*After Tax*			*Before Tax*			*Tax (Expense) Benefit*			*After Tax*
For the Three Months Ended September 30, 2022
For the Three Months Ended March 31, 2023
Foreign currency translation adjustment attributable to Verisk	$	(233.0	)	$	—		$	(233.0	)	$	59.3		$	—		$	59.3
Foreign currency translation adjustment attributable to noncontrolling interests											(0.7	)		—			(0.7	)
Cumulative translation adjustment recognized upon deconsolidation of the Energy business											700.6			—			700.6
Foreign currency translation adjustment											759.2			—			759.2
Pension and postretirement adjustment before reclassifications											2.5			0.1			2.6
Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses ⁽¹⁾											(1.5	)		(0.4	)		(1.9	)
Pension and postretirement adjustment											1.0			(0.3	)		0.7
Total other comprehensive income										$	760.2		$	(0.3	)	$	759.9
For the Three Months Ended March 31, 2022
Foreign currency translation adjustment										$	(71.0	)	$	—		$	(71.0	)
Foreign currency translation adjustment attributable to noncontrolling interests		(1.2	)		—			(1.2	)		(0.6	)		—			(0.6	)
Foreign currency translation adjustment		(234.2	)		—			(234.2	)		(71.6	)		—			(71.6	)
Pension and postretirement adjustment before reclassifications		1.5			(0.4	)		1.1			1.3			(0.2	)		1.1
Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses ⁽¹⁾		(0.9	)		0.1			(0.8	)		(0.7	)		0.2			(0.5	)
Pension and postretirement adjustment		0.6			(0.3	)		0.3			0.6			—			0.6
Total other comprehensive loss	$	(233.6	)	$	(0.3	)	$	(233.9	)	$	(71.0	)	$	—		$	(71.0	)
For the Three Months Ended September 30, 2021
Foreign currency translation adjustment	$	(80.4	)	$	—		$	(80.4	)
Pension and postretirement adjustment before reclassifications		2.1			(0.6	)		1.5
Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses ⁽¹⁾		(1.1	)		0.3			(0.8	)
Pension and postretirement adjustment		1.0			(0.3	)		0.7
Total other comprehensive loss	$	(79.4	)	$	(0.3	)	$	(79.7	)

	*Stock Option*							*Restricted Stock*					*PSU*
	*Number of Shares*			*Weighted Average Exercise Price*		*Aggregate Intrinsic Value*		*Number of Shares*			*Weighted Average Grant Date Fair Value Per Share*		*Number of Shares*				*Weighted Average Grant Date Fair Value Per Share*
						(in millions)
Outstanding at December 31, 2021		5,067,098		$	115.73	$	572.6		351,504		$	161.33		163,123			$	192.99
Granted		653,175		$	196.67				181,380		$	195.93		111,333			$	168.63
Dividend reinvestment		—		$	—				—		$	—		1,021				N/A
Exercised or lapsed		(1,206,156	)	$	92.22	$	110.0		(197,238	)	$	156.30		(54,927	)		$	174.42
Canceled, expired or forfeited		(224,492	)	$	182.28				(33,177	)	$	181.99		(21,406	)		$	202.55
Outstanding at September 30, 2022		4,289,625		$	131.15	$	168.9		302,469		$	182.89		199,144			$	195.31
Exercisable at September 30, 2022		2,919,198		$	108.37	$	181.4
Exercisable at December 31, 2021		3,173,592		$	89.14	$	443.0
Nonvested at September 30, 2022		1,370,427							302,469					199,144
Expected to vest at September 30, 2022		1,181,072							263,954					153,219		(1)

	*Pension Plan and SERP*						*Postretirement Plan*
	*For the Three Months Ended September 30,*
	*2022*			*2021*			*2022*		*2021*
Interest cost	$	2.5		$	2.7		$	—	$	—
Expected return on plan assets		(4.6	)		(8.2	)	$	—		(0.1	)
Amortization of prior service cost (credit)		—			—		$	—		—
Amortization of net actuarial loss		0.9			1.0		$	—		0.1
Net periodic (benefit) cost	$	(1.2	)	$	(4.5	)	$	—	$	—
Employer contributions, net	$	0.2		$	0.2		$	0.4	$	1.3

	*For the Three Months Ended*
	*September 30, 2022*												*September 30, 2021*
	*Insurance*			*Energy and Specialized Markets*			*Financial Services*			*Total*			*Insurance*			*Energy and Specialized Markets*			*Financial Services*			*Total*
Revenues	$	610.1		$	135.2		$	—		$	745.3		$	557.9		$	165.9		$	35.2		$	759.0
Expenses:
Cost of revenues (exclusive of items shown separately below)		(192.2	)		(54.5	)		—			(246.7	)		(176.9	)		(67.3	)		(21.1	)		(265.3	)
Selling, general and administrative		(89.9	)		(36.0	)		—			(125.9	)		(69.4	)		(38.3	)		(7.4	)		(115.1	)
Other operating loss		—			(6.4	)		(1.4	)		(7.8	)		—			—			—			—
Investment income		1.3			1.8			—			3.1			(0.1	)		0.2			—			0.1
EBITDA	$	329.3		$	40.1		$	(1.4	)		368.0		$	311.5		$	60.5		$	6.7			378.7
Depreciation and amortization of fixed assets											(51.7	)											(52.1	)
Amortization of intangible assets											(36.6	)											(37.6	)
Interest expense											(34.5	)											(29.9	)
Income before income taxes										$	245.2											$	259.1

	*For the Nine Months Ended*																								*For the Three Months Ended*
	*September 30, 2022*												*September 30, 2021*												*March 31, 2023*									*March 31, 2022*
	*Insurance*			*Energy and Specialized Markets*			*Financial Services*			*Total*			*Insurance*			*Energy and Specialized Markets*			*Financial Services*			*Total*			*Insurance*			*Energy and Specialized Markets*			*Total*			*Insurance*			*Energy and Specialized Markets*			*Financial Services*			*Total*
Revenues	$	1,806.5		$	423.0		$	37.6		$	2,267.1		$	1,643.5		$	484.4		$	104.7		$	2,232.6		$	651.6		$	—		$	651.6		$	586.4		$	22.4		$	34.8		$	643.6
Expenses:
Cost of revenues (exclusive of items shown separately below)		(576.7	)		(173.0	)		(23.6	)		(773.3	)		(522.9	)		(199.5	)		(70.2	)		(792.6	)		(216.2	)		—			(216.2	)		(193.8	)		(13.3	)		(21.6	)		(228.7	)
Selling, general and administrative		(266.8	)		(113.1	)		(7.2	)		(387.1	)		(210.8	)		(113.1	)		(22.4	)		(346.3	)		(79.0	)		—			(79.0	)		(90.0	)		(10.6	)		(7.3	)		(107.9	)
Other operating income		—			447.0			(93.3	)		353.7			—			—			—			—
Investment income		2.5			5.2			(0.3	)		7.4			1.4			—			(0.1	)		1.3
Other operating income, net																										—			—			—			—			450.8			(73.7	)		377.1
Investment loss and others, net																										(1.1	)		—			(1.1	)		(1.1	)		(0.8	)		—			(1.9	)
EBITDA from discontinued operations of the Energy business																										—			(136.9	)		(136.9	)		—			54.1			—			54.1
EBITDA	$	965.5		$	589.1		$	(86.8	)		1,467.8		$	911.2		$	171.8		$	12.0			1,095.0		$	355.3		$	(136.9	)		218.4		$	301.5		$	502.6		$	(67.8	)		736.3
EBITDA from discontinued operations of the Energy business																																136.9												(54.1	)
Depreciation and amortization of fixed assets											(151.1	)											(153.9	)								(44.6	)											(40.1	)
Amortization of intangible assets											(121.0	)											(133.1	)								(17.7	)											(21.2	)
Interest expense											(97.6	)											(96.8	)								(26.4	)											(31.3	)
Income before income taxes										$	1,098.1											$	711.2								$	266.6											$	589.6

	Three Months Ended September 30,				Percentage			Percentage change excluding			Three Months Ended March 31,				Percentage			Percentage change excluding
	2022		2021		change			recent acquisitions and dispositions			2023		2022		change			recent acquisitions and dispositions
	(in millions)										(in millions)
Insurance	$	610.1		557.9		9.4	%		4.4	%	$	651.6	$	586.4		11.1	%		9.1	%
Energy and Specialized Markets		135.2		165.9		(18.5	)%		(1.4	)%		—		22.4		(100.0	)%		—	%
Financial Services		—		35.2		(100.0	)%		—	%		—		34.8		(100.0	)%		—	%
Total Revenues	$	745.3	$	759.0		(1.8	)%		3.2	%	$	651.6	$	643.6		1.2	%		9.1	%

	Nine Months Ended September 30,				Percentage			Percentage change excluding
	2022		2021		change			recent acquisitions and dispositions
	(in millions)
Insurance	$	1,806.5		1,643.5		9.9	%		5.3	%
Energy and Specialized Markets		423.0		484.4		(12.7	)%		(0.9	)%
Financial Services		37.6		104.7		(64.1	)%		—	%
Total Revenues	$	2,267.1	$	2,232.6		1.5	%		4.1	%

	Three Months Ended March 31,				Percentage change			Percentage change excluding recent acquisitions
	2023		2022
	(in millions)
Underwriting & rating	$	460.5	$	416.0		10.7	%		8.4	%
Claims		191.1		170.4		12.1	%		10.7	%
Total Insurance	$	651.6	$	586.4		11.1	%		9.1	%

Period	Total Number of Shares Purchased			Average Price Paid per Share			Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
									(in millions)
July 1, 2022 through July 31, 2022		1,386,562	(1)	$	173.09	(1)		1,386,562	$	407.5
August 1, 2022 through August 31, 2022		—		$	—			—	$	407.5
September 1, 2022 through September 30, 2022		217,024	(1)	$	187.08	(1)		217,024	$	407.5
		1,603,586	(1)	$	187.08	(1)		1,603,586

Exhibit Number		Description
10.1		Form of Confirmation – Fixed Dollar Accelerated Share Repurchase Transaction, incorporated herein by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated March 7, 2023.
10.2		Fifth Amendment to Second Amended and Restated ~~Loan~~Credit Agreement dated ~~September 9, 2022~~as of April 5, 2023 among Verisk Analytics, Inc., as borrower, the lenders party thereto, and Bank of America, N.A., as ~~the initial lender and~~ administrative agent, ~~(incorporated~~incorporated herein by reference to Exhibit 10.1 ofto the ~~Registrant's~~Company’s Current Report on Form 8-K ~~filed on September 15, 2022).~~dated April 5, 2023.
~~10.2~~10.3		~~Equity Purchase Agreement,~~Third Supplemental Indenture, dated ~~as of October 28, 2022, by and~~March 7, 2023, between Verisk Analytics, Inc. and ~~Planet Jersey Buyer Ltd (incorporated~~Computershare Trust Company, N.A. as successor to Wells Fargo Bank, N.A., as Trustee, incorporated herein by reference to Exhibit ~~10.1 of~~4.1 to the ~~Registrant's~~Company's Current Report ~~filed~~ on ~~October 31, 2022)~~Form 8-K dated March 7, 2023.
31.1		Certification of the Chief Executive Officer of Verisk Analytics, Inc. pursuant to Rule 13a-14 under the Securities Exchange Act of 1934.*
31.2		Certification of the Chief Financial Officer of Verisk Analytics, Inc. pursuant to Rule 13a-14 under the Securities Exchange Act of 1934.*
32.1		Certification of the Chief Executive Officer and Chief Financial Officer of Verisk Analytics, Inc. pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of Sarbanes-Oxley Act of 2002.*
101.INS		Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.*
101.SCH		Inline XBRL Taxonomy Extension Schema.*
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase.*
101.DEF		Inline XBRL Taxonomy Definition Linkbase.*
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase.*
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase.*
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).*

	Verisk Analytics, Inc.
	(Registrant)



Date: ~~November 1, 2022~~May 3, 2023	By:	/s/ Elizabeth D. Mann
		Elizabeth D. Mann
		Chief Financial Officer
		(Principal Financial Officer and Duly Authorized Officer)

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth company