SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

For the quarterly period ended ~~September 30, 2015~~March 31, 2016

For the transition period from to



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)

(Registrant’s telephone number, including area code)

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 ý No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yes ý 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” and “smaller reporting company” in Rule 12b-2 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 ý

As of ~~October 23, 2015,~~April 29, 2016, there were ~~169,428,352~~168,166,371 shares outstanding of the registrant's Common Stock, par value $.001.

Item 1. Financial Statements

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

As of ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014~~2015

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

~~Table of Contents~~

VERISK ANALYTICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

For The Three ~~and Nine~~ Months Ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
	2015			2014			2015			2014			2016			2015
	(In thousands, except for share and per share data)												(In thousands, except for share and per share data)
Revenues	$	550,401		$	448,665		$	1,507,448		$	1,281,862		$	492,701		$	384,293
Expenses:
Cost of revenues (exclusive of items shown separately below)		210,167			180,873			589,579			523,016			173,277			133,784
Selling, general and administrative		79,310			56,164			228,908			170,372			71,037			49,714
Depreciation and amortization of fixed assets		33,501			21,951			86,571			62,455			31,887			19,388
Amortization of intangible assets		18,543			14,187			61,496			42,620			23,871			7,455
Total expenses		341,521			273,175			966,554			798,463			300,072			210,341
Operating income		208,880			175,490			540,894			483,399			192,629			173,952
Other income (expense):
Investment income and others, net		17,912			(285	)		17,153			(76	)
Gain on derivative instruments		—			—			85,187			—
Investment income (loss) and others, net														44			(502	)
Interest expense		(33,003	)		(17,498	)		(88,927	)		(52,396	)		(32,032	)		(18,262	)
Total other (expense) income, net		(15,091	)		(17,783	)		13,413			(52,472	)
Income before income taxes		193,789			157,707			554,307			430,927
Total other expense, net														(31,988	)		(18,764	)
Income from continuing operations before income taxes														160,641			155,188
Provision for income taxes		(61,975	)		(58,692	)		(160,487	)		(159,372	)		(50,911	)		(58,815	)
Income from continuing operations		131,814			99,015			393,820			271,555			109,730			96,373
Income from discontinued operations, net of tax of $0 and $23,365, for the three and nine months ended September 30, 2014, respectively (Note 6)		—			—			—			31,117
Discontinued operations (Note 6)
Income from discontinued operations														1,780			4,304
Provision for income taxes from discontinued operations														(18,871	)		(1,991	)
(Loss) income from discontinued operations														(17,091	)		2,313
Net income	$	131,814		$	99,015		$	393,820		$	302,672		$	92,639		$	98,686
Basic net income per share:
Income from continuing operations	$	0.78		$	0.60		$	2.41		$	1.63		$	0.65		$	0.61
Income from discontinued operations		—			—			—			0.19
(Loss) income from discontinued operations														(0.10	)		0.01
Basic net income per share	$	0.78		$	0.60		$	2.41		$	1.82		$	0.55		$	0.62
Diluted net income per share:
Income from continuing operations	$	0.77		$	0.58		$	2.36		$	1.60		$	0.64		$	0.60
Income from discontinued operations		—			—			—			0.18
(Loss) income from discontinued operations														(0.10	)		0.01
Diluted net income per share	$	0.77		$	0.58		$	2.36		$	1.78		$	0.54		$	0.61
Weighted average shares outstanding:
Basic		168,739,437			166,187,540			163,656,387			166,504,384			168,453,750			158,087,919
Diluted		172,171,337			169,522,448			167,079,550			169,815,867			171,480,884			161,481,213

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

~~Table of Contents~~

VERISK ANALYTICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

For The Three ~~and Nine~~ Months Ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015


	Three Months Ended September 30,						Nine Months Ended September 30,						Three Months Ended March 31,
	2015			2014			2015			2014			2016			2015
	(In thousands)												(In thousands)
Net income	$	131,814		$	99,015		$	393,820		$	302,672		$	92,639		$	98,686
Other comprehensive income, net of tax:
Foreign currency translation adjustment		(95,843	)		(547	)		(100,272	)		213			(75,343	)		(220	)
Unrealized holding (loss) gain on available-for-sale securities		(22	)		(40	)		47			(3	)
Unrealized holding gain on available-for-sale securities														111			62
Pension and postretirement liability adjustment		321			103			1,322			417			507			614
Total other comprehensive (loss) income		(95,544	)		(484	)		(98,903	)		627			(74,725	)		456
Comprehensive income	$	36,270		$	98,531		$	294,917		$	303,299		$	17,914		$	99,142

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

~~Table of Contents~~

VERISK ANALYTICS, INC.

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

For The Year Ended December 31, ~~2014~~2015 and The ~~Nine~~Three Months Ended ~~September 30, 2015~~March 31, 2016

Common Stock
Issued

Par
Value

Unearned
KSOP
Contributions

Additional
Paid-in
Capital

Treasury
Stock

Retained
Earnings

Accumulated
Other Comprehensive
Losses

Total
Stockholders’
Equity
(In thousands, except for share data)
Balance, December 31, 2013 544,003,038
$ 137
$ (306 ) $ 1,202,106
$ (1,864,967 ) $ 1,254,107
$ (43,488 ) $ 547,589
Net income —
—
—
—
—
400,042
—
400,042
Other comprehensive income —
—
—
—
—
—
(37,026 ) (37,026 )
Treasury stock acquired (10,802,087 shares) —
—
—
(100,000 ) (675,446 ) —
—
(775,446 )
KSOP shares earned —
—
145
15,206
—
—
—
15,351
Stock options exercised, including tax benefit of $15,438
(1,091,746 shares reissued from treasury stock) —
—
—
34,011
5,781
—
—
39,792
Restricted stock lapsed, including tax benefit of $550
(134,713 shares reissued from treasury stock) —
—
—
(148 ) 698
—
—
550
Employee stock purchase plan (26,953 shares reissued
from treasury stock) —
—
—
1,414
149
—
—
1,563
Stock based compensation —
—
—
20,011
—
—
—
20,011
Net share settlement from restricted stock awards (27,159
shares withheld for tax settlement) —
—
—
(1,625 ) —
—
—
(1,625 )
Other stock issuances (3,975 shares reissued from treasury
stock) —
—
—
221
21
—
—
242
Balance, December 31, 2014 544,003,038
137
(161 ) 1,171,196
(2,533,764 ) 1,654,149
(80,514 ) 211,043
Net income —
—
—
—
—
393,820
—
393,820
Other comprehensive income —
—
—
—
—
—
(98,903 ) (98,903 )
Treasury stock acquired (809,021 shares) —
—
—
100,000
(100,000 ) —
—
—
KSOP shares earned —
—
161
10,414
—
—
—
10,575
Shares issued from equity offering (10,604,000 shares
reissued from treasury stock) —
—
—
651,258
69,590
—
—
720,848
Stock options exercised, including tax benefit of $17,062
(1,201,112 shares reissued from treasury stock) —
—
—
40,308
8,055
—
—
48,363
Restricted stock lapsed, including tax benefit of $1,163
(170,670 shares reissued from treasury stock) —
—
—
2,388
1,125
—
—
3,513
Employee stock purchase plan (18,171 shares reissued
from treasury stock) —
—
—
1,134
122
—
—
1,256
Stock based compensation —
—
—
25,045
—
—
—
25,045
Net share settlement of restricted stock awards (32,882
shares withheld for tax settlement) —
—
—
(2,350 ) —
—
—
(2,350 )
Other stock issuances (5,844 shares reissued from treasury
stock) —
—
—
386
40
—
—
426
Balance, September 30, 2015 544,003,038
$ 137
$ —
$ 1,999,779
$ (2,554,832 ) $ 2,047,969
$ (179,417 ) $ 1,313,636



	Common Stock Issued	Par Value		Unearned KSOP Contributions			Additional Paid-in Capital			Treasury Stock			Retained Earnings		Accumulated Other Comprehensive Losses			Total Stockholders’ Equity
	(In thousands, except for share data)
Balance, January 1, 2015	544,003,038	$	137	$	(161	)	$	1,171,196		$	(2,533,764	)	$	1,654,149	$	(80,514	)	$	211,043
Net income	—		—		—			—			—			507,577		—			507,577
Other comprehensive income	—		—		—			—			—			—		(161,538	)		(161,538	)
Treasury stock acquired (1,088,474 shares)	—		—		—			100,000			(120,456	)		—		—			(20,456	)
KSOP shares earned (47,686 shares reissued from treasury stock)	—		—		161			13,588			327			—		—			14,076
Shares issued from equity offering (10,604,000 shares reissued from treasury stock)	—		—		—			651,258			69,590			—		—			720,848
Stock options exercised, including tax benefit of $27,992 (1,739,847 shares reissued from treasury stock)	—		—		—			57,503			11,730			—		—			69,233
Restricted stock lapsed, including tax benefit of $1,238 (177,252 shares reissued from treasury stock)	—		—		—			68			1,170			—		—			1,238
Employee stock purchase plan (25,599 shares reissued from treasury stock)	—		—		—			1,625			173			—		—			1,798
Stock based compensation	—		—		—			30,116			—			—		—			30,116
Net share settlement from restricted stock awards (32,882 shares withheld for tax settlement)	—		—		—			(2,350	)		—			—		—			(2,350	)
Other stock issuances (5,844 shares reissued from treasury stock)	—		—		—			386			40			—		—			426
Balance, December 31, 2015	544,003,038		137		—			2,023,390			(2,571,190	)		2,161,726		(242,052	)		1,372,011
Net income	—		—		—			—			—			92,639		—			92,639
Other comprehensive income	—		—		—			—			—			—		(74,725	)		(74,725	)
Treasury stock acquired (1,663,095 shares)	—		—		—			—			(116,363	)		—		—			(116,363	)
KSOP shares issued (54,874 shares reissued from treasury stock)	—		—		—			3,894			392			—		—			4,286
Stock options exercised, including tax benefit of $1,691 (140,440 shares reissued from treasury stock)	—		—		—			5,384			994			—		—			6,378
Restricted stock lapsed, including tax benefit of $2 (1,638 shares reissued from treasury stock)	—		—		—			(23	)		12			—		—			(11	)
Employee stock purchase plan (9,257 shares reissued from treasury stock)	—		—		—			637			66			—		—			703
Stock based compensation	—		—		—			5,547			—			—		—			5,547
Other stock issuances (11,968 shares reissued from treasury stock)	—		—		—			(82	)		82			—		—			—
Balance, March 31, 2016	544,003,038	$	137	$	—		$	2,038,747		$	(2,686,007	)	$	2,254,365	$	(316,777	)	$	1,290,465

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

~~Table of Contents~~

VERISK ANALYTICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

For The ~~Nine~~Three Months Ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015


	2015			2014			2016			2015
	(In thousands)						(In thousands)
Cash flows from operating activities:
Net income	$	393,820		$	302,672		$	92,639		$	98,686
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization of fixed assets		86,571			63,450			38,874			24,442
Amortization of intangible assets		61,496			42,731			29,775			14,141
Amortization of debt issuance costs and original issue discount		11,770			1,989			1,128			1,195
Allowance for doubtful accounts		1,151			953			518			125
KSOP compensation expense		10,575			11,613			4,286			3,821
Stock based compensation		25,471			16,323			5,547			4,224
Gain on derivative instruments		(85,187	)		—
Gain on sale of discontinued operations		—			(65,410	)
Realized loss (gain) on available-for-sale securities, net		19			(122	)
Gain on exercise of common stock warrants		(15,602	)		—
Realized loss on available-for-sale securities, net								190			6
Deferred income taxes		1,498			(3,348	)		17,807			506
(Gain) loss on disposal of fixed assets		(2	)		510			(93	)		15
Excess tax benefits from exercised stock options and restricted stock awards		(18,214	)		(16,665	)
Changes in assets and liabilities, net of effects from acquisitions:
Accounts receivable		39,651			(23,530	)		(34,016	)		(6,094	)
Prepaid expenses and other assets		2,662			(12,102	)		4,088			2,861
Income taxes		44,716			45,369			49,613			56,951
Accounts payable and accrued liabilities		(1,175	)		(2,164	)		(46,156	)		(33,169	)
Fees received in advance		(30,772	)		26,651
Deferred revenues								146,477			106,935
Pension and postretirement benefits		(10,552	)		(9,763	)		(2,580	)		(3,264	)
Other liabilities		2,148			(522	)		(4,218	)		(391	)
Net cash provided by operating activities		520,044			378,635			303,879			270,990
Cash flows from investing activities:
Acquisitions, net of cash acquired of $35,398 and $0, respectively		(2,811,759	)		(4,001	)
Acquisitions, net of cash acquired of $0 and $232, respectively								—			(405	)
Purchase of non-controlling interest in non-public companies		(101	)		(5,000	)		—			(101	)
Sale of non-controlling equity investments in non-public companies		101			—
Proceeds from sale of discontinued operations		—			151,170
Escrow funding associated with acquisition		(78,694	)		—
Proceeds from the settlement of derivative instruments		85,187			—
Capital expenditures		(105,765	)		(102,992	)		(30,763	)		(24,760	)
Purchases of available-for-sale securities		(54	)		(83	)		(3	)		(8	)
Proceeds from sales and maturities of available-for-sale securities		281			381			96			49
Cash received from exercise of common stock warrants		15,602			—
Net cash (used in) provided by investing activities		(2,895,202	)		39,475
Other investing activities, net								(620	)		—
Net cash used in investing activities								(31,290	)		(25,225	)
Cash flows from financing activities:
Proceeds from issuance of long-term debt, net of original issue discount		1,243,966			—
Repayment of short-term debt, net		(90,000	)		—
Proceeds from issuance of short-term debt with original maturities greater than three months		830,000			—
Repayment of current portion of long-term debt		(170,000	)		—
Repayment of long-term debt		(50,000	)		—
Repayments of short-term debt, net								(165,000	)		(130,000	)
Payment of debt issuance costs		(23,942	)		—			—			(9,100	)
Repurchases of common stock		—			(183,093	)		(116,363	)		—
Excess tax benefits from exercised stock options and restricted stock awards		18,214			16,665
Proceeds from stock options exercised		31,283			20,855			4,727			8,336
Proceeds from issuance of stock as part of a public offering		720,848			—
Net share settlement of restricted stock awards		(2,350	)		(1,613	)
Other financing activities, net		(4,784	)		(4,448	)		(1,169	)		(1,293	)
Net cash provided by (used in) financing activities		2,503,235			(151,634	)
Net cash used in financing activities								(277,805	)		(132,057	)
Effect of exchange rate changes		1,389			213			(1,314	)		(220	)
Increase in cash and cash equivalents		129,466			266,689
(Decrease) increase in cash and cash equivalents								(6,530	)		113,488
Cash and cash equivalents, beginning of period		39,359			165,801			138,348			39,359
Cash and cash equivalents, end of period	$	168,825		$	432,490		$	131,818		$	152,847
Supplemental disclosures:
Taxes paid	$	111,867		$	140,462		$	2,780		$	3,258
Interest paid	$	56,583		$	50,567		$	17,517		$	17,328
Noncash investing and financing activities:
Repurchases of common stock included in accounts payable and accrued liabilities	$	—		$	4,878
Tenant improvement included in other liabilities	$	1,168		$	8,856		$	34		$	—
Capital lease obligations	$	1,158		$	4,682		$	347		$	416
Capital expenditures included in accounts payable and accrued liabilities	$	605		$	1,662		$	1,681		$	856

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

~~Table of Contents~~

VERISK ANALYTICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

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

1. Organization:

Verisk Analytics, Inc. and its consolidated subsidiaries (“Verisk” or the “Company”) enable risk-bearing businesses to better understand and manage their risks. The Company provides its customers proprietary data that, combined with analytic methods, create embedded decision support solutions. The Company is one of the largest aggregators and providers of data pertaining to property and casualty (“P&C”) insurance risks in the United States of America (“U.S.”). The Company offers predictive analytics and decision support solutions ~~for detecting fraud~~to customers in ~~the U.S. P&C insurance, financial, healthcare,~~rating, underwriting, claims, catastrophe and weather risk, global ~~energy industries~~risk analytics, natural resources intelligence, economic forecasting, and sophisticated methods to predict and quantify loss in diverse contexts ranging from natural catastrophes to supply chain to health insurance. The Company provides solutions, including data, statistical models or tailored analytics, all designed to allow clients to make more logical decisions.many other fields.

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

2. Basis of Presentation and Summary of Significant Accounting Policies:

The 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, the realization of deferred tax assets, fair value of stock based compensation, assets and liabilities for pension and postretirement benefits, and the estimate for the allowance for doubtful accounts. Actual results may ultimately differ from those estimates. ~~The~~Certain reclassifications have been made related to the debt disclosure within the condensed consolidated financial statements and the notes to conform to the respective 2016 presentation in connection with the adoption of Accounting Standards Update ("ASU") 2015-03, Simplifying the Presentation of Debt Issuance Costs ("ASU No. 2015-03"). As of March 31, 2016, the Company's healthcare business qualified as assets held-for-sale. Accordingly, the respective assets and liabilities have been classified as held-for-sale in the condensed consolidated balance sheet at March 31, 2016 and December 31, 2015. In addition, the results of operations for the Company's ~~mortgage services~~healthcare business are reported as a discontinued operation for the ~~period~~periods presented herein (See Note 6).

On May 19, 2015, the Company acquired Wood Mackenzie Limited (“Wood Mackenzie”) and has consolidated its financial statements into the Company's condensed consolidated financial statements as of that date. The preliminarily estimated fair values of the tangible and intangible assets acquired and liabilities assumed in connection with the purchase of Wood Mackenzie have been recognized in the accompanying condensed consolidated balance sheets at September 30, 2015 based upon their preliminarily estimated fair values at May 19, 2015. The excess of the purchase price over the preliminary fair values of the net tangible and intangible assets was recorded as goodwill. The preliminary fair values recorded were based upon estimates and assumptions used in the Company’s historical valuation methodology. These estimates and assumptions are subject to change during the measurement period (up to one year from the acquisition date) and may have a significant impact on the consolidated financial statements (See Note 5 for further information).

The condensed consolidated financial statements as of ~~September 30, 2015~~March 31, 2016 and for the three ~~and nine~~ months ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015, in the opinion of management, include all adjustments, consisting of normal recurring items, to present fairly the Company’s financial position, results of operations and cash flows. The operating results for the three ~~and nine~~ months ended ~~September 30, 2015~~March 31, 2016 are not necessarily indicative of the results to be expected for the full year. The condensed consolidated financial statements and related notes for the three ~~and nine~~ months ended ~~September 30, 2015~~March 31, 2016 have been prepared on the same basis as and should be read in conjunction with the annual report on Form 10-K for the year ended December 31, ~~2014~~2015. 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 Securities and Exchange Commission (“SEC”). The Company believes the disclosures made are adequate to keep the information presented from being misleading.

Recent Accounting Pronouncements

In April 2015, the Financial Accounting ~~Standard~~Standards Board ("FASB") issued Accounting Standards Update ("ASU") ~~2015-03,~~ ~~Simplifying the Presentation of Debt Issuance Costs~~ ~~("ASU~~ No. ~~2015-03").~~2015-03. The amendments in this update require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ~~ASU No. 2015-03 is effective for fiscal years beginning after December 15,~~

~~Table of Contents~~

~~2015, and interim periods within those fiscal years. Early adoption is permitted.~~ The Company ~~has elected not~~adopted the guidance on January 1, 2016 and as a result, debt issuance costs of $22,275 were reclassified from "Other assets" to ~~early adopt and will conform with ASU No. 2015-03 in~~"Long-term debt" on the Company's condensed consolidated ~~financial statements in future periods.~~balance sheet as of December 31, 2015.

In April 2015, the FASB issued ASU No. 2015-05, Customer's Accounting for Fees Paid in a Cloud Computing Arrangement(" ("ASU No. 2015-05"). This guidance is intended to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement, primarily to determine whether the arrangement includes a sale or license of software. ASU No. 2015-05 is effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. The

Company adopted the guidance during the three months ended March 31, 2016. The adoption of ASU No. 2015-05 did not have a material impact on the Company's condensed consolidated financial statements.

In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities (“ASU No. 2016-01”). The amendments in this update require all equity investments to be measured at fair value with changes in the fair value recognized through net income (other than those accounted for under equity method of accounting or those that result in consolidation of the investee). The amendments allow equity investments that do not have readily determinable fair values to be remeasured at fair value either upon occurrence of an observable price change or upon identification of an impairment. The amendments in ASU No. 2016-01 are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. For amendments applicable to the Company, early adoption is not permitted. The Company will conform to ASC No. 2016-01 in the condensed consolidated financial statements in future periods.

In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU No. 2016-02"). This ASU amends the existing accounting considerations and treatments for leases through the creation of Topic 842, Leases, to increase transparency and comparability among organizations by requiring the recognition of lease assets and lease liabilities on the balance sheet and disclosing key information about lease arrangements. The amendments in ASU No. 2016-02 are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application of the amendments is permitted for all entities. The Company has decided not to early adopt ASU No. 2016-02 and is currently evaluating the impact the amendments may have on its condensed consolidated financial statements.

In March 2016, the FASB issued ASU No. 2016-07, Equity Method and Joint Ventures (“ASU No. 2016-07”). The amendments in the update eliminate the requirement that an entity retroactively adopt the equity method of accounting if an investment qualifies for use of the equity method as a result of an increase in the level of ownership or degree of influence. The amendments require that the equity method investor add the cost of acquiring the additional interest in the investee to the current basis of the investor’s previously held interest and adopt the equity method of account as of the date the investment becomes qualified for equity method accounting. The amendments in ASU No. 2016-07 are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. Early adoption is permitted. The Company has not elected ~~not~~ to early adopt. The adoption of ASU No. ~~2015-05~~2016-07 is not expected to have a material impact on the ~~Company's~~Company’s condensed consolidated financial statements.

In ~~August 2015,~~March 2016, the FASB issued ASU ~~2015-14,~~No. 2016-08, ~~Revenue from Contracts with Customers - Deferral of the Effective Date~~Principal Versus Agent Considerations ("(“ASU No. ~~2015-14"~~2016-08”). The amendments into this update ~~defer~~are intended to improve the ~~effective date~~operability and understandability of ~~ASU No. 2014-09,~~ ~~Revenue from Contracts with Customers~~ ~~("ASU No. 2015-09"), for all entities by one year. Public business entities will apply~~ the implementation guidance on principal versus agent considerations. The amendments in ASU No. ~~2015-09~~2016-08 are effective for annual reporting periods beginning after December 15, ~~2017.~~2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is currently evaluating ASU No. ~~2015-09~~2016-08 and has not determined the impact this standard may have on its financial statements nor decided upon the method of adoption.

In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting (“ASU No. 2016-09”). The objective of this update is to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The amendments in ASU No. 2016-09 are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for any entity in any interim or annual period. The Company has not elected to early adopt. The Company is currently evaluating ASU No. 2016-09 and has not determined the impact this amendment may have on its financial statements.

In April 2016, the FASB issued ASU No. 2016-10, Identifying Performance Obligations and Licensing (“ASU No. 2016-10”). The amendments in this update clarify the following two aspects of Accounting Standards Codification ("ASC") 606, Revenue From Contracts With Customers: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. The amendments in ASU No. 2016-10 are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is currently evaluating ASU No. 2016-10 and has not determined the impact this standard may have on its financial statements nor decided upon the method of adoption.

~~In August 2015, the FASB issued ASU No. 2015-15,~~ ~~Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements~~ ~~("ASU No. 2015-15"). ASU No. 2015-15 clarifies that ASU No. 2015-03,~~ ~~Simplifying the Presentation of Debt Issuance Costs~~, does not address the presentation or subsequent measurement of debt issuance costs related to line-of-credit arrangements. As a results, an entity may present debt issuance costs related to line-of-credit arrangements as an asset instead of as a direct deduction from the carrying amount of the debt. The Company has elected not to early adopt ASU No. 2015-15.

~~In September 2015, the FASB issued ASU No. 2015-16,~~ ~~Simplifying the Accounting for Measurement-Period Adjustments~~ ("ASU No. 2015-16"). ASU No. 2015-16 requires, for business combinations, that the acquirer record, in the same period's financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. ASU No. 2015-16 is effective for fiscal years beginning after December 15, 2015. Early adoption is permitted for reporting periods for which financial statements have not been issued. The Company has elected to early adopt ASU No. 2015-16 on a prospective basis (see Note 5).

3. Investments:

Available-for-sale securities consisted of the following:


	Adjusted Cost		Gross Unrealized Loss			Fair Value		Adjusted Cost		Gross Unrealized Gain (Loss)			Fair Value
September 30, 2015
March 31, 2016
Registered investment companies	$	3,799	$	(169	)	$	3,630	$	3,339	$	133		$	3,472
December 31, 2014
December 31, 2015
Registered investment companies	$	4,045	$	(244	)	$	3,801	$	3,622	$	(46	)	$	3,576

In addition to the available-for-sale securities above, the Company has equity investments in non-public companies in which the Company acquired non-controlling interests and for which no readily determinable market value exists. These securities were accounted for under the cost method in accordance with ASC 323-10-25, The Equity Method of Accounting for Investments in Common Stock. At ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014~~2015, the carrying value of such securities was $8,487, and has been included in “Other assets” in the accompanying condensed consolidated balance sheets.

~~Table of Contents~~

4. Fair Value Measurements:

Certain assets and liabilities of the Company are reported at fair value in the accompanying condensed consolidated balance sheets. To increase consistency and comparability of assets and liabilities recorded at fair value, 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, the Company applied the following fair value hierarchy:



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

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

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.

The fair values of cash and cash equivalents (other than money-market funds which are recorded on a reported net asset value basis disclosed below), accounts receivable, accounts payable and accrued liabilities, fees received in advance, and short-term debt approximate their carrying amounts because of the short-term nature of these instruments.

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

Total
Quoted Prices
in Active Markets
for Identical
Assets (Level 1)

Significant Other
Observable
Inputs (Level 2)
September 30, 2015
Registered investment companies (1) $ 3,630
$ 3,630
$ —
December 31, 2014
Cash equivalents - money-market funds $ 3,707
$ —
$ 3,707
Registered investment companies (1) $ 3,801
$ 3,801
$ —



	Quoted Prices in Active Markets for Identical Assets (Level 1)
March 31, 2016
Registered investment companies (1)	$	3,472
December 31, 2015
Registered investment companies (1)	$	3,576

______________________

(1) Registered investment companies are classified as available-for-sale securities and are valued using quoted prices in active markets multiplied by the number of shares owned.

The Company has not elected to carry its long-term debt at fair value. The carrying value of the long-term debt represents amortized cost. The Company assesses the fair value of its long-term debt based on quoted market prices if available, and if not, an estimate of interest rates available to the Company for debt with similar features, the Company’s current credit rating and spreads applicable to the Company. The fair value of the long-term debt would be a Level 2 liability if the long-term debt was measured at fair value on the condensed consolidated balance sheets. The following table summarizes the carrying value and estimated fair value of the long-term debt as of ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014~~2015, respectively:


	2015				2014				2016				2015
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Financial instrument not carried at fair value:
Long-term debt excluding capitalized leases	$	2,290,552	$	2,356,699	$	1,265,848	$	1,371,213	$	2,274,955	$	2,390,542	$	2,274,144	$	2,328,134

2015 ~~Acquisition~~Acquisitions

On May 19, 2015, the Company acquired 100 percent of the stock of Wood Mackenzie Limited ("Wood Mackenzie") for a net cash purchase price of $2,889,629, including $78,694 of an indemnity escrow, which the Company financed through a combination of debt and equity offerings, borrowings under the Company's ~~new~~ credit facility, and cash on hand. Due to the fact that a portion of the purchase price was funded in pounds sterling and the remainder in U.S. dollars, the Company entered into a foreign currency hedging instrument to purchase pounds sterling. The Company recorded a gain ~~within "Gain on derivative instruments" in the accompanying~~

~~consolidated statements of operations and received proceeds~~ on the hedge of ~~$85,187. These~~$85,187 for the year ended December 31, 2015. The proceeds from the gain were utilized to partially fund the acquisition of Wood Mackenzie. Wood Mackenzie is a global provider of data analytics and commercial intelligence for the energy, chemicals, metals and mining verticals. This acquisition advances the Company’s strategy to expand internationally and positions the Company in the global energy market. Wood Mackenzie is included in the energy and specialized markets vertical, formerly named the specialized markets vertical, of the Decision Analytics segment.

~~The preliminary purchase price allocation of the Wood Mackenzie acquisition resulted in the following:~~

Cash and cash equivalents $ 35,398
Accounts receivable 82,786
Current assets 85,592
Fixed assets 66,884
Intangible assets 1,111,951
Goodwill and other 1,983,276
Other assets 2,007
Total assets acquired 3,367,894
Current liabilities (91,390 )
Fees received in advance (142,457 )
Deferred income taxes, net (201,904 )
Other liabilities (7,116 )
Total liabilities assumed (442,867 )
Net assets acquired 2,925,027
Cash acquired (35,398 )
Net cash purchase price $ 2,889,629

The preliminary allocations of the purchase price above are subject to revisions as additional information is obtained about the facts and circumstances that existed as of the acquisition date. The revisions may have a significant impact on the consolidated financial statements. During the three months ended September 30,On November 6, 2015, the Company ~~revised the estimated valuation of intangible assets and preliminary allocation~~acquired 100 percent of the ~~purchase price for the Wood Mackenzie acquisition,~~stock of Infield Systems Limited ("Infield"). Infield is a provider of business intelligence, analysis, and recorded a decrease to intangible assets of $182,993, a decrease in deferred tax liabilities of $57,072, an increase in other items of $258, and an increase to goodwill of $126,179. These adjustments have been reflected in the above preliminary allocations of the purchase price. As a result of these adjustments, the Company also recorded a decrease of $8,067research to the amortization of intangible assets that would have impacted the second quarter of 2015. The impact of all adjustments have been reflected in the condensed consolidated financial statements as of September 30, 2015oil, gas, and for the three and nine months ended September 30, 2015. The allocations of the purchase price will be finalized once all information is obtained, but not to exceed one year from the acquisition date. The primary areas of the purchase price allocation that are not yet finalized relate to fixed assets and operating leases, income and non-income taxes, fees received in advance, the valuation of intangible assets acquired, and residual goodwill. The preliminary amounts assigned to intangible assets by type for the Wood Mackenzie acquisition were based upon the Company's valuation model and historical experiences with entities with similar business characteristics. The preliminary amounts are summarized in the table below:

Weighted Average Useful Life
Total
Database-related 20 years $ 496,246
Customer-related
15 years

278,106
Marketing-related
20 years

232,935
Technology-related
7 years
104,664
Total intangible assets

$ 1,111,951

~~The goodwill~~ associated ~~with the stock purchase~~marine industries. Infield has become part of Wood Mackenzie ~~is not deductible for tax purposes. For~~and continues to provide services to enhance Wood Mackenzie's upstream and supply chain capabilities in the ~~nine months ended September 30,~~Decision Analytics segment. The Company paid a net cash purchase price of $13,804.

On November 20, 2015, the Company ~~incurred transaction costs related to this acquisition~~acquired 100 percent of ~~$26,617 included within "Selling, general~~the stock of The PCI Group ("PCI"). PCI is a consortium of five specialist companies that offer integrated data and ~~administrative" expenses and $13,336 included within "Interest expense"~~subscriptions research in the ~~accompanying consolidated statements~~chemicals, fibers, films, and plastics sectors. PCI has become part of ~~operations.~~Wood Mackenzie, a Verisk Analytics business, and continues to provide services to enhance Wood Mackenzie's chemicals capabilities in the Decision Analytics segment. The Company paid a net cash purchase price of $37,387.

Supplemental information on an unaudited pro forma basis is presented below as if the acquisition of Wood Mackenzie occurred at the beginning of ~~2014.~~2015. The pro forma information for the ~~nine~~three months ended ~~September 30,~~March 31, 2015 ~~and 2014~~ presented below is based on estimates and assumptions, which the Company believes to be reasonable but not necessarily indicative of the condensed consolidated financial position or results of operations in future periods or the results that actually would have been realized had this acquisition been completed at the beginning of ~~2014.~~2015. The unaudited pro forma information includes intangible asset amortization charges and incremental borrowing costs as a result of the acquisition, net of related tax, estimated using the Company’s effective tax rate for continuing operations for the ~~periods presented.~~three months ended March 31:

Pursuant to the related acquisition agreements, the Company has funded various escrow accounts to satisfy pre-acquisition indemnity and tax claims arising subsequent to the acquisition ~~date.~~date, as well as a portion of the contingent payments. At ~~September 30, 2015~~March 31,

2016 and December 31, ~~2014,~~2015, the current portion of the escrows amounted to ~~$76,263~~$40,678 and ~~$5,583, respectively~~$38,656, and the noncurrent portion of the escrows amounted to $718 and $4,591, respectively. The current and noncurrent portions of the escrows have been included in “Other current assets” and "Other assets" in the accompanying condensed consolidated balance sheets, respectively.

6. Discontinued Operations:

~~On March 11, 2014,~~During the first quarter of 2016, the Company ~~sold 100 percent of~~formally approved the ~~stock of~~plan to sell its healthcare business, Verisk Health. This represents a strategic shift in the ~~Company’s mortgage services business, Interthinx, which was~~Company's operations and will have a ~~guarantor subsidiary under~~major effect in the ~~then existing credit facility, in exchange~~Company's financial results. The Company has determined to explore alternative uses for ~~a purchase price of $151,170 after a working~~shareholder capital ~~adjustment of $3,830. Upon completion of~~that are more closely aligned with its strategy and global ambitions. The Company expects the sale ~~Interthinx ceased being~~of Verisk Health, previously included within the Decision Analytics segment, to occur within one year. The decision to sell the healthcare business met the criteria for assets held-for-sale, as well as reporting as a ~~guarantor under the then existing credit facility. The Company recognized income~~discontinued operation and therefore, has been segregated from ~~discontinued operations, net of tax, of $29,177 in 2014 upon the finalization of the provision for income taxes.~~continuing operations. Results of operations for the ~~mortgage services~~healthcare business are reported as a discontinued operation for the three ~~and nine~~ months ended ~~September 30, 2014.~~March 31, 2016 and for all prior periods presented.

~~The mortgage services business met the criteria for reporting as a discontinued operation and has been segregated from continuing operations.~~ The following table summarizes the results from the discontinued operation for the three ~~and nine~~ months ended ~~September 30, 2014:~~March 31:

Three months ended September 30, 2014
Nine months ended
September 30, 2014
Revenues from discontinued operations $ —
$ 11,512
Income from discontinued operations before income taxes (including gain on
sale of $65,410) $ —
$ 54,482
Provision for income taxes (including tax on gain on sale of $27,067) —
(23,365 )
Income from discontinued operations, net of tax $ —
$ 31,117



	Three Months Ended March 31,
	2016			2015
Revenues from discontinued operations	$	69,151		$	75,104
Expenses:
Cost of revenues (exclusive of items shown separately below)		44,479			50,432
Selling, general and administrative		10,111			8,592
Depreciation and amortization of fixed assets		6,987			5,054
Amortization of intangible assets		5,904			6,686
Total expenses		67,481			70,764
Operating income		1,670			4,340
Other income (expense):
Investment income and others, net		110			(36	)
Total other income (expense)		110			(36	)
Income from discontinued operations before income taxes		1,780			4,304
Provision for income taxes (1)		(18,871	)		(1,991	)
(Loss) income from discontinued operations, net of tax	$	(17,091	)	$	2,313

(1) Included in the provision for income taxes, for the three months ended March 31, 2016, is a charge of $18,195 primarily resulting from the recognition of a deferred tax liability of $17,645 associated with the estimated stock basis difference in Verisk Health.

The following table summarizes the assets held-for-sale and the liabilities held-for-sale as of March 31, 2016 and December 31, 2015:



	March 31, 2016		December 31, 2015
Accounts receivable, net of allowance for doubtful accounts of $2,456 and $2,428, respectively	$	55,979	$	69,152
Prepaid expenses		6,104		6,615
Income tax receivable		368		257
Other current assets		34		39
Total current assets held-for-sale	$	62,485	$	76,063

Fixed assets, net	$	66,243	$	67,857
Intangible assets, net		125,759		131,662
Goodwill		381,800		381,800
Other assets		443		577
Total noncurrent assets held-for-sale	$	574,245	$	581,896

Accounts payable and accrued liabilities	$	15,305	$	23,552
Deferred revenues		16,382		16,118
Income tax payable		78		—
Total current liabilities held-for-sale	$	31,765	$	39,670

Deferred income taxes, net	$	67,255	$	67,255
Other liabilities		2,405		1,738
Total noncurrent liabilities held-for-sale	$	69,660	$	68,993

Net cash provided by operating activities and net cash used in investing activities from the discontinued operation or the three months ended March 31 are presented below:



	Three Months Ended March 31,
	2016			2015
Net cash provided by operating activities	$	22,118		$	36,636
Net cash used in investing activities	$	(5,496	)	$	(4,173	)

~~Table of Contents~~

7. Goodwill and Intangible Assets:

The following is a summary of the change in goodwill from December 31, ~~2014~~2015 through ~~September 30, 2015~~March 31, 2016, both in total and as allocated to the Company’s operating segments:

Risk
Assessment

Decision
Analytics
Total
Goodwill at December 31, 2014 (1) $ 55,555
$ 1,151,591
$ 1,207,146
Current year acquisition —
1,983,276
1,983,276
Foreign currency translation —
(70,937 ) (70,937 )
Goodwill at September 30, 2015 (1) $ 55,555
$ 3,063,930
$ 3,119,485



	Risk Assessment		Decision Analytics			Total
Goodwill at December 31, 2015 (1)	$	55,555	$	2,697,471		$	2,753,026
Foreign currency translation		—		(49,112	)		(49,112	)
Goodwill at March 31, 2016 (1)	$	55,555	$	2,648,359		$	2,703,914

______________________


(1)	These balances are net of ~~accumulated impairment charges~~the reclassification of ~~$3,244~~ ~~that occurred prior~~goodwill to ~~December 31, 2013.~~ noncurrent assets held-for-sale of $381,800.

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 the Company will determine the implied fair value of the reporting unit’s goodwill. If the carrying value of a reporting unit’s goodwill exceeds its implied fair value, then an impairment loss is recorded for the difference between the carrying amount and the implied fair value of goodwill. The Company completed the required annual impairment test as of June 30, 2015, and concluded that there was no impairment of goodwill.

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


	Weighted Average Useful Life	Cost		Accumulated Amortization			Net		Weighted Average Useful Life	Cost		Accumulated Amortization			Net
September 30, 2015
March 31, 2016
Technology-based	8 years	$	400,383	$	(212,402	)	$	187,981	7 years	$	324,219	$	(181,421	)	$	142,798
Marketing-related	16 years		295,939		(62,719	)		233,220	18 years		252,673		(40,726	)		211,947
Contract-based	6 years		6,555		(6,555	)		—	6 years		4,996		(4,996	)		—
Customer-related	13 years		665,570		(140,626	)		524,944	14 years		505,693		(105,464	)		400,229
Database-related	20 years		478,162		(8,741	)		469,421	20 years		456,563		(20,067	)		436,496
Total intangible assets		$	1,846,609	$	(431,043	)	$	1,415,566		$	1,544,144	$	(352,674	)	$	1,191,470
December 31, 2014
December 31, 2015
Technology-based	8 years	$	299,705	$	(195,698	)	$	104,007	7 years	$	327,767	$	(175,746	)	$	152,021
Marketing-related	5 years		71,504		(54,745	)		16,759	18 years		259,158		(37,798	)		221,360
Contract-based	6 years		6,555		(6,555	)		—	6 years		4,996		(4,996	)		—
Customer-related	13 years		399,011		(113,301	)		285,710	14 years		512,632		(96,549	)		416,083
Database-related									20 years		470,367		(14,748	)		455,619
Total intangible assets		$	776,775	$	(370,299	)	$	406,476		$	1,574,920	$	(329,837	)	$	1,245,083

Amortization expense related to intangible assets for the three months ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015 was ~~$18,543~~$23,871 and ~~$14,187, respectively. Amortization expense related to intangible assets for the nine months ended September 30, 2015 and 2014 was $61,496 and $42,620,~~$7,455, respectively. Estimated amortization expense for the remainder of ~~2015~~2016 and the years through ~~2020~~2021 and thereafter for intangible assets subject to amortization is as follows:

The Company’s effective tax rate for the three ~~and nine~~ months ended ~~September 30, 2015~~ ~~was 31.98% and 28.95%, compared to the effective tax rate for the~~ ~~three and nine~~ ~~months ended~~ ~~September 30, 2014~~ of ~~37.22%~~March 31, 2016 and ~~36.98%~~2015 was 31.69% and 37.90% , respectively. The effective tax rate for the three ~~and nine~~ months ended ~~September 30, 2015~~March 31, 2016 is lower than the ~~September 30, 2014~~March 31, 2015 effective tax rate primarily due to tax benefits related to the Wood Mackenzie acquisition. The difference between statutory tax rates and the Company’s effective tax rate is primarily attributable to state taxes and tax benefits related to the Wood Mackenzie ~~acquisition, and nondeductible share appreciation from the ISO 401(k) Savings and Employee Stock Ownership Plan (“KSOP”).~~acquisition.

The following table presents short-term and long-term debt by issuance as of ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014~~2015:

Issuance
Date

Maturity
Date
2015 2014
Short-term debt and current portion of long-term debt:
Syndicated revolving credit facility Various Various $ 900,000
$ 160,000
Prudential shelf notes:
5.84% Series H shelf notes 10/26/2007 10/26/2015 —
17,500
6.28% Series I shelf notes 4/29/2008 4/29/2015 —
85,000
New York Life shelf notes:
5.87% Series A shelf notes 10/26/2007 10/26/2015 —
17,500
6.35% Series B shelf notes 4/29/2008 4/29/2015 —
50,000
Capital lease obligations Various Various 5,473
6,058
Short-term debt and current portion of long-term
debt 905,473
336,058
Long-term debt:
Senior notes:
4.000% senior notes, less unamortized discount
of $4,652 and $0, respectively
5/15/2015
6/15/2025 895,348
—
5.500% senior notes, less unamortized discount
of $1,185 and $0, respectively
5/15/2015
6/15/2045 348,815
—
4.125% senior notes, less unamortized discount
of $1,929 and $2,137, respectively 9/12/2012 9/12/2022 348,071
347,863
4.875% senior notes, less unamortized discount
of $1,107 and $1,361, respectively 12/8/2011 1/15/2019 248,893
248,639
5.800% senior notes, less unamortized discount
of $575 and $654, respectively 4/6/2011
5/1/2021 449,425
449,346
Prudential shelf notes:

6.85% Series J shelf notes 6/15/2009 6/15/2016 —
50,000
Capital lease obligations Various Various 2,340
5,026
Long-term debt 2,292,892
1,100,874
Total debt $ 3,198,365
$ 1,436,932



	Issuance Date	Maturity Date	2016			2015
Short-term debt and current portion of long-term debt:
Syndicated revolving credit facility	Various	Various	$	705,000		$	870,000
Capital lease obligations	Various	Various		4,143			4,811
Short-term debt and current portion of long-term debt				709,143			874,811
Long-term debt:
Senior notes:
4.000% senior notes, less unamortized discount and debt issuance costs of $11,309 and $11,619, respectively	5/15/2015	6/15/2025		888,691			888,381
5.500% senior notes, less unamortized discount and debt issuance costs of $5,182 and $5,226, respectively	5/15/2015	6/15/2045		344,818			344,774
4.125% senior notes, less unamortized discount and debt issuance costs of $3,963 and $4,117, respectively	9/12/2012	9/12/2022		346,037			345,883
4.875% senior notes, less unamortized discount and debt issuance costs of $1,836 and $2,002, respectively	12/8/2011	1/15/2019		248,164			247,998
5.800% senior notes, less unamortized discount and debt issuance costs of $2,755 and $2,892, respectively	4/6/2011	5/1/2021		447,245			447,108
Capital lease obligations	Various	Various		2,164			2,317
Syndicated revolving credit facility debt issuance costs	Various	Various		(5,240	)		(5,557	)
Long-term debt				2,271,879			2,270,904
Total debt			$	2,981,022		$	3,145,715

~~On May 15, 2015, the Company completed an issuance of senior notes in the aggregate principal amount of $900,000 and~~

$350,000 due on June 15, 2025 and June 15, 2045, respectively, that accrue interest at a rate of 4.000% and 5.500%, respectively. Interest is payable semi-annually on both series of senior notes on June 15th and December 15th of each year, beginning on December 15, 2015. The senior notes were issued at a discount of $4,833 and $1,201, respectively, and the Company incurred debt issuance costs on the senior notes of $7,560 and $4,138, respectively. The discount and debt issuance costs were recorded in "Long-term debt" and "Other assets," respectively, in the accompanying condensed consolidated balance sheets and these costs will be amortized to "Interest expense" in the accompanying condensed consolidated statements of operations over the life of the respective senior note. The net proceeds from the issuance of these notes was utilized to partially fund the acquisition of Wood Mackenzie. The indenture governing the senior notes restricts the Company's ability to, among other things, create certain liens, enter into sales/leaseback transactions and consolidate with, sell, lease, convey or otherwise transfer all or substantially all of the Company's assets, or merge with or into, any other person or entity. As of ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014,~~2015, the Company had senior notes with an aggregate principal amount of $2,300,000 ~~and $1,050,000~~ outstanding ~~respectively,~~ and was in compliance with their financial debt covenants.

~~On April 22, 2015,~~As of March 31, 2016, the Company ~~signed an agreement to enter into~~had a borrowing capacity of $1,750,000 under the committed senior unsecured Syndicated Revolving Credit Facility (the ~~"new Credit~~"Credit Facility") with Bank of America N.A., JP Morgan Chase, N.A., Sun Trust Bank, Wells Fargo Bank N.A., Citizens Bank, N.A., Morgan Stanley Senior Funding, Inc., HSBC Bank USA, N.A., Royal Bank of Canada, BNP Paribas, TD Bank, N.A., The Northern Trust Company, and Capital One N.A. The new Credit Facility became effective on May 15, 2015. The new Credit Facility has a single borrower, Verisk Analytics, Inc,. and there are no guarantor subsidiaries of the debt. In accordance with the indenture governing our senior notes, the guarantor subsidiaries of the senior notes were automatically released as they were no longer guarantor subsidiaries under the new Credit Facility. Due to the fact that there are no longer any guarantor subsidiaries of the registered senior notes, the disclosure containing the Condensed Consolidated Financial Information for Guarantor Subsidiaries and Non-Guarantor Subsidiaries is no longer required. On July 24, 2015, the Company entered into the First Amendment to the new Credit Facility which modified the definitions of Consolidated EBIT and Consolidated EBITDA to permit the adding back of certain non-recurring expenses related to the acquisition of Wood Mackenzie.

~~The Company utilized borrowings of $930,000 from the new Credit Facility to partially fund the purchase of Wood Mackenzie. The new~~ Credit Facility may ~~also~~ be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions and the share repurchase program (the "Repurchase Program").

The new Credit Facility has replaced the previously existing $990,000 Syndicated Revolving Credit Facility (the "old Credit Facility"). The new Credit Facility contains certain financial and other covenants that, among other things, impose certain restrictions on indebtedness, liens, investments, and capital expenditures. These covenants also place restrictions on mergers, asset sales, sale/leaseback transactions, payments between the Company and its subsidiaries, and certain transactions with affiliates. The financial covenants require that, at the end of any fiscal quarter, the Company have a consolidated interest coverage ratio of at least 3.0 to 1.0 and that it maintains, during any period of four fiscal quarters, a consolidated funded debt leverage ratio of 3.75 to 1.0, which ratio steps down to 3.5 to 1.0 at the end of the fourth fiscal quarter ending after the consummation of the acquisition of Wood Mackenzie. The Company was in compliance with all financial debt covenants under the ~~new~~ Credit Facility as of September 30, 2015. Interest on borrowings under the new Credit Facility is payable at an interest rate of LIBOR plus 1.125% to 1.625%, depending upon the consolidated funded debt leverage ratio. A commitment fee on any unused balance is payable periodically and will range from 12.5 to 25 basis points based upon the consolidated funded debt leverage ratio.March 31, 2016. As of ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014,~~2015, the Company had outstanding borrowings under the ~~new Credit Facility and old~~ Credit Facility of ~~$900,000~~$705,000 and ~~$160,000,~~$870,000, respectively. ~~On October 19, 2015,~~In April 2016, the Company repaid ~~$70,000~~a total of ~~its revolver~~$25,000 of the $705,000 outstanding borrowings ~~that were outstanding as of September 30, 2015.~~

As of September 30, 2015, the Company no longer has any outstanding private placement debt. On April 29, 2015, the Company repaid $85,000 and $50,000 of private placement debt with Prudential Capital Group and New York Life, respectively, that came due utilizing $55,000 from cash from on hand and $80,000 from borrowingsat March 31, 2016 under the Credit Facility. On May 14, 2015, the Company prepaid the remaining private placement debt with New York Life of $17,500, which had been due on October 26, 2015, and $17,500 and $50,000 of remaining private placement debt with Prudential, which was due on October 26, 2015, and June 15, 2016, respectively. To prepay this debt, the Company utilized $25,000 of cash on hand and borrowings from its Credit Facility of $60,000. The make-whole costs for the prepayment of this debt was $4,786 and was recorded to "Interest expense" in the accompanying condensed consolidated statements of operations during the nine months ended September 30, 2015.

On March 10, 2015, in connection with the Company's agreement to acquire Wood Mackenzie, the Company entered into a commitment letter for a $2,300,000 364-day bridge financing arrangement with Bank of America N.A. and Morgan Stanley Bank N.A. acting as joint lead arrangers. This financing arrangement was only to be utilized in the event the Company did not complete the debt and equity offerings relating to its acquisition of Wood Mackenzie by a certain date, and was terminated upon the closing of the acquisition. See Note 5. The Company paid fees associated with this financing arrangement of $9,100. Due to the completion of the debt and equity offerings, this arrangement was terminated and the full $9,100 of fees were recorded to "Interest expense" in the accompanying condensed consolidated statements of operations during the nine months ended September

10. Stockholders’ Equity:

The Company has ~~1,200,000,000~~2,000,000,000 shares of authorized common stock. The 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 twelve members of the ~~board of directors.~~Board.

The Company has 80,000,000 shares of authorized preferred stock, par value $0.001 per share. The preferred shares have preferential rights over the common shares with respect to dividends and net distribution upon liquidation. The Company did not issue any preferred shares as of ~~September 30, 2015.~~March 31, 2016.

The Company completed an equity offering of its common stock on May 12, 2015 in order to finance the acquisition of Wood Mackenzie. The Company received total proceeds of $721,867, net of underwriting discount of $20,413, from the offering of 10,604,000 treasury shares at a net public offering price of $68.075 per share. In conjunction with the offering, the Company incurred $1,019 of costs related to the issuance of the common stock. The proceeds from the offering, net of underwriting discount and related issuance costs, was recorded as a decrease to treasury shares at the weighted average price of the Company's treasury shares, with the remainder of the net proceeds recorded as an increase to additional paid in capital in the accompanying condensed consolidated balance sheets and condensed consolidated statements of changes in stockholders' equity.

Share Repurchase Program

Since the introduction of the Repurchase Program as a feature of the Company's capital management strategies in 2010, the Company has authorized repurchases of up to ~~$2,000,000~~$2,300,000 of its common stock and has repurchased shares with an aggregate value of ~~$1,810,193.~~$1,947,011. The Company ~~did not repurchase any~~repurchased 1,663,095 shares of common stock with an aggregate value of $116,363 during the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016. As of ~~September 30, 2015~~March 31, 2016, the Company had ~~$189,807~~$352,989 available to repurchase shares. The Company has no obligation to repurchase stock under this program and intends to use this authorization as a means of offsetting dilution from the issuance of shares under the KSOP, the Verisk 2013 Equity Incentive Plan (the “2013 Incentive Plan”), the Verisk 2009 Equity Incentive Plan (the “2009 Incentive Plan”), and the ISO 1996 Incentive Plan (the “1996 Incentive Plan”), while providing flexibility to repurchase additional shares if warranted. This authorization has no expiration date and may be increased, reduced, suspended, or terminated at any time. Shares that are repurchased under the Repurchase Program will be recorded as treasury stock and will be available for future issuance.

In December 2014, the Company entered into an accelerated share repurchase program ("ASR") to repurchase shares of its common stock for an aggregate purchase price of $500,000. Upon payment of the aggregate purchase price in December 2014, the Company received an initial delivery of 6,372,472 shares of the Company's common stock. Upon final settlement of the ASR agreement in June 2015, the Company received an additional 809,021 shares of the Company's common stock.

As of ~~September 30, 2015~~March 31, 2016, the Company’s treasury stock consisted of ~~374,899,035~~376,022,975 shares of common stock. During the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016, the Company reissued ~~11,999,797~~218,177 shares of common stock from the treasury shares at a weighted average price of ~~$6.58~~$7.09 per share.

Earnings Per Share (“EPS”)

Basic EPS is computed by dividing income from continuing operations, income from discontinued operations and net income, respectively, 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 stock options, nonvested restricted stock, and nonvested restricted stock units, had been issued.

The following is a reconciliation of the numerators and denominators of the basic and diluted EPS computations for the three ~~and nine~~ months ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015:

The potential shares of common stock that were excluded from diluted EPS were ~~1,596,280~~1,674,484 and ~~1,857,450~~1,604 for the three months ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015 ~~and 1,127,414 and 1,574,984 for the nine months ended September 30, 2015 and 2014,~~, respectively, because the effect of including these potential shares was anti-dilutive.

Accumulated Other Comprehensive Losses

The following is a summary of accumulated other comprehensive losses as of ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014~~2015:

The before tax and after tax amounts of other comprehensive income for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2016 and 2015 ~~and 2014~~ are summarized below:

Before Tax
Tax Benefit
(Expense)

After Tax
For the Three Months Ended September 30, 2015

Foreign currency translation adjustment $ (95,843 )
$ —

$ (95,843 )
Unrealized holding loss on available-for-sale securities before
reclassifications
(2 )

1

(1 )
Amount reclassified from accumulated other comprehensive
losses (1)
(34 )

13

(21 )
Unrealized holding loss on available-for-sale securities
(36 )

14

(22 )
Pension and postretirement adjustment before reclassifications
1,574

(767 )

807
Amortization of net actuarial loss and prior service benefit
reclassified from accumulated other comprehensive losses (2)
(787 )

301

(486 )
Pension and postretirement adjustment
787

(466 )

321
Total other comprehensive loss $ (95,092 )
$ (452 )
$ (95,544 )
For the Three Months Ended September 30, 2014

Foreign currency translation adjustment $ (547 )
$ —

$ (547 )
Unrealized holding loss on available-for-sale securities before
reclassifications
(72 )

28

(44 )
Amount reclassified from accumulated other comprehensive
losses (1)
7

(3 )

4
Unrealized holding loss on available-for-sale securities
(65 )

25

(40 )
Pension and postretirement adjustment before reclassifications
606

(315 )

291
Amortization of net actuarial loss and prior service benefit
reclassified from accumulated other comprehensive losses (2)
(303 )

115

(188 )
Pension and postretirement adjustment
303

(200 )

103
Total other comprehensive loss $ (309 )
$ (175 )
$ (484 )



	Before Tax			Tax Benefit (Expense)			After Tax
For the Three Months Ended March 31, 2016
Foreign currency translation adjustment	$	(75,343	)	$	—		$	(75,343	)
Unrealized holding gain on available-for-sale securities before reclassifications		369			(141	)		228
Amount reclassified from accumulated other comprehensive losses (1)		(190	)		73			(117	)
Unrealized holding gain on available-for-sale securities		179			(68	)		111
Pension and postretirement adjustment before reclassifications		1,725			(673	)		1,052
Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses (2)		(883	)		338			(545	)
Pension and postretirement adjustment		842			(335	)		507
Total other comprehensive loss	$	(74,322	)	$	(403	)	$	(74,725	)
For the Three Months Ended March 31, 2015
Foreign currency translation adjustment	$	(220	)	$	—		$	(220	)
Unrealized holding gain on available-for-sale securities before reclassifications		105			(40	)		65
Amount reclassified from accumulated other comprehensive losses (1)		(5	)		2			(3	)
Unrealized holding gain on available-for-sale securities		100			(38	)		62
Pension and postretirement adjustment before reclassifications		1,828			(651	)		1,177
Amortization of net actuarial loss and prior service benefit reclassified from accumulated other comprehensive losses (2)		(914	)		351			(563	)
Pension and postretirement adjustment		914			(300	)		614
Total other comprehensive income	$	794		$	(338	)	$	456

Before Tax
Tax Benefit
(Expense)
After Tax
For the Nine Months Ended September 30, 2015

Foreign currency translation adjustment $ (100,272 ) $ —
$ (100,272 )
Unrealized holding gain on available-for-sale securities before
reclassifications 94
(35 ) 59
Amount reclassified from accumulated other comprehensive
losses (1) (19 ) 7
(12 )
Unrealized holding gain on available-for-sale securities 75
(28 ) 47
Pension and postretirement adjustment before reclassifications 4,862
(2,039 ) 2,823
Amortization of net actuarial loss and prior service benefit
reclassified from accumulated other comprehensive losses (2) (2,431 ) 930
(1,501 )
Pension and postretirement adjustment 2,431
(1,109 ) 1,322
Total other comprehensive loss $ (97,766 ) $ (1,137 ) $ (98,903 )
For the Nine Months Ended September 30, 2014

Foreign currency translation adjustment $ 213
$ —
$ 213
Unrealized holding loss on available-for-sale securities before
reclassifications (127 ) 49
(78 )
Amount reclassified from accumulated other comprehensive
losses (1) 122
(47 ) 75
Unrealized holding loss on available-for-sale securities (5 ) 2
(3 )
Pension and postretirement adjustment before reclassifications 1,700
(759 ) 941
Amortization of net actuarial loss and prior service benefit
reclassified from accumulated other comprehensive losses (2) (850 ) 326
(524 )
Pension and postretirement adjustment 850
(433 ) 417
Total other comprehensive income $ 1,058
$ (431 ) $ 627

~~____________________~~_______________

~~Table of Contents~~

11. Equity Compensation Plans:

All of the Company’s outstanding stock options and restricted stock awards are covered under the 2013 Incentive Plan, 2009 Incentive Plan or the 1996 Incentive Plan. Awards under the 2013 Incentive Plan may include one or more of the following types: (i) stock options (both nonqualified and incentive stock options), (ii) stock appreciation rights, (iii) restricted stock, (iv) restricted stock units, (v) performance awards, (vi) other share based awards, and (vii) cash. Employees, directors and consultants are eligible for awards under the 2013 Incentive Plan. The Company issued common stock under these plans from the Company’s treasury shares. As of ~~September 30, 2015,~~March 31, 2016, there were ~~10,131,411~~10,378,225 shares of common stock reserved and available for future issuance under the 2013 Incentive Plan. Cash received from stock option exercises for the ~~nine~~three months ended ~~September 30,~~March 31, 2016 and 2015 was $4,727 and ~~2014 was $31,283 and $20,855,~~$8,336, respectively.

The Company ~~has~~ granted equity awards to key employees ~~and directors~~ of the ~~Company.~~Company on April 1, 2016. The nonqualified stock options have an exercise price equal to the closing price of the Company’s common stock on the grant date, with a 10-year contractual term. The fair value of the restricted stock is determined using the closing price of the Company’s common stock on the grant date. The restricted stock is not assignable or transferable until it becomes vested. The Company recognizes the expense of the equity awards ratably over the vesting period. A summary of the equity awards granted ~~during the nine months ended September 30, 2015~~on April 1, 2016 is presented below.

Grant Date Service Vesting Period Stock Options Restricted Stock Common Stock
April 1, 2015 Four-year graded vesting 1,177,191
211,756
—
April 1, 2015 Not applicable —
—
840
May 19, 2015 Immediate vesting on grant date 255,473
52,960
—
May 19, 2015 Four-year graded vesting 225,363
42,064
—
May 19, 2015 Four-year cliff vesting 127,931
28,445
—
July 1, 2015 Immediate vesting on grant date 27,047
1,131
—
July 1, 2015 One-year cliff vesting 51,876
9,988
—
July 1, 2015 Not applicable —
—
3,873
July 1, 2015 Four-year graded vesting 2,244
418
—
July 8, 2015 Four-year graded vesting 3,778
692
—
July 13, 2015 Four-year graded vesting 1,304
244
—
August 3, 2015 Four-year graded vesting 927
173
—
August 10, 2015 Four-year graded vesting 1,776
335
—
August 24, 2015 Four-year graded vesting 3,737
691
—
1,878,647
348,897
4,713

The fair value of the stock options granted for the nine months ended September 30, 2015 and 2014 was estimated using a Black-Scholes valuation model that uses the weighted average assumptions noted in the following table:

2015
2014
Option pricing model Black-Scholes

Black-Scholes
Expected volatility 20.22 %
20.53 %
Risk-free interest rate 1.51 %
1.48 %
Expected term in years 4.5

4.4
Dividend yield — %
— %
Weighted average grant date fair value per stock option $ 12.96

$ 11.86



Grant Date	Service Vesting Period	Stock Options	Restricted Stock	Common Stock
April 1, 2016	Four-year graded vesting	1,220,956	244,599	—
April 1, 2016	Not applicable	—	—	567

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 award. The volatility factor for stock options granted in ~~2015~~2016 was based on the volatility of the Company's stock. The expected dividend yield was based on the Company’s expected annual dividend rate on the date of grant.

~~Table of Contents~~

A summary of the stock options outstanding and exercisable as of December 31, ~~2014~~2015 and ~~September 30, 2015~~March 31, 2016 and changes during the interim period are presented below:

Number
of Options Weighted
Average
Exercise Price Aggregate
Intrinsic
Value
Outstanding at December 31, 2014 9,205,690
$ 31.11
$ 303,267
Granted 1,878,647
$ 72.21

Exercised (1,201,112 ) $ 26.06
$ 55,971
Cancelled or expired (80,638 ) $ 62.27

Outstanding at September 30, 2015 9,802,587
$ 39.35
$ 338,821
Exercisable at September 30, 2015 7,068,093
$ 28.89
$ 318,170
Exercisable at December 31, 2014 7,159,895
$ 24.00
$ 286,728



	Number of Options		Weighted Average Exercise Price		Aggregate Intrinsic Value
Outstanding at December 31, 2015	9,117,733		$	40.17	$	334,691
Exercised	(140,440	)	$	33.38	$	5,678
Cancelled or expired	(21,439	)	$	65.07
Outstanding at March 31, 2016	8,955,854		$	40.21	$	355,631
Exercisable at March 31, 2016	6,397,323		$	29.70	$	321,249
Exercisable at December 31, 2015	6,541,229		$	29.81	$	307,924

Intrinsic value for stock options is calculated based on the exercise price of the underlying awards and the quoted price of Verisk common stock as of the reporting date. In accordance with ASC 718, Stock Compensation ("ASC 718"), excess tax benefit from exercised stock options and restricted stock lapsed is recorded as an increase to additional paid-in capital and a corresponding reduction in income taxes payable. 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 amount of the tax benefit that has been realized, as a result of those excess tax benefits, is presented as a financing cash inflow within the accompanying condensed consolidated statements of cash flows. For the ~~nine~~three months ended ~~September 30,~~March 31, 2016 and 2015, ~~and 2014,~~ the Company recorded excess tax benefits of ~~$18,225~~$1,693 and ~~$11,876,~~$4,421, respectively. The Company ~~realized $18,214 and $16,665 of~~did not realize any tax benefit within the Company’s quarterly tax payments through ~~September 30, 2015~~March 31, 2016 and ~~2014, respectively.~~2015. Stock based compensation expense for the ~~nine~~three months ended ~~September 30,~~March 31, 2016 and 2015 was $5,547 and ~~2014 was $25,471 and $16,323,~~$4,224, respectively.

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

A summary of the status of the restricted stock awarded under the 2013 Incentive Plan as of December 31, ~~2014~~2015 and ~~September 30, 2015~~March 31, 2016 and changes during the interim period are presented below:

Number
of Shares Weighted Average Grant
Date Fair Value Per Share
Outstanding at December 31, 2014 442,310
$ 56.84
Granted 348,897
$ 72.23
Vested (216,651 ) $ 55.15
Forfeited (16,723 ) $ 61.69
Outstanding at September 30, 2015 557,833
$ 65.65



	Number of Shares		Weighted Average Grant Date Fair Value Per Share
Outstanding at December 31, 2015	533,768		$	66.25
Vested	(13,781	)	$	60.92
Forfeited	(3,499	)	$	62.65
Outstanding at March 31, 2016	516,488		$	65.87

As of ~~September 30, 2015,~~March 31, 2016, there was ~~$62,918~~$46,487 of total unrecognized compensation costs, exclusive of the impact of vesting upon retirement eligibility, related to nonvested share-based compensation arrangements granted under the 2009 and 2013 Incentive Plans. That cost is expected to be recognized over a weighted average period of ~~2.84~~2.51 years. As of ~~September 30, 2015,~~March 31, 2016, there were ~~2,734,494~~2,558,531 and ~~557,833~~515,586 nonvested stock options and restricted stock, respectively, of which ~~2,311,814~~2,110,758 and ~~476,285~~424,590 are expected to vest. The total grant date fair value of options vested during the ~~nine~~three months ended ~~September 30,~~March 31, 2016 and 2015 was $3,256 and ~~2014 was $14,056 and $9,686,~~$3,005, respectively. The total grant date fair value of restricted stock vested during the ~~nine~~three months ended ~~September 30,~~March 31, 2016 and 2015 was $3,320 and ~~2014 was $13,536 and $7,213,~~$2,502, respectively.

The Company’s employee stock purchase plan (“ESPP”) offers eligible employees the opportunity to purchase shares of the Company’s common stock at a discount of its fair market value at the time of purchase. During the ~~nine~~three months ended ~~September 30,~~March 31, 2016 and 2015, ~~and 2014,~~ the Company issued ~~18,171~~9,257 and ~~21,255~~5,453 shares of common stock at a weighted discounted price of ~~$69.14~~$75.92 and ~~$57.22~~$67.83 for the ESPP, respectively.

12. Pension and Postretirement Benefits:

The Company maintained a frozen qualified defined benefit pension plan for certain of its employees through membership in the Pension Plan for Insurance Organizations (the “Pension Plan”), a multiple-employer trust. The Company has applied a cash balance formula to determine future benefits. Under the cash balance formula, each participant has an account, which is credited

~~Table of Contents~~

annually based on the interest earned on the previous year-end cash balance. The Company also has a frozen non-qualified supplemental cash balance plan (“SERP”) for certain employees. The SERP is funded from the general assets of the Company.

The Company also provides certain healthcare and life insurance benefits to certain qualifying active and retired employees. The Postretirement Health and Life Insurance Plan (the “Postretirement Plan”), which has been frozen, is contributory, requiring participants to pay a stated percentage of the premium for coverage. The components of net periodic (benefit) cost for the three ~~and nine~~ months ended ~~September 30,~~March 31, are summarized below:

Pension Plan and SERP Postretirement Plan
For the Three Months Ended September 30,
2015
2014
2015
2014
Interest cost $ 4,533
$ 4,754
$ 122
$ 119
Expected return on plan assets (8,608 ) (8,486 ) (137 ) (189 )
Amortization of prior service credit —
—
(35 ) (37 )
Amortization of net actuarial loss 714
304
108
36
Net periodic (benefit) cost $ (3,361 ) $ (3,428 ) $ 58
$ (71 )
Employer contributions, net $ 306
$ 744
$ (188 ) $ (543 )


													Pension Plan and SERP						Postretirement Plan
	For the Nine Months Ended September 30,												For the Three Months Ended March 31,
	2015			2014			2015			2014			2016			2015			2016			2015
Interest cost	$	13,577		$	14,305		$	390		$	445		$	4,781		$	4,557		$	120		$	134
Expected return on plan assets		(25,824	)		(25,457	)		(422	)		(589	)		(7,952	)		(8,559	)		(124	)		(143	)
Amortization of prior service credit		—			—			(110	)		(110	)		—			—			(36	)		(37	)
Amortization of net actuarial loss		2,121			572			420			388			794			795			125			156
Net periodic (benefit) cost	$	(10,126	)	$	(10,580	)	$	278		$	134		$	(2,377	)	$	(3,207	)	$	85		$	110
Employer contributions, net	$	801		$	1,011		$	(97	)	$	(1,695	)	$	325		$	217		$	(39	)	$	(48	)

The expected contributions to the Pension Plan, SERP and Postretirement Plan for the year ending December 31, ~~2015~~2016 are consistent with the amounts previously disclosed as of December 31, ~~2014.~~2015.

13. Segment Reporting:

ASC 280-10, Disclosures About Segments of an Enterprise and Related Information (“ASC 280-10”), establishes standards for reporting information about operating segments. ASC 280-10 requires that a public business enterprise ~~report~~reports financial and descriptive information about its operating segments.

Operating segments are components of an enterprise for which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company’s President and Chief Executive Officer is identified as the CODM as defined by ASC 280-10. Consistent with the

internal management of the Company’s business operations based on service offerings, the Company is organized into the following two operating segments, which are also the Company’s reportable segments:

Decision Analytics: The Company develops solutions that its customers use to analyze the key processes in managing risk: ‘prediction of loss’, ‘detection and prevention of fraud’ and ‘quantification of loss’. The Company’s combination of algorithms and analytic methods incorporates its proprietary data to generate solutions. In most cases, the Company’s customers integrate the solutions into their models, formulas or underwriting criteria in order to predict potential loss events, ~~ranging from~~such as hurricanes and earthquakes ~~to unanticipated healthcare~~ claims. The Company develops catastrophe and extreme event models and offers solutions covering natural and man-made risks, including acts of terrorism. The Company also develops solutions that allow customers to quantify costs after loss events occur. Fraud solutions include data on claim histories, analysis of claims to find emerging patterns of fraud, and identification of suspicious claims in the insurance sectors. The Company further leverages predictive models and ~~healthcare sectors.~~proprietary data to advise customers to make asset investment and portfolio allocation decisions in the global energy market. The Company discloses revenue within this segment based on the industry vertical groupings of insurance, financial services, ~~healthcare,~~ and energy and specialized ~~markets (formerly named specialized markets).~~

~~On March 11, 2014,~~markets. In 2016, the Company ~~sold~~approved the plan to sell its ~~mortgage services~~healthcare business, ~~Interthinx,~~Verisk Health, which was part of the Decision Analytics segment. Results of operations for the ~~mortgage services~~healthcare business are reported as a discontinued operation for the three ~~and nine~~ months ended ~~September 30, 2014.~~March 31, 2016 and 2015. Refer to Note 6 for more information.

Risk Assessment: The Company is the leading provider of statistical, actuarial and underwriting data for the U.S. P&C insurance industry. The Company’s databases include cleansed and standardized records describing premiums and losses in insurance transactions, casualty and property risk attributes for commercial buildings and their occupants and fire suppression capabilities of municipalities. The Company uses this data to create policy language and proprietary risk classifications that are industry standards and to generate prospective loss cost estimates used to price insurance policies.

The two aforementioned operating segments represent the segments for which discrete financial information is available and upon which operating results are regularly evaluated by the CODM in order to assess performance and allocate resources. The Company uses EBITDA as the profitability measure for making decisions regarding ongoing operations. EBITDA is net income before interest expense, provision for income taxes, depreciation and amortization of fixed and intangible assets. EBITDA is the measure of operating results used to assess corporate performance and optimal utilization of debt and acquisitions. Operating expenses consist of direct and indirect costs principally related to personnel, facilities, software license fees, consulting, travel, and third-party information services. Indirect costs are generally allocated to the segments using fixed rates established by management based upon estimated expense contribution levels and other assumptions that management considers reasonable. The Company does not allocate interest expense and provision for income taxes, since these items are not considered in evaluating the segment’s overall operating performance. The CODM does not evaluate the financial performance of each segment based on assets. On a geographic basis, no individual country outside of the U.S. accounted for ~~5.0%~~10.0% or more of the Company’s consolidated revenues for the three ~~and nine~~ months ended ~~September 30, 2015~~March 31, 2016 or ~~2014~~2015.

The following table provides the Company’s revenue and EBITDA by reportable segment for the three ~~and nine~~ months ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015, and the reconciliation of EBITDA to operating income as shown in the accompanying condensed consolidated statements of operations:

For the Three Months Ended
For the Three Months Ended

September 30, 2015
September 30, 2014

Decision
Analytics

Risk
Assessment

Total
Decision
Analytics

Risk
Assessment

Total
Revenues $ 378,674

$ 171,727

$ 550,401

$ 287,211

$ 161,454

$ 448,665
Expenses:

Cost of revenues (exclusive of
items shown separately below)
(161,915 )

(48,252 )

(210,167 )

(130,059 )

(50,814 )

(180,873 )
Selling, general and administrative
(58,054 )

(21,256 )

(79,310 )

(38,605 )

(17,559 )

(56,164 )
Investment income and others, net
17,928

(16 )

17,912

—

(285 )

(285 )
EBITDA
176,633

102,203

278,836

118,547

92,796

211,343
Depreciation and amortization of
fixed assets
(26,764 )

(6,737 )

(33,501 )

(16,386 )

(5,565 )

(21,951 )
Amortization of intangible assets
(18,455 )

(88 )

(18,543 )

(14,098 )

(89 )

(14,187 )
Less: Investment income and
others, net
(17,928 )

16

(17,912 )

—

285

285
Operating income $ 113,486

$ 95,394

208,880

$ 88,063

$ 87,427

175,490
Investment income and others, net

17,912

(285 )
Interest expense

(33,003 )

(17,498 )
Income before income taxes

$ 193,789

$ 157,707



	For the Three Months Ended									For the Three Months Ended
	March 31, 2016									March 31, 2015
	Decision Analytics			Risk Assessment			Total			Decision Analytics			Risk Assessment			Total
Revenues	$	312,945		$	179,756		$	492,701		$	213,351		$	170,942		$	384,293
Expenses:
Cost of revenues (exclusive of items shown separately below)		(121,589	)		(51,688	)		(173,277	)		(82,812	)		(50,972	)		(133,784	)
Selling, general and administrative		(52,384	)		(18,653	)		(71,037	)		(30,645	)		(19,069	)		(49,714	)
Investment income and others, net		112			(68	)		44			(569	)		67			(502	)
EBITDA from discontinued operations		14,671			—			14,671			16,044			—			16,044
EBITDA		153,755			109,347			263,102			115,369			100,968			216,337
Depreciation and amortization of fixed assets		(24,901	)		(6,986	)		(31,887	)		(13,426	)		(5,962	)		(19,388	)
Amortization of intangible assets		(23,783	)		(88	)		(23,871	)		(7,367	)		(88	)		(7,455	)
Less: Investment income and others, net		(112	)		68			(44	)		569			(67	)		502
EBITDA from discontinued operations		(14,671	)		—			(14,671	)		(16,044	)		—			(16,044	)
Operating income	$	90,288		$	102,341			192,629		$	79,101		$	94,851			173,952
Investment income and others, net								44									(502	)
Interest expense								(32,032	)								(18,262	)
Income from continuing operations before income taxes							$	160,641								$	155,188

For the Nine Months Ended
For the Nine Months Ended

September 30, 2015
September 30, 2014
Decision
Analytics
Risk
Assessment
Total
Decision
Analytics
Risk
Assessment
Total
Revenues $ 993,049

$ 514,399

$ 1,507,448

$ 796,143

$ 485,719

$ 1,281,862
Expenses:

Cost of revenues (exclusive of items
shown separately below) (439,941 )
(149,638 )
(589,579 )
(369,841 )
(153,175 )
(523,016 )
Selling, general and
administrative (168,689 )
(60,219 )
(228,908 )
(115,281 )
(55,091 )
(170,372 )
Investment income and others, net 16,981

172

17,153

—

(76 )
(76 )
EBITDA from discontinued operations
(including the gain on sale in 2014) —

—

—

55,588

—

55,588
Gain on derivative instruments 85,187
—
85,187
—
—
—
EBITDA 486,587

304,714

791,301

366,609

277,377

643,986
Depreciation and amortization of
fixed assets (67,521 )
(19,050 )
(86,571 )
(47,515 )
(14,940 )
(62,455 )
Amortization of intangible assets (61,231 )
(265 )
(61,496 )
(42,354 )
(266 )
(42,620 )
Less: Investment income and others,
net (16,981 )
(172 )
(17,153 )
—

76

76
EBITDA from discontinued operations
(including the gain on sale in 2014) —

—

—

(55,588 )
—

(55,588 )
Gain on derivative instruments (85,187 ) —
(85,187 ) —
—
—
Operating income $ 255,667

$ 285,227

540,894

$ 221,152

$ 262,247

483,399
Investment income and others, net 17,153
(76 )
Gain on derivative instruments 85,187
—
Interest expense (88,927 ) (52,396 )
Income before income taxes $ 554,307
$ 430,927

Operating segment revenue by type of service is provided below:

Long-lived assets by country are provided below:

14. Related Parties:

The Company considers its stockholders that own more than 5.0% of the outstanding common stock to be related parties as defined within ASC 850, Related Party Disclosures. As of ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014~~2015, the Company had no transactions with related parties owning more than 5.0% of its common stock, except for transactions with the KSOP as disclosed in Note 16 Compensation Plans of the Company's consolidated financial statements included in the ~~2014~~2015 Form 10-K filing.

15. Commitments and Contingencies:

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

Intellicorp Records, Inc. Litigation

On September 9, 2015, the Company was served with a nationwide putative class action complaint filed in the Court of Common Pleas, Cuyahoga County in Ohio naming the Company’s subsidiary Intellicorp Records, Inc. (“Intellicorp.”) ~~The complaint~~ titled Sherri Legrand v. Intellicorp Records, Inc. and The Cato Corporation et al. Defendants removed the case to the United States District Court for the Northern District of Ohio on October 8, 2015. Plaintiffs filed their First Amended Class Action Complaint on November 5, 2015 (“Amended Complaint”), which like the prior complaint claims violations of the Fair Credit Reporting Act and alleges two putative class claims against Intellicorp, namely (i) a section 1681k(a) claim on behalf of all individuals who were the subjects of consumer reports furnished by Intellicorp which contained public record information in the “Government Sanctions” section of the report ~~and who did not receive notice pursuant to section 1681k(a) for two years predating the filing of the Complaint~~on or after September 4, 2013 and continuing through the date the class list is prepared, and (ii) a section 1681e(b) claim on behalf of all individuals who were the subjects of consumer reports furnished by Intellicorp which contained public record information in the “Government Sanctions” section of the report where the address or social security number of the subject of the report do not match the social security number or address contained in the government database ~~in the two years predating the filing of the complaint~~on or after September 4, 2013 and continuing through the date the class list is prepared. Count I of the ~~class complaint~~Amended Complaint alleges that defendant Cato violated the

FCRA by procuring consumer reports on the plaintiff and other class members without making the stand-alone disclosure required by FCRA section 1681b(b)(2)(A)(i). Counts II and III allege that Intellicorp violated the FCRA section 1681e (b) by failing to follow reasonable procedures to assure maximum accuracy of the adverse information included in its consumer reports and FCRA section 1681k (a) by failing to maintain strict procedures to assure that the public record information reported which was likely to have an adverse effect on the consumer was complete and up to date, respectively. The ~~complaint~~Amended Complaint alleges that defendants acted willfully and seeks statutory damages for the classes in an amount not less than one hundred dollars and not more than one thousand dollars per violation, punitive damages, equitable relief, costs and attorney’s fees.

At this time, it is not possible to determine the ultimate resolution of, or estimate the liability related to this matter.

On February 1, 2016, the Company was served with a nationwide putative class action complaint filed in the United States District Court for the Eastern District of North Carolina naming the Company’s subsidiary Intellicorp Records, Inc. (“Intellicorp.”) The complaint titled Frank DiSalvo v. Intellicorp Records, Inc. claims violations of the Fair Credit Reporting Act and alleges a section 1681b(b)(1) claim on behalf of all individuals residing in the United States who were the subjects of consumer reports furnished by Intellicorp for employment purposes within the period prescribed by the FCRA, 15 U.S.C. Section 1681p without first obtaining from the user of the report a certification that such user had complied with the obligations under Section 1681b(b)(2) as to the subject of the consumer report. The class complaint alleges that Intellicorp violated the FCRA section 1681b(b)(1) by failing to obtain the required specific certification from its customers to whom Intellicorp furnished consumer reports as to each consumer report provided before providing the specific consumer report that was the subject of the certification. The complaint alleges that the violations were willful or in the alternative negligent and seeks statutory damages for the class in an amount not less than one hundred dollars and not more than one thousand dollars per violation, punitive damages, equitable relief, costs and attorney’s fees. On April 18, 2016, the parties filed a Joint Motion to Stay All Proceedings pending the resolution of the United States Supreme Court’s decision in Spokeo v. Robins, No. 13-1339.

At this time, it is not possible to determine the ultimate resolution of, or estimate the liability related to this matter.

Xactware Solutions, Inc. Patent Litigation

On October 8, 2015, the Company was served with a summons and complaint in an action titled Eagle View Technologies, Inc. and Pictometry International Group, Inc. v. Xactware Solutions, Inc. and Verisk Analytics, Inc. filed in the United States District Court for the District of New Jersey. The complaint alleges that the Company’s Roof InSight, Property InSight and Aerial Sketch products infringe seven patents owned by Eagle View and Pictometry namely, Patent Nos. 436, 840, 152, 880, 770, 732 and 454 (collectively the “Patents-in-Suit.”) On November 30, 2015, plaintiffs filed a First Amended Complaint (“Amended Complaint”) adding Patent Nos. 376 and 737 to the Patents in Suit. The ~~complaint~~Amended Complaint seeks an entry of judgment by the Court that ~~Xactware and Verisk~~defendants have and continue to directly infringe and/or indirectly infringe, by way of inducement the ~~Patents-in-Suit,~~Patents in Suit, permanent injunctive relief, damages, costs and attorney’s fees.

At this time, it is not possible to determine the ultimate resolution of, or estimate the liability related to this matter.

Interthinx, Inc. Litigation

On April 20, 2015, the Company was served with a putative class action titled John Weber v. Interthinx, Inc. and Verisk Analytics, Inc. The plaintiff, a former employee of the Company’s former subsidiary Interthinx, Inc. in Missouri, filed the class action complaint in the United States District Court for the Eastern District of Missouri on behalf of all review appraisers and individuals holding comparable positions with different titles who were employed by Interthinx for the last three years nationwide and who were not paid overtime wages. The class complaint claims that the review appraiser employees were misclassified as exempt employees and, as a result, were denied certain wages and benefits that would have been received if they were properly classified as non-exempt employees. It pleads a Collective Action under section 216(b) of the Fair Labor Standards Act for unpaid overtime and seeks overtime wages, liquidated damages, declaratory relief, interest, costs and attorneys’ fees.

On March 11, 2014, the Company sold 100 percent of the stock of Interthinx, Inc. At this time, it is not possible to determine the ultimate resolution of, or estimate the liability related to this matter.

~~Mariah Re Litigation~~

On July 8, 2013, the Company was served with a summons and complaint filed in the United States District Court for the Southern District of New York in an action titled Mariah Re LTD. v. American Family Mutual Insurance Company ("American Family"), ISO Services, Inc. and AIR Worldwide Corporation, which was amended by the plaintiff on October 18, 2013 (the “Amended Complaint”). Plaintiff Mariah is a special purpose vehicle established to provide reinsurance to defendant American Family Insurance. Mariah entered into contracts with the Company's ISO Services, Inc. and AIR Worldwide Corporation subsidiaries, pursuant to which, among other things, Mariah (i) licensed the right to utilize information published in Catastrophe Bulletins issued by the Property Claims Services division of ISO Services, Inc. and (ii) engaged AIR Worldwide Corporation as Calculation Agent to compute certain reinsured losses. The Amended Complaint alleges the following causes of action: (1) breach of contract against ISO Services, Inc, AIR Worldwide Corporation, and American Family; (2) unjust enrichment against American Family; (3) conversion against American Family; (4) tortious interference with contract against American Family; (5) declaratory judgment against all defendants and (6) specific performance against all defendants. The Amended Complaint seeks declaratory relief, specific performance, restitution, monetary damages and attorneys’ fees. On November 20, 2013, the three defendants filed motions to dismiss the Amended Complaint. On September 30, 2014, the District Court granted defendants’ motions and dismissed the Amended Complaint in its entirety, with prejudice. Mariah filed a Notice of Appeal on October 28, 2014. The United States Court of Appeals for the Second Circuit affirmed the District Court’s dismissal of the Amended Complaint on June 30, 2015. The time for Mariah to appeal this decision has expired.

MediConnect Global, Inc. Litigation

On October 11, 2013, the Company was served with a summons and complaint in an action titled Naveen Trehan v. MediConnect Global, Inc., Amy Anderson and Verisk Health, Inc. filed on October 9, 2013 in the United States District Court for the District of Utah. The complaint, brought by a former minority shareholder of the Company’s subsidiary, MediConnect Global,

Inc., arises from MediConnect’s buyout of Naveen Trehan and his family members’ shares on October 15, 2010. Plaintiff claims that the sale of the shares was based on MediConnect’s representations concerning third parties that had expressed interest in an acquisition, merger or investment in MediConnect at that time. Plaintiff claims that MediConnect did not disclose the Company, which purchased MediConnect on March 23, 2012, as a possible suitor. The complaint alleges four causes of action: (1) breach of fiduciary duty against MediConnect and Amy Anderson for failure to disclose the Company's interest in acquiring, merging with or investing in MediConnect prior to the buyout of his shares; (2) fraud against Amy Anderson and MediConnect for intentionally providing false information to plaintiff with the purpose of inducing him to agree to sell his shares at an artificially low price; (3) negligent misrepresentation against Amy Anderson and MediConnect for their negligent failure to discover and disclose the Company's interest in acquiring MediConnect prior to the buyout of plaintiff’s shares and (4) a violation of SEC Rule 10b-5 against Amy Anderson and MediConnect for defrauding plaintiff and failing to disclose material information in connection with the sale of securities. The complaint seeks joint and several recoveries from Amy Anderson and MediConnect for compensatory damages, punitive damages, and disgorgement of all profits earned through the investment of plaintiff’s funds, attorneys’ fees, interest and an order from the court that plaintiff’s funds be held in a constructive ~~trust.The Court orally granted defendants’ summary judgment motion dismissing~~trust. On November 2, 2015, the court issued a judgement in favor of the defendants and dismissed all claims with prejudice. Plaintiff filed a Notice of Appeal on ~~August 24,~~November 30, 2015 and ~~we are awaiting receipt of~~agreed to dismiss that appeal in a Stipulation to Dismiss the ~~Court’s final written Order.~~appeal with prejudice filed on March 11, 2016 and so ordered by the Tenth Circuit on March 15, 2016.

Insurance Services Office, Inc. Litigation

In October 2013, the Company was served with a summons and complaint filed in the United States District Court for the Southern District of New York in an action titled Laurence J. Skelly and Ellen Burke v. Insurance Services Office, Inc. and the Pension Plan for Insurance Organizations. The plaintiffs, former employees of the Company's subsidiary Insurance Services Office, Inc. ("ISO"), bring the action on their own behalf as participants in the Pension Plan for Insurance Organizations and on the behalf of similarly situated participants of the pension plan and ask the court to declare that a certain amendment to the pension plan as of December 31, 2001, which terminated their right to calculate and define the value of their retirement benefit under the pension plan based on their compensation levels as of immediately prior to their “retirement” (the “Unlawful Amendment”), violated the anti-cutback provisions and equitable principles of ERISA. The First Amended Class Action Complaint (the “Amended Complaint”) alleges that (1) the Unlawful Amendment of the pension plan violated Section 502(a)(1)(B) of ERISA as well as the anti-cutback rules of ERISA Section 204(g) and Section 411(d)(6) of the Internal Revenue Code; (2) ISO’s failure to provide an ERISA 204(h) notice in a manner calculated to be understood by the average pension plan participant was a violation of Sections 204(h) and 102(a) of ERISA; and (3) the Living Pension Right was a contract right under ERISA common law and that by terminating that right through the Unlawful Amendment ISO violated plaintiffs’ common law contract rights under ERISA. The Amended Complaint seeks declaratory, equitable and injunctive relief enjoining the enforcement of the Unlawful Amendment and ordering the pension plan and ISO retroactive to the date of the Unlawful Amendment to recalculate the accrued benefits of all class members, indemnification from ISO to the pension plan for costs and contribution requirements related to voiding the Unlawful Amendment, bonuses to the class representatives, costs and attorney’s fees. On September 12, 2014, the District Court granted ISO’s motion to dismiss the Amended Complaint finding that ISO provided ample, clear and sufficient notice of the 2002 Amendment to the Plan and that plaintiffs’ claims were time barred. Plaintiffs filed their Notice of Appeal on October 14, 2014. The United States Court of Appeals for the Second Circuit affirmed the District Court's dismissal of the Amended Complaint on April 27, 2015 and denied the Appellants’ Petition for a Re-Hearing on June 16, 2015. The time for Appellants to has appeal this decision has expired.

On August 1, 2014 the Company was served with an Amended Complaint filed in the United States District Court for the District of Colorado titled Snyder, et. al. v. ACORD Corp., et al. The action is brought by nineteen individual plaintiffs, on their own behalf and on behalf of a putative class, against more than 120 defendants, including the Company and its subsidiary, Insurance Services Office, Inc. ("ISO"). Except for the Company, ISO and the defendant Acord Corporation, which provides standard forms to assist in insurance transactions, most of the other defendants are property and casualty insurance companies that plaintiffs claim conspired to underpay property damage claims. Plaintiffs claim that the Company and ISO, along with all of the other defendants, violated state and federal antitrust and racketeering laws as well as state common law. On September 8, 2014, the Court entered an Order striking the Amended Complaint and granting leave to the plaintiffs to file a new complaint. On October 13, 2014, plaintiffs filed their Second Amended Complaint, which was re-filed by plaintiffs to correct errors as the Third Amended Complaint.

The Third Amended Complaint similarly alleges that the defendants conspired to underpay property damage claims, but does not specifically allege what role the Company or ISO played in the alleged conspiracy. It claims that the Company and ISO, along with all of the other defendants, violated state and federal antitrust and racketeering laws as well as state common law, and seeks all available relief including injunctive, statutory, actual and punitive damages as well as attorneys’ fees. On January 15, 2016, the Court granted defendants’ motions to dismiss all claims asserted in the Third Amended Complaint. Plaintiffs filed a motion for reconsideration of this dismissal on February 16, 2016. The Court granted defendants’ motion to strike the motion for reconsideration on March 2, 2016 and gave plaintiffs leave to file another motion for reconsideration in accordance with the rules which plaintiffs filed on March 11, 2016 and which was denied by the Court on April 25, 2016. On April 1, 2016, plaintiffs also filed a Notice of Appeal of the Court’s January 15, 2016 Order which dismissed all claims in the Third Amended Complaint.

At this time, it is not possible to determine the ultimate resolution of, or estimate the liability related to this matter.

On February 19, 2016, the Company was served with a notice of a summons and complaint filed on January 29, 2016 against the Company’s subsidiary Insurance Services Office, Inc. (“ISO”) in the U.S. District Court for the District of Connecticut titled Halloran et al. v. Harleysville Preferred Insurance Co. et al. As alleged in the First Amended Complaint, the putative class action is brought by four policyholders on behalf of a class of similarly situated policyholders in eastern Connecticut who allege that their homeowner’s insurance carriers have denied or will deny their claims for damage to their homes caused by defective concrete. The lawsuit alleges a breach of contract claim against certain insurers and seeks declaratory relief as to more than 100 other insurers. It also alleges that ISO as the drafter of the standardized policy language at issue violated the Connecticut Unfair Trade Practices (CUTPA) and the Connecticut Unfair Insurance Practices Act (CUIPA). The plaintiffs ask that the Court certify a class of persons similarly situated and seek relief in the form of the cost for the replacement of their concrete foundations, and a declaratory judgment that all of the defendant insurance carriers are obligated to provide coverage for claims resulting from the defective concrete as well as, attorneys’ fees, costs and interest. On March 17, 2016 plaintiffs filed their First Amended Complaint asserting federal jurisdiction under the Class Action Fairness Act, adding a number of insurer defendants and amending their damages claim to include punitive damages. After defendants indicated that they would be filing motions to dismiss the First Amended Complaint at a Rule 16 Conference on April 12, 2016, the Court gave plaintiffs until May 6, 2016 to move for leave to file a Second Amended Complaint.

25At this time, it is not possible to determine the ultimate resolution of, or estimate the liability related to this matter.

~~Table of Contents~~

16. Subsequent Events:

~~In October 2015,~~On April 14, 2016, the Company ~~announced~~acquired 100 percent stock of Risk Intelligence Ireland ("RII"), a leading provider of fraud detection, compliance, risk control, and process automation services to the Irish insurance industry, for a net cash purchase price of $6,759. RII will enhance the ability of our Risk Assessment segment to serve the international insurance market.

On April 25, 2016, the Company signed a definitive agreement to sell its ~~plan~~healthcare business, Verisk Health, to ~~explore strategic alternatives~~Veritas Capital for $820,000. The total purchase price is subject to adjustments for, among other things, the ~~Healthcare~~working capital of the business ~~within the Decision Analytics operating segment. There~~at closing. The purchase price consists of $720,000 of cash consideration, a $100,000 subordinated promissory note with an eight year maturity and interest paid in kind at 9.00%, and other contingent consideration. The transaction is ~~no assurance that the exploration of strategic alternatives will result in any transaction.~~subject to regulatory approvals and other customary closing conditions and is expected to close by June 30, 2016 (See Note 6).



Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations

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, or ~~2014~~2015 10-K, dated and filed with the Securities and Exchange Commission on February 24, ~~2015.~~2016. 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 ~~2014~~2015 10-K.

We enable risk-bearing businesses to better understand and manage their risks and opportunities associated with those risks. We provide value to our customers by supplying proprietary data that, combined with our analytic methods, creates embedded decision support solutions. We are one of the largest aggregators and providers of data and analytics pertaining to U.S. property and casualty, or P&C, insurance risks. We offer predictive analytics and decision support solutions ~~for detecting fraud~~to customers in ~~the U.S. P&C insurance, financial services, healthcare,~~rating, underwriting, claims, catastrophe and weather risk, global ~~energy industries~~risk analytics, natural resources intelligence, economic forecasting, and ~~sophisticated methods to predict and quantify loss in diverse contexts ranging from natural catastrophes to supply chain to health insurance.~~many other field.

Our customers use our solutions to make better risk decisions with greater efficiency and discipline. We refer to these products and services as “solutions” due to the integration among our products and the flexibility that enables our customers to purchase components or the comprehensive package of products. These solutions take various forms, including data, statistical models or tailored analytics, all designed to allow our clients 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 two segments: Risk Assessment and Decision Analytics. Our Risk Assessment segment provides statistical, actuarial and underwriting data for the U.S. P&C insurance industry. Our Risk Assessment segment revenues represented approximately ~~34.1%~~36.5% and ~~37.9%~~44.5% of our revenues for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015, respectively. Our Decision Analytics segment provides solutions to our customers within ~~four~~three vertical market-related groupings of insurance, financial services, ~~healthcare,~~ and energy and specialized markets. Our Decision Analytics segment revenues represented approximately ~~65.9%~~63.5% and ~~62.1%~~55.5% of our revenues for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015, respectively.

Discontinued Operations

On April 25, 2016, we signed a definitive agreement to sell our healthcare business, Verisk Health, to Veritas Capital for $820.0 million. The total purchase price is subject to adjustments for, among other things, the working capital of the business at closing. The purchase price consists of $720.0 million of cash consideration, a $100.0 million long-term subordinated promissory note with interest paid in kind, and other contingent consideration. The transaction is subject to regulatory approvals and other customary closing conditions and is expected to close by June 30, 2016. Results of operations for the healthcare business, previously part of Decision Analytics segment, are reported as a discontinued operation for the three months ended March 31, 2016 and for all prior periods presented. See Note 6 of our condensed consolidated financial statements included in this Form 10-Q. As necessary, all amounts have been retroactively adjusted in all periods presented to give recognition to this discontinued operation.

Executive Summary

Key Performance Metrics

We believe our business' ability to generate recurring revenue and positive cash flow is the key indicator of the successful execution of our business strategy. We use year-over-year revenue growth and EBITDA margin as metrics to measure our performance. EBITDA and EBITDA margin are non-GAAP financial measures (See footnote 1 within the Condensed Consolidated Results of Operations section of Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations).

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 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.

Revenues

We earn revenues through subscriptions, long-term agreements and on a transactional basis. 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. Our long-term agreements are generally for periods of three to five years. We

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recognize revenue from subscriptions ratably over the term of the subscription and most long-term agreements are recognized ratably over the term of the agreement.

Approximately ~~89.9%~~90.8% and ~~89.5%~~89.9% of the revenues in our Risk Assessment segment for the ~~nine~~three months ended ~~September 30,~~March 31, 2016 and 2015, ~~and 2014,~~ respectively, were derived from subscriptions and long-term agreements for our solutions. Our customers in this segment include most of the P&C insurance providers in the United States. Approximately ~~66.6%~~76.9% and ~~63.0%~~76.6% of the revenues in our Decision Analytics segment, for the ~~nine~~three months ended ~~September 30,~~March 31, 2016 and 2015, ~~and 2014,~~ respectively, were derived from subscriptions and long-term agreements for our solutions. In this segment, our customer bases are within the insurance, ~~healthcare,~~ financial services, and energy and specialized markets verticals.

Certain of our solutions are also paid for by our customers on a transactional basis. 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, ~~medical~~ or workers' compensation claim with information in our databases. We also have the majority of solutions in our healthcare category paid for on a transactional basis. These transactions, largely in the second half of our fiscal year, are primarily related to Medicare Advantage reviews based on volumes from and determined by our customers. For the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015, approximately ~~25.4%~~18.0% and ~~27.0%~~17.5%, respectively, of our revenues were derived from providing transactional solutions. We earn transactional revenues as our solutions are delivered or services performed. In general, transactions are billed monthly at the end of each month.

Principal Operating Costs and Expenses

Personnel expenses are the major component of both our cost of revenues and selling, general and administrative expenses. Personnel expenses, which represented ~~58.9%~~59.4% and ~~57.5%~~60.9% of our total expenses for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015, respectively, include salaries, benefits, incentive compensation, equity compensation costs, sales commissions, employment taxes, recruiting costs, and outsourced temporary agency costs.

We allocate 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, sales people, 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 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 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 operating costs such as facilities, insurance and communications is 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.

~~Acquisition~~

On May 19, 2015, we acquired 100% of the stock of Wood Mackenzie Limited (“Wood Mackenzie”) for a net cash purchase price of approximately $2,890.0 million, which we financed through a combination of a debt offering, an equity offering, borrowings under our new Credit Facility, and cash on hand. Due to the fact that a portion of the purchase price was funded in pounds sterling and the reminder in U.S. dollars, we entered into a foreign currency hedging instrument to purchase pounds sterling. We recorded a gain within "Gain on derivative instruments" in the accompanying consolidated statements of operations and received proceeds on the hedge of $85.2 million. These proceeds were utilized to partially fund the acquisition of Wood Mackenzie. Wood Mackenzie is a global provider of data analytics and commercial intelligence for the energy, chemicals, metals and mining verticals. This acquisition advances our strategy to expand internationally and positions us in the global energy market. We have included Wood Mackenzie in the energy and specialized vertical, formerly named specialized markets, of the Decision Analytics segment. See Note 5 of our condensed consolidated financial statements included in this Form 10-Q for further information.

~~Discontinued Operations~~

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On March 11, 2014, we sold our mortgage services business, Interthinx. Results of operations for the mortgage services business are reported as a discontinued operation for the nine months ended September 30, 2014. See Note 6 of our condensed consolidated financial statements included in this Form 10-Q. As necessary, all amounts have been retroactively adjusted in all periods presented to give recognition to this discontinued operation.

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Condensed Consolidated Results of Operations


	Three Months Ended September 30,						Percentage Change		Nine Months Ended September 30,						Percentage Change		Three Months Ended March 31,						Percentage Change
	2015			2014			Percentage Change		2015			2014			Percentage Change		2016			2015			Percentage Change
	(In thousands, except for share and per share data)																(In thousands, except for share and per share data)
Statement of income data:
Revenues:
Decision Analytics revenues	$	378,674		$	287,211		31.8	%	$	993,049		$	796,143		24.7	%	$	312,945		$	213,351		46.7	%
Risk Assessment revenues		171,727			161,454		6.4	%		514,399			485,719		5.9	%		179,756			170,942		5.2	%
Revenues		550,401			448,665		22.7	%		1,507,448			1,281,862		17.6	%		492,701			384,293		28.2	%
Expenses:
Cost of revenues (exclusive of items shown separately below)		210,167			180,873		16.2	%		589,579			523,016		12.7	%		173,277			133,784		29.5	%
Selling, general and administrative		79,310			56,164		41.2	%		228,908			170,372		34.4	%		71,037			49,714		42.9	%
Depreciation and amortization of fixed assets		33,501			21,951		52.6	%		86,571			62,455		38.6	%		31,887			19,388		64.5	%
Amortization of intangible assets		18,543			14,187		30.7	%		61,496			42,620		44.3	%		23,871			7,455		220.2	%
Total expenses		341,521			273,175		25.0	%		966,554			798,463		21.1	%		300,072			210,341		42.7	%
Operating income		208,880			175,490		19.0	%		540,894			483,399		11.9	%		192,629			173,952		10.7	%
Other income (expense):
Investment income and others		17,912			(285	)	6,391.2	%		17,153			(76	)	22,667.0	%
Gain on derivative instruments		—			—		—	%		85,187			—		100.0	%
Investment income (loss) and others																		44			(502	)	(108.8	)%
Interest expense		(33,003	)		(17,498	)	88.6	%		(88,927	)		(52,396	)	69.7	%		(32,032	)		(18,262	)	75.4	%
Total other expense, net		(15,091	)		(17,783	)	(15.1	)%		13,413			(52,472	)	(125.6	)%		(31,988	)		(18,764	)	70.5	%
Income before income taxes		193,789			157,707		22.9	%		554,307			430,927		28.6	%		160,641			155,188		3.5	%
Provision for income taxes		(61,975	)		(58,692	)	5.6	%		(160,487	)		(159,372	)	0.7	%		(50,911	)		(58,815	)	(13.4	)%
Income from continuing operations		131,814			99,015		33.1	%		393,820			271,555		45.0	%		109,730			96,373		13.9	%
Income from discontinued operations, net of tax (2)		—			—		—	%		—			31,117		(100.0	)%
Discontinued operations
Income from discontinued operations																		1,780			4,304		(58.6	)%
Provision for income taxes																		(18,871	)		(1,991	)	847.8	%
(Loss) income from discontinued operations (2)																		(17,091	)		2,313		(838.9	)%
Net Income	$	131,814		$	99,015		33.1	%	$	393,820		$	302,672		30.1	%	$	92,639		$	98,686		(6.1	)%
Basic net income per share:
Income from continuing operations	$	0.78		$	0.60		30.0	%	$	2.41		$	1.63		47.9	%	$	0.65		$	0.61		6.6	%
Income from discontinued operations		—			—		—	%		—			0.19		(100.0	)%		(0.10	)		0.01		(1,100.0	)%
Basic net income per share	$	0.78		$	0.60		30.0	%	$	2.41		$	1.82		32.4	%	$	0.55		$	0.62		(11.3	)%
Diluted net income per share:
Income from continuing operations	$	0.77		$	0.58		32.8	%	$	2.36		$	1.60		47.5	%	$	0.64		$	0.60		6.7	%
Income from discontinued operations		—			—		—	%		—			0.18		(100.0	)%		(0.10	)		0.01		(1,100.0	)%
Diluted net income per share	$	0.77		$	0.58		32.8	%	$	2.36		$	1.78		32.6	%	$	0.54		$	0.61		(11.5	)%
Weighted average shares outstanding:
Basic		168,739,437			166,187,540		1.5	%		163,656,387			166,504,384		(1.7	)%		168,453,750			158,087,919		6.6	%
Diluted		172,171,337			169,522,448		1.6	%		167,079,550			169,815,867		(1.6	)%		171,480,884			161,481,213		6.2	%

The financial operating data below sets forth the information we believe is useful for investors in evaluating our overall financial performance:
Other data:
EBITDA (1):
Decision Analytics EBITDA	$	176,633		$	118,547		49.0	%	$	486,587		$	366,609		32.7	%	$	153,755		$	115,369		33.3	%
Risk Assessment EBITDA		102,203			92,796		10.1	%		304,714			277,377		9.9	%		109,347			100,968		8.3	%
EBITDA	$	278,836		$	211,343		31.9	%	$	791,301		$	643,986		22.9	%	$	263,102		$	216,337		21.6	%
The following is a reconciliation of net income to EBITDA:
Net income	$	131,814		$	99,015		33.1	%	$	393,820		$	302,672		30.1	%	$	92,639		$	98,686		(6.1	)%
Depreciation and amortization of fixed assets and intangible assets from continuing operations		52,044			36,138		44.0	%		148,067			105,075		40.9	%		55,758			26,843		107.7	%
Interest expense from continuing operations		33,003			17,498		88.6	%		88,927			52,396		69.7	%		32,032			18,262		75.4	%
Provision for income taxes from continuing operations		61,975			58,692		5.6	%		160,487			159,372		0.7	%		50,911			58,815		(13.4	)%
Depreciation, amortization, interest and provision for income taxes from discontinued operations		—			—		—	%		—			24,471		(100.0	)%		31,762			13,731		131.3	%
EBITDA	$	278,836		$	211,343		31.9	%	$	791,301		$	643,986		22.9	%	$	263,102		$	216,337		21.6	%

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(1)

EBITDA is the financial measure which management uses to evaluate the performance of our Company. “EBITDA” is defined as net income before interest expense, provision for income taxes, and depreciation and amortization of fixed and intangible assets. In addition, this Management’s Discussion and Analysis of Financial Condition and Results of Operations includes references to EBITDA margin, which is computed as EBITDA divided by revenues. See Note 13 of our condensed consolidated financial statements included in this Form 10-Q filing. Although EBITDA is a non-GAAP financial measure, EBITDA is frequently used by securities analysts, lenders and others in their evaluation of companies. EBITDA has limitations as an analytical tool, and should not be considered in isolation, or as a substitute for an analysis of our results of operations or cash flows from operating activities reported under GAAP. Management uses EBITDA in conjunction with GAAP operating performance measures as part of its overall assessment of company performance. Some of these limitations are:

EBITDA does not reflect our cash expenditures, or future requirements for capital expenditures or contractual commitments;

EBITDA does not reflect changes in, or cash requirements for, our working capital needs;

Although depreciation and amortization are noncash charges, the assets being depreciated and amortized often will have to be replaced in the future and EBITDA does not reflect any cash requirements for such replacements; and

Other companies in our industry may calculate EBITDA differently than we do, limiting its usefulness as a comparative measure. Please note because EBITDA is calculated from net income, this presentation included EBITDA from discontinued operations of our ~~mortgage services~~healthcare business.

(2)

OnDuring the first quarter of 2016, the Board formally approved the plan for the sale of our healthcare business, Verisk Health. Results of operations for the healthcare business are reported as a discontinued operation for the three months ended March ~~11, 2014, we sold our mortgage services business, Interthinx.~~31, 2016 and for all prior periods presented. See Note 6 of our condensed consolidated financial statements included in this Form ~~10-Q filing.~~10-Q. As necessary, all amounts have been retroactively adjusted in all periods presented to give recognition to this discontinued operation.

Consolidated Results of Continuing Operations

~~Nine~~Three Months Ended ~~September 30, 2015~~March 31, 2016 Compared to ~~Nine~~Three Months Ended ~~September 30, 2014~~March 31, 2015

Revenues

Revenues were ~~$1,507.4~~$492.7 million for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$1,281.9~~$384.3 million for the ~~nine~~three months ended ~~September 30, 2014,~~March 31, 2015, an increase of ~~$225.5~~$108.4 million or ~~17.6%~~28.2%. Excluding ~~Maplecroft~~Wood Mackenzie, Infield and ~~Wood Mackenzie,~~PCI, our recent acquisitions' revenues of ~~$132.1~~$89.3 million, which are ~~both~~all reported within our Decision Analytics segment, our consolidated revenue growth increased ~~$93.4~~$19.1 million or ~~7.3%~~5.0%. Revenues within our Decision Analytics segment, excluding our recent acquisitions, increased by ~~$64.7~~$10.2 million or ~~8.1%~~4.8% and revenues in our Risk Assessment segment increased by ~~$28.7~~$8.9 million or ~~5.9%~~5.2%. Revenue growth within Decision Analytics, excluding recent acquisitions, was primarily driven by increases in our insurance ~~financial services and healthcare revenue categories.~~category. Within Risk Assessment, both industry-standard insurance programs and property-specific rating and underwriting information contributed to its revenue growth. Refer to the Results of Continuing Operations by Segment within this section for further information regarding our revenues.

Cost of Revenues

Cost of revenues was ~~$589.6~~$173.3 million for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$523.0~~$133.7 million for the ~~nine~~three months ended ~~September 30, 2014,~~March 31, 2015, an increase of ~~$66.6~~$39.6 million or ~~12.7%~~29.5%. Our recent acquisitions within the Decision Analytics segment accounted for an increase of ~~$54.5~~$33.6 million in cost of revenues, ~~of which $6.0 million were non-recurring equity compensation associated with the Wood Mackenzie acquisition and the remaining amount was~~ primarily related to salaries and employee benefits. Excluding the impact of our recent acquisitions, our cost of revenues increased ~~$12.1~~$6.0 million or ~~2.3%~~4.5%. The increase was primarily due to ~~increases~~an increase in salaries and employee benefits of ~~$16.5~~$7.0 million, ~~rent expense~~which was offset by decreases in data costs of ~~$3.0~~$0.3 million ~~travel expense of $1.1 million,~~and information technology expense of ~~$0.3 million, and other operating costs of $1.1~~$0.7 million. ~~These increases were offset by a decrease in data costs and data processing fees of $9.9 million (mostly related to our Decision Analytics segment).~~

Selling, General and Administrative Expenses

Selling, general and administrative expenses, or SGA, were ~~$228.9~~$71.0 million for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$170.4~~$49.7 million for the ~~nine~~three months ended ~~September 30, 2014,~~March 31, 2015, an increase of ~~$58.5~~$21.3 million or ~~34.4%~~42.9%. Our recent acquisitions within the Decision Analytics segment accounted for an increase of ~~$56.5~~$22.0 million in SGA, of which ~~$20.7 million were non-recurring transaction costs associated with the Wood Mackenzie acquisition and the remaining amount~~ was primarily related to salaries and employee benefits. Excluding costs associated with our recent acquisitions, SGA ~~increased $2.0~~decreased $0.7 million or ~~1.2%~~1.5%. The ~~increase~~decrease was primarily due to decreases in professional consulting costs of $3.6 million and other general expenses of $0.4 million. These decreases were offset by increases in salaries and employee benefits of ~~$2.5~~$2.8 million, ~~and other general expenses~~information technology of ~~$1.0~~$0.5 million. ~~These increases were offset by a decrease in professional consulting costs of $1.5 million.~~

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Depreciation and Amortization of Fixed Assets

Depreciation and amortization of fixed assets was ~~$86.6~~$31.9 million for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$62.5~~$19.4 million for the ~~nine~~three months ended ~~September 30, 2014,~~March 31, 2015, an increase of ~~$24.1~~$12.5 million or ~~38.6%~~64.5%. The increase in depreciation and amortization of fixed assets includes depreciation of furniture and equipment, software, computer hardware and related equipment, and depreciation and amortization related to our recent acquisitions of ~~$6.1~~$7.2 million.

Amortization of Intangible Assets

Amortization of intangible assets was ~~$61.5~~$23.9 million for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$42.6~~$7.5 million for the ~~nine~~three months ended ~~September 30, 2014,~~March 31, 2015, an increase of ~~$18.9~~$16.4 million or ~~44.3%~~220.2%. The increase ~~of $23.0 million~~ was primarily related to our recent acquisitions of ~~Maplecroft~~Wood Mackenzie, Infield and ~~Wood Mackenzie,~~PCI which amounted to $17.0 million, offset by intangible assets that have been fully amortized of ~~$4.1~~$0.6 million.

Investment Income (Loss) and Others, net

Investment income (loss) and others, net was a gain of ~~$17.1 million~~$44.0 thousand for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 as compared to a loss of ~~$0.1~~$0.6 million for the nine months ended September 30, 2014. The increase of $17.2 million was primarily related to a gain of $15.6 million in connection with the exercise and payout of common stock warrants held by us in Eagleview Technology Corporation, or EVT. The remaining increase was mostly attributable by net gain on foreign currencies.

~~Gain on derivative instruments~~

Gain on derivative instruments was $85.2 million for the nine months ended September 30, 2015 resulting from the execution of a non-recurring foreign currency hedging strategy in connection with the acquisition of Wood Mackenzie within our Decision Analytics segment. There was no gain on derivative instruments for the nine months ended September 30, 2014.

~~Interest Expense~~

Interest expense was $88.9 million for the nine months ended September 30, 2015, compared to $52.4 million for the nine months ended September 30, 2014, an increase of $36.5 million or 69.7%. The increase is primarily due to the interest on the additional debt incurred in connection with the acquisition of Wood Mackenzie as well as the bridge financing arrangement.

~~Provision for Income Taxes~~

The provision for income taxes was $160.5 million for the nine months ended September 30, 2015 compared to $159.4 million for the nine months ended September 30, 2014, an increase of $1.1 million or 0.7%. The effective tax rate was 29.0% for the nine months ended September 30, 2015 compared to 37.0% for the nine months ended September 30, 2014. The effective rate for the nine months ended September 30, 2015 was lower than the September 30, 2014 effective tax rate primarily due to tax benefits related to the Wood Mackenzie acquisition.

~~EBITDA Margin~~

The EBITDA margin for our consolidated results, including discontinued operations, was 52.5% for the nine months ended September 30, 2015 compared to 49.8% for the nine months ended September 30, 2014. The non-recurring derivative gain offset by the transaction costs related to the Wood Mackenzie acquisition and the EVT warrant exercise and payout positively impacted our EBITDA margin by 4.9% for the nine months ended September 30, 2015. The discontinued operations representing the gain on sale of our mortgage services business positively impacted our EBITDA margin by 3.9% for the nine months ended September 30, 2014.

~~Three Months Ended September 30, 2015 Compared to Three Months Ended September 30, 2014~~

~~Revenues~~

~~Revenues were $550.4~~ million for the three months ended September 30, 2015 compared to $448.7 million for the three months ended September 30, 2014, an increase of $101.7 million or 22.7%. Excluding our recent acquisitions, which is reported in our Decision Analytics segment, our consolidated revenue growth increased $14.2 million or 3.2%. Revenues within our Decision Analytics segment, excluding recent acquisitions, increased by $3.9 million or 1.4% and revenues in our Risk Assessment segment increased by $10.3 million or 6.4%. Revenue growth within Decision Analytics was primarily driven by increases in our insurance, financial services and energy and specialized markets revenue categories. This revenue growth was lowered due to changes in our customer contract language in the healthcare revenue category. Within Risk Assessment, both categories industry-standard insurance programs and property-specific rating and underwriting information contributed to its revenue growth. Refer to the Results of Continuing Operations by Segment within this section for further information regarding

March 31,

~~Table of Contents~~

~~our revenues.~~

~~Cost of Revenues~~

Cost of revenues was $210.2 million for the three months ended September 30, 2015 compared to $180.8 million for the three months ended September 30, 2014, an increase of $29.4 million or 16.2%. Excluding the impact of our recent acquisitions of $31.6 million, our cost of revenues decreased $2.2 million or 1.3%. 2015. The decrease was primarily due to a decrease in data costs and data processing fees of $8.4 million (mostly related to our Decision Analytics segment). This decrease was offset by increases in salaries and employee benefits of $2.7 million, rent expense of $1.6 million, information technology expense of $0.5 million and other operating costs of $1.4 million.

~~Selling, General and Administrative Expenses~~

Selling, general and administrative expenses, or SGA, were $79.3 million for the three months ended September 30, 2015 compared to $56.2 million for the three months ended September 30, 2014, an increase of $23.1 million or 41.2%. Excluding costs of $21.7 million associated with our recent acquisitions, SGA increased $1.4 million or 2.6%. The increase was primarily due to increases in our salaries and employee benefits of $2.2 million and other general expenses of $1.0 million. These increases were offset by a decrease in professional consulting costs of $1.8 million.

~~Depreciation and Amortization of Fixed Assets~~

Depreciation and amortization of fixed assets was $33.5 million for the three months ended September 30, 2015 compared to $22.0 million for the three months ended September 30, 2014, an increase of $11.5 million or 52.6%. The increase in depreciation and amortization of fixed assets includes depreciation of furniture and equipment, software, computer hardware, and related equipment and depreciation and amortization related to our recent acquisitions of $4.1 million.

~~Amortization of Intangible Assets~~

Amortization of intangible assets was $18.5 million for the three months ended September 30, 2015 compared to $14.2 million for the three months ended September 30, 2014, an increase of $4.3 million or 30.7%. The increase of $6.1 million was primarily related to our recent acquisitions of Maplecroft and Wood Mackenzie offset by intangible assets that have been fully amortized of $1.8 million.

~~Investment Income and Others, net~~

Investment income and others, net was a gain of $17.9 million for the three months ended September 30, 2015 as compared to a loss of $0.3 million for the three months ended September 30, 2014. The increase of $18.2 million was primarily related to a gain of $15.6 million in connection with the exercise and payout of common stock warrants held by us in EVT. The remaining increase was mostly attributable by net gain on foreign currencies.

Interest Expense

Interest expense was ~~$33.0~~$32.0 million for the three months ended ~~September 30, 2015~~March 31, 2016, compared to ~~$17.5~~$18.2 million for the three months ended ~~September 30, 2014,~~March 31, 2015, an increase of ~~$15.5~~$13.8 million or ~~88.6%~~75.4%. The increase is primarily due to the interest on the additional debt incurred in connection with the acquisition of Wood Mackenzie.

Provision for Income Taxes

The provision for income taxes was ~~$62.0~~$50.9 million for the three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$58.7~~$58.8 million for the three months ended ~~September 30, 2014, an increase~~March 31, 2015, a decrease of ~~$3.3~~$7.9 million or ~~5.6%~~13.4%. The effective tax rate was ~~32.0%~~31.69% for the three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~37.2%~~37.90% for the three months ended ~~September 30, 2014.~~March 31, 2015. The effective rate for the three months ended ~~September 30, 2015~~March 31, 2016 was lower than the ~~September 30, 2014~~March 31, 2015 effective tax rate primarily due to tax benefits related to the Wood Mackenzie acquisition.

EBITDA Margin

The EBITDA margin for our consolidated results, including discontinued operations, was ~~50.7%~~46.8% for the three months ended ~~September 30, 2015~~March 31, 2016 compared to 47.1% for the three months ended ~~September 30, 2014.~~March 31, 2015. The ~~non-recurring EVT warrant exercise and payout positively~~income from discontinued operations of our healthcare business negatively impacted our EBITDA margin by ~~2.8%~~3.6% for the three months ended ~~September 30, 2015.~~March 31, 2016.

Results of Continuing Operations by Segment

Decision Analytics

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Revenues

Revenues for our Decision Analytics segment were ~~$993.0~~$312.9 million for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$796.2~~$213.4 million for the ~~nine~~three months ended ~~September 30, 2014,~~March 31, 2015, an increase of ~~$196.8~~$99.5 million or ~~24.7%~~46.7%. Excluding revenue of ~~$132.1~~$89.3 million from our recent acquisitions, Decision Analytics revenue increased by ~~$64.7~~$10.2 million or ~~8.1%~~4.8%. Our revenue by category for the periods presented is set forth below:


	Nine Months Ended September 30,				Percentage		For the Three Months Ended March 31,				Percentage
	2015		2014		Change		2016		2015		Change
	(In thousands)						(In thousands)
Insurance	$	481,381	$	443,757	8.5	%	$	171,545	$	153,733	11.6	%
Financial services		88,654		68,111	30.2	%		28,474		35,170	(19.0	)%
Healthcare		224,148		220,888	1.5	%
Energy and specialized markets		198,866		63,387	213.7	%		112,926		24,448	361.9	%
Total Decision Analytics	$	993,049	$	796,143	24.7	%	$	312,945	$	213,351	46.7	%

Our insurance revenue increased ~~$37.6~~$17.8 million or ~~8.5%~~11.6%, primarily due to increases within our loss quantification solutions, insurance fraud revenue, underwriting solutions and catastrophe modeling ~~services and underwriting solutions,.~~services. Loss quantification in 2016 benefited from a non-recurring partnership revenue.

Our financial services revenue ~~increased $20.5~~decreased $6.7 million or ~~30.2%~~19.0%, primarily due to a media effectiveness project revenue that occurred in the first quarter ~~and~~2015. The decrease was partially offset by the continued demand for our analytic solutions and services.

Our healthcare revenue increased $3.2 million or 1.5%, primarily due to an increase in transactions within our payment accuracy and enterprise analytics solutions. This revenue growth was lowered by changes in our customer contract language related to our revenue & quality intelligence solution. For comparability had the contract language also been in effect in the prior period our revenue growth would have been 9.9%.

~~Our~~ energy and specialized markets ~~formerly named specialized markets,~~ revenue increased ~~$135.5~~$88.4 million or ~~213.7%~~361.9%; excluding ~~Maplecroft and~~ Wood Mackenzie, Infield and PCI revenues of ~~$132.1~~$89.3 million, our energy and specialized markets revenue ~~increased $3.4~~decreased $0.9 million or ~~5.3%~~3.6% due to decline in our weather risk solutions. The decrease was partially offset by growth in our environmental health and safety ~~services and weather risk solutions.~~

Revenues for our Decision Analytics segment were $378.6 million for the three months ended September 30, 2015 compared to $287.2 million for the three months ended September 30, 2014, an increase of $91.4 million or 31.8%. Excluding revenue of $87.5 million from our recent acquisitions, Decision Analytics revenue increased by $3.9 million or 1.4%. Our revenue by category for the periods presented is set forth below:

Three Months Ended September 30,
Percentage

2015 2014
Change

(In thousands)

Insurance $ 162,372

$ 149,496

8.6 %
Financial services 27,104

25,258

7.3 %
Healthcare 79,993

91,900

(13.0 )%
Energy and specialized markets 109,205

20,557

431.2 %
Total Decision Analytics $ 378,674

$ 287,211

31.8 %

~~Our insurance revenue increased $12.9 million or 8.6%, primarily due to increases within our loss quantification solutions, insurance fraud revenue and catastrophe modeling~~ services.

~~Our financial services revenue increased $1.7 million or 7.3%, primarily due to continued demand for our analytic solutions and services.~~

Our healthcare revenue decreased $11.9 million or 13.0%, primarily due to changes in our customer contract language related to our revenue & quality intelligence solution. This decrease was offset, in part, by an increase in transactions within our payment accuracy and enterprise analytics solutions. For comparability had the contract language also been in effect in the prior period, our revenue growth would have been (2.0)%.

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Our energy and specialized markets revenue, formerly named specialized markets, increased $88.7 million or 431.2%; excluding Maplecroft and Wood Mackenzie revenues of $87.5 million, our energy and specialized markets revenue increased $1.2 million or 5.6% due to growth in our environmental heath and safety services and weather risk solutions.

Cost of Revenues

Cost of revenues for our Decision Analytics segment were ~~$440.0~~$121.6 million for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$369.8~~$82.8 million for the ~~nine~~three months ended ~~September 30, 2014,~~March 31, 2015, an increase of ~~$70.2~~$38.8 million or ~~19.0%~~46.8%. Our recent acquisitions within the Decision Analytics segment, accounted for an increase of ~~$54.5~~$33.6 million in cost of revenues, of which ~~$6.0 million were non-recurring equity compensation associated with the Wood Mackenzie acquisition and the remaining amount~~ was primarily related to salaries and employee benefits. Excluding the impact of our recent acquisitions, our cost of revenues ~~for this segment~~ increased ~~$15.7~~$5.2 million or ~~4.2%~~6.4%. The increase was primarily due to increases in salaries and employee benefits of ~~$20.2 million, rent expense of $2.7 million, travel expense of $0.7 million, information technology expense of $0.4~~$5.6 million and other operating costs of ~~$2.3~~$0.6 million. These increases were offset by ~~a decrease~~decreases in data costs ~~and data processing fees~~ of ~~$10.6~~$0.9 million ~~(mostly related to the change in our customer contract within our healthcare vertical).~~

Cost of revenues for our Decision Analytics segment were $161.9 million for the three months ended September 30, 2015 compared to $129.9 million for the three months ended September 30, 2014, an increase of $32.0 million or 24.5%. Excluding the impact of our recent acquisitions of $31.6 million, our cost of revenues increased $0.4 million or 0.2%. The increase was primarily due to increases in salaries and ~~employee benefits of $4.4 million, rent expense of $1.2 million,~~ information technology expense of ~~$0.8 million and other operating costs of $2.2~~$0.1 million. ~~These increases were offset by a decrease in data costs and data processing fees of $8.2 million (mostly related to the change in our customer contract within our healthcare vertical).~~

Selling, General and Administrative Expenses

Selling, general and administrative expenses for our Decision Analytics segment were ~~$168.7~~$52.3 million for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$115.3~~$30.7 million for the ~~nine~~three months ended ~~September 30, 2014,~~March 31, 2015, an increase of ~~$53.4~~$21.6 million or ~~46.3%~~70.9%. Our recent acquisitions within the Decision Analytics segment, accounted for an increase of ~~$56.5~~$22.0 million in SGA, of which ~~$20.7 million were non-recurring transaction costs associated with the Wood Mackenzie acquisition and the remaining amount~~ was primarily related to salaries and employee benefits. Excluding costs associated with our recent acquisitions, SGA decreased ~~$3.1~~$0.4 million or ~~2.7%~~1.1%. The ~~decrease~~increase was primarily due to ~~a decrease in salaries and employee benefits of $1.5 million, professional consulting costs of $1.3 million and other general expenses of $0.3 million.~~

Selling, general and administrative expenses for our Decision Analytics segment were $58.1 million for the three months ended September 30, 2015 compared to $38.6 million for the three months ended September 30, 2014, an increase of $19.5 million or 50.4%. Excluding costs associated with our recent acquisitions of $21.7 million, SGA decreased $2.2 million or 5.9%. The decrease was primarily due to lower professional consulting costs of $2.6 million which was offset by increases in salaries and employee benefits of ~~$0.1~~$2.5 million and information technology expense of $0.2 million. These increases were offset by decreases in professional consulting fees of $2.9 million and other general expenses of ~~$0.3~~$0.2 million.

EBITDA Margin

The EBITDA margin for our Decision Analytics segment, including discontinued operations, was ~~49.0%~~40.2% for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~45.4%~~40.0% for the ~~nine~~three months ended ~~September 30, 2014.~~March 31, 2015. The ~~non-recurring derivative gain offset by the transaction costs related to the Wood Mackenzie acquisition and the EVT warrant exercise positively~~income from discontinued operations of our healthcare business negatively impacted our EBITDA margin by ~~7.5%~~4.2% for the ~~nine~~three months ended September 30, 2015. The discontinued operations including the gain on the sale of our mortgage services business positively impacted our EBITDA margin by 6.3% for the nine months ended September 30, 2014.March 31, 2016.

Risk Assessment

Revenues

Revenues for our Risk Assessment segment were $514.4 million for the nine months ended September 30, 2015 compared to $485.7 million for the nine months ended September 30, 2014, an increase of $28.7 million or 5.9%. Revenues for our Risk Assessment segment were $171.8$179.8 million for the three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$161.5~~$170.9 million for the three months ended ~~September 30, 2014,~~March 31, 2015, an increase of ~~$10.3~~$8.9 million or ~~6.4%~~5.2%. The overall increase within this segment primarily resulted from an increase in prices derived from continued enhancements to the content of our industry-standard insurance programs' solutions as well as selling expanded solutions to existing customers.

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Our revenue by category for the periods presented is set forth below:

Three Months Ended
September 30, Percentage Nine Months Ended
September 30, Percentage
2015 2014 Change 2015 2014 Change
(In thousands) (In thousands)
Industry-standard insurance
programs $ 131,093
$ 122,830
6.7 % $ 392,465
$ 369,841
6.1 %
Property-specific rating and
underwriting information 40,634
38,624
5.2 % 121,934
115,878
5.2 %
Total Risk Assessment $ 171,727
$ 161,454
6.4 % $ 514,399
$ 485,719
5.9 %



	Three Months Ended March 31,				Percentage
	2016		2015		Change
	(In thousands)
Industry-standard insurance programs	$	137,427	$	130,596	5.2	%
Property-specific rating and underwriting information		42,329		40,346	4.9	%
Total Risk Assessment	$	179,756	$	170,942	5.2	%

Cost of Revenues

Cost of revenues for our Risk Assessment segment was $149.6 million for the nine months ended September 30, 2015 compared to $153.2 million for the nine months ended September 30, 2014, a decrease of $3.6 million or 2.3%. The decrease was primarily due to salaries and employee benefits costs decrease of $3.7 million related to a slight reduction in headcount and decreases in information technology expense of $0.1 million and other operating costs of $1.2 million. These decreases were offset by increases in data costs and data processing fees of $0.7 million, travel expense of $0.4 million and rent expense of $0.3 million.

~~Cost of revenues for our Risk Assessment segment was $48.3~~$51.7 million for the three months ended ~~September 30, 2015~~ March 31, 2016

compared to $50.9 million for the three months ended ~~September 30, 2014, a decrease~~March 31, 2015, an increase of ~~$2.6~~$0.8 million or ~~5.0%~~1.4%. The ~~decrease~~increase was primarily due to increases in salaries and employee benefits costs ~~decrease~~ of ~~$1.7~~$1.4 million ~~related to a slight reduction~~and in ~~headcount and~~data costs of $0.6 million. These increases were offset by decreases in information technology expense of ~~$0.3 million, data costs and data processing fees of $0.2~~$0.6 million and other operating costs of ~~$0.8 million. These decreases were offset by an increase in rent expense of $0.4~~$0.6 million.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for our Risk Assessment segment were ~~$60.2~~$18.7 million for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$55.1~~$19.0 million for the ~~nine~~three months ended ~~September 30, 2014, an increase~~March 31, 2015, a decrease of ~~$5.1~~$0.3 million or ~~9.3%~~2.2%. The ~~increase~~decrease was primarily ~~due to~~a decrease in professional consulting costs of $0.7 million and other general expense of $0.2 million. These decreases were offset by increases in salaries and employee benefits of ~~$4.0~~$0.3 million and ~~other general expense~~information technology expenses of ~~$1.3 million. These increases were offset by an decrease in professional consulting costs of $0.2 million.~~

Selling, general and administrative expenses for our Risk Assessment segment were $21.2 million for the three months ended September 30, 2015 compared to $17.6 million for the three months ended September 30, 2014, an increase of $3.6 million or 21.1%. The increase were primarily due to increases in salaries and employee benefits of $2.1 million, professional consulting costs of $0.8 million and other general expense of $0.7$0.3 million.

EBITDA Margin

EBITDA margin for our Risk Assessment segment was ~~59.2%~~60.8% for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~57.1%~~59.1% for the ~~nine~~three months ended ~~September 30, 2014.~~March 31, 2015. The increase in our EBITDA margin was primarily attributed to operating leverage in the segment as well as cost efficiencies.

Liquidity and Capital Resources

As of ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014,~~2015, we had cash and cash equivalents and available-for-sale securities of ~~$172.5~~$135.3 million and ~~$43.2~~$141.9 million, respectively. 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 $1,750.0 million Syndicated Revolving Credit Facility, or ~~new~~the Credit Facility, we believe 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 (fees received in advance). 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

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causing a use of cash as a company grows. Unlike those 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.

Our capital expenditures as a percentage of consolidated revenues for the ~~nine~~three months ended ~~September 30,~~March 31, 2016 and 2015, were 5.5% and ~~2014, were 7.0% and 8.0%~~5.4%, respectively. The expected capital expenditures for the year ending December 31, ~~2015~~2016 will be approximately ~~$170.0~~$175.0 million, which we expect to primarily include expenditures on our technology infrastructure and our continuing investments in developing and enhancing our solutions. Expenditures related to developing and enhancing our solutions are predominately related to internal use software and are capitalized in accordance with ASC 350-40, "Accounting for Costs of Computer Software Developed or Obtained for Internal Use." We also capitalize amounts in accordance with ASC 985-20, "Software to be Sold, Leased or Otherwise Marketed."

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, 2016 and 2015, ~~and 2014,~~ we repurchased $0$116.4 million and ~~$184.9~~$0 million of our common stock, respectively.

Financing and Financing Capacity

We had total debt, excluding capital lease obligations and the discounts and debt issuance costs on our senior notes, of ~~$3,190.6~~$3,005.0 million and ~~$1,425.8~~$3,170.0 million at ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014,~~2015, respectively. The debt at ~~September 30, 2015~~March 31, 2016 was primarily issued under senior notes in May 2015 and during 2012 and 2011. On May 15, 2015, we completed an issuance of senior notes in the aggregate principal amounts of $900.0 million and $350.0 million due on June 15, 2025 and June 15, 2045, respectively, that accrue interest at a rate of 4.000% and 5.500%, respectively. Interest is payable semi-annually on both series of senior notes on June 15th and December 15th of each year, beginning on December 15, 2015. The senior notes were issued at a discount of $4.8 million and $1.2 million, respectively, and we incurred debt issuance costs on the senior notes of $7.6 million and $4.1 million, respectively. The discount and debt issuance costs were recorded as "Long-term debt" and "Other assets," respectively, in the accompanying condensed consolidated balance sheets, and these costs will be amortized to "Interest expense" in the accompanying condensed consolidated statements of operations in this quarterly report on Form 10-Q over the life of the respective senior note. The net proceeds from the issuance of these notes were utilized to partially fund the acquisition of Wood Mackenzie. The indenture governing the senior notes restricts our ability to, among other things, create certain liens, enter into sales/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. As of ~~September 30, 2015,~~March 31, 2016, we had senior notes with an aggregate principal amount of $2,300.0 million outstanding, and we were in compliance with our debt covenants.

~~On April 22, 2015,~~As of March 31, 2016, we ~~signed an agreement to enter into~~had a borrowing capacity of $1,750.0 million ~~committed senior unsecured Syndicated Revolving Credit Facility, or new~~of which $1,042.7 million was available for borrowings under the Credit Facility with Bank of America N.A., JP Morgan Chase, N.A., ~~Sun Trust Bank, Wells Fargo Bank N.A., Citizens Bank, N.A., Morgan Stanley Senior Funding, Inc., HSBC Bank USA, N.A., Royal Bank~~and a syndicate of ~~Canada, BNP Paribas, TD Bank, N.A.,~~banks. The ~~Northern Trust Company, and Capital One N.A. The new~~ Credit Facility ~~became effective on May 15, 2015, and we utilized borrowings of $930.0 million from the new Credit Facility to partially fund the purchase of Wood Mackenzie. The new Credit Facility~~ may ~~also~~ be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions and the share repurchase program, or Repurchase Program. The new Credit Facility has replaced the previously existing $990.0 million Syndicated Revolving Credit Facility, or old Credit Facility. On July 24, 2015, we entered into the First Amendment to the new Credit Facility which modified the definitions of Consolidated EBIT and Consolidated EBITDA to permit the adding back of certain non-recurring expenses related to the acquisition of Wood Mackenzie.program.

The ~~new~~ Credit Facility contains certain financial and other covenants that, among other things, impose certain restrictions on indebtedness, liens, investments, and capital expenditures. These covenants also place restrictions on mergers, asset sales, sale/

leaseback transactions, payments between us and our subsidiaries, and certain transactions with affiliates. The financial covenants require that, at the end of any fiscal quarter, we have a consolidated interest coverage ratio of at least 3.0 to 1.0 and that we maintain, during any period of four fiscal quarters, a consolidated funded debt leverage ratio of 3.75 to 1.0, which ratio steps down to 3.5 to 1.0 at the end of the fourth fiscal quarter ending after the consummation of the acquisition of Wood Mackenzie. We were in compliance with all debt covenants under the ~~new~~ Credit Facility as of ~~September 30, 2015.~~March 31, 2016. During the ~~nine~~three months ended ~~September 30, 2015,~~March 31, 2016, we had total combined borrowings under the ~~old Credit Facility and new~~ Credit Facility of ~~$1,100.0~~$40.0 million and repaid ~~$360.0 million during this nine month period.~~$205.0 million. Interest on borrowings under the ~~new~~ Credit Facility is payable at an interest rate of LIBOR plus 1.125% to 1.625%, depending upon the consolidated funded debt leverage ratio. A commitment fee on any unused balance is payable periodically and will range from 12.5 to 25 basis points based upon the consolidated funded debt leverage ratio. As of ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014,~~2015, we had outstanding borrowings under the ~~new Credit Facility and old~~ Credit Facility of ~~$900.0~~$705.0 million and ~~$160.0~~$870.0 million, respectively. ~~On October 19, 2015,~~During April 2016, we repaid ~~$70.0~~$25.0 million of our revolver borrowings that were outstanding as of ~~September 30, 2015.~~March 31, 2016. All borrowings under the ~~new~~ Credit Facility shall continue to remain unsecured.

~~As of September 30, 2015, we no longer have any outstanding private placement debt. On April 29, 2015, we repaid $85.0~~

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million and $50.0 million of private placement debt with Prudential Capital Group and New York Life, respectively, that came due utilizing $55.0 million from cash on hand and $80.0 million from borrowings under the Credit Facility. In addition, on May 14, 2015, we prepaid the remaining private placement debt with New York Life of $17.5 million, which had been due on October 26, 2015, and $17.5 million and $50.0 million of remaining private placement debt with Prudential, which had been due on October 26, 2015 and June 15, 2016, respectively. To prepay this debt, we utilized $25.0 million of cash on hand and borrowings from our Credit Facility of $60.0 million. The make-whole costs for the prepayment of this debt was $4.8 million and was recorded to "Interest expense" in the accompanying condensed consolidated statements of operations in this quarterly report on Form 10-Q during the nine months ended September 30, 2015.

On March 10, 2015, in connection with our agreement to acquire Wood Mackenzie, we entered into a commitment letter for a $2,300.0 million 364-day bridge financing arrangement with Bank of America N.A. and Morgan Stanley Bank N.A. acting as joint lead arrangers. This financing arrangement was only to be utilized in the event we did not carry out the debt and equity offerings relating to its acquisition of Wood Mackenzie by a certain date, and was terminated upon the closing of the acquisition. See Note 5 of our condensed consolidated financial statements included in this quarterly report on Form 10-Q filing. We paid fees associated with this financing arrangement of $9.1 million. Due to the completion of the debt and equity offerings, this arrangement was terminated and the full $9.1 million of fees were recorded to "Interest expense" in the accompanying condensed consolidated statements of operations in this quarterly report on Form 10-Q during the nine months ended September 30, 2015.

Cash Flow

The following table summarizes our cash flow data for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 and ~~2014~~2015:

Nine Months Ended September 30,
Percentage
Change
2015 2014
(In thousands)
Net cash provided by operating activities $ 520,044
$ 378,635
37.3 %
Net cash (used in) provided by investing activities $ (2,895,202 ) $ 39,475
(7,434.3 )%
Net cash provided by (used in) financing activities $ 2,503,235
$ (151,634 ) 1,750.8 %



	Three Months Ended March 31,						Percentage Change
	2016			2015			Percentage Change
	(In thousands)
Net cash provided by operating activities	$	303,879		$	270,990		12.1	%
Net cash used in investing activities	$	(31,290	)	$	(25,225	)	24.0	%
Net cash used in financing activities	$	(277,805	)	$	(132,057	)	110.4	%

Operating Activities

Net cash provided by operating activities was ~~$520.0~~$303.9 million for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 compared to ~~$378.6~~$271.0 million for the ~~nine~~three months ended ~~September 30, 2014.~~March 31, 2015. Excluding the discontinued operations of Verisk Health, net cash provided by operating activities was $281.8 million for the three months ended March 31, 2016 compared to $234.4 million for the three months ended March 31, 2015, an increase of 20.2%. The increase in net cash provided by operating activities was primarily due to an increase in cash receipts from customers driven by an increase in revenues and operating profit and additional operating cash flow from Wood ~~Mackenzie, partially offset by acquisition fees related to the acquisition of Wood~~ Mackenzie.

Investing Activities

Net cash used in investing activities was ~~$2,895.2~~$31.3 million for the ~~nine~~three months ended ~~September 30, 2015 and net cash provided by investing activities was $39.5~~March 31, 2016 compared to $25.2 million for the ~~nine~~three months ended ~~September 30, 2014.~~March 31, 2015. The change ~~in investing activities~~ was primarily due to ~~the net cash acquisition of Wood Mackenzie of $2,889.6 million on May 19, 2015.~~an increase in capital expenditures.

Financing Activities

Net ~~cash provided by financing activities was $2,503.2 million and net~~ cash used in financing activities was ~~$151.6~~$277.8 million and $132.1 million for the ~~nine~~three months ended ~~September 30,~~March 31, 2016 and 2015, ~~and 2014,~~ respectively. ~~Net cash provided by financing activities for the nine months ended September 30, 2015~~The increase was primarily ~~related~~due to the net proceeds from the debt and equity offerings of $1,244.0 million and $720.8 million, respectively, and other borrowings from our old and new Credit Facilities, net of repayments, of $740.0 million, partially offset by the prior year repurchases of common stock of ~~$183.1million versus no repurchases in~~$116.4 million during the ~~current year. Net cash used in financing activities for the nine~~three months ended ~~September 30, 2014 was primarily related~~March 31, 2016, as well as net repayments of short-term debt of $165.0 million during the three months ended March 31, 2016 compared to $130.0 million during the ~~repurchase of common stock of $183.1 million, partially offset by proceeds from stock option exercises and other stock option related items of $37.5 million.~~three months ended March 31, 2015.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Contractual Obligations

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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 24, ~~2015 except as noted below.~~

To partially fund the acquisition of Wood Mackenzie, we completed a public bond offering on May 15, 2015, which consisted of the issuance of $900.0 million aggregate principal amount of 4.000% Senior Notes due 2025 (“2025 notes”) and $350.0 million aggregate principal amount of 5.500% Senior Notes due 2045 (“2045 notes”). The 2025 notes will bear interest at a fixed rate of 4.000% per annum, with interest payable semi-annually and will mature on June 15, 2025. The 2045 notes will bear interest at a fixed rate of 5.500% per annum, with interest also payable semi-annually, and will mature on June 15, 2045. We will pay interest on each series of notes on June 15 and December 15 of each year, beginning on December 15, 2015. We received net proceeds of $1,235.1 million after deducting issue discount and underwriting discounts and commissions of $14.9 million. In addition, we repaid $135.0 million of private placement debt that came due in April 2015 and prepaid the remaining $85.0 million of private placement debt in May of 2015 of which $35.0 million had been due to mature in October of 2015 and $50.0 million had been due to mature in June of 2016. ~~We no longer have any outstanding private placement debt.~~

Critical Accounting Policies and Estimates

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 United States. 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 post retirement benefits, stock-based compensation, income taxes and ~~income taxes.~~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 24, ~~2015~~2016. Since the date of our annual report on Form 10-K, there have been no material changes to our critical accounting policies and estimates.

Although there has been no material changes to our critical accounting policies and estimates, there was a significant estimate this quarter related to the acquisition of Wood Mackenzie. The preliminarily estimated fair values of the tangible and intangible assets acquired and liabilities assumed in connection with the purchase of Wood Mackenzie have been recognized in the accompanying condensed consolidated balance sheets based on known facts that existed on the date of acquisition. The excess of the purchase price over the preliminary fair values of the net tangible and intangible assets was recorded as goodwill. The preliminary fair values recorded were based upon estimates and assumptions used in the Company’s historical valuation methodology. These estimates and assumptions are subject to change during the measurement period (up to one year from the acquisition date) and may have a significant impact on the consolidated financial statements. See Note 5 of our condensed consolidated financial statements included in this Form 10-Q for further information.

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Item 3.	Quantitative and Qualitative Disclosures About Market Risk

~~Other than the item below, market~~Market risks at ~~September 30, 2015~~March 31, 2016 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 24, ~~2015~~2016:.

~~Foreign Currency Risk~~

Our foreign-based businesses and results of operations are exposed to movements in the U.S. dollar to British pounds and other foreign currency exchange rates. A portion of our revenue is denominated in British pounds and other foreign currencies. If the U.S. dollar strengthens against British pounds and other foreign currencies, our revenues reported in U.S. dollars would decline. With regard to operating expense, our primary exposure to foreign currency exchange risk relates to operating expense incurred in British pounds and other foreign currencies. If British pounds and other foreign currencies strengthen, costs reported in U.S. dollars will increase. Movements in the U.S. dollar to British pounds and other foreign currency exchange rates did not have a material effect on our revenue during the nine months ended September 30, 2015. A hypothetical ten percent change in average exchange rates versus the U.S. dollar would not have resulted in a material change to our earnings.



Item 4.	Controls and Procedures

Disclosure Controls and Procedures

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 the Company’s 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 for the Company and our subsidiaries other than Wood Mackenzie, ~~and its subsidiaries that we~~which was acquired on May 19, 2015, Infield, which was acquired on November 6, 2015, and PCI, which was acquired on November 20, 2015. Management excluded from its assessment the internal control over financial reporting ~~at Wood Mackenzie~~regarding these acquisitions and ~~subsidiaries, which was acquired on May 19, 2015 and~~in total represented approximately ~~7.7%~~4.9% of total assets, and ~~8.3%~~18.1% of revenues as of and for the ~~nine~~three months ended ~~September 30, 2015.~~March 31, 2016. Based upon the foregoing assessments, our Chief Executive Officer and Chief Financial Officer have concluded that, as of ~~September 30, 2015~~,March 31, 2016, our disclosure controls and procedures were effective at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

We are in the process of integrating Wood Mackenzie, ~~(which we acquired in May 2015)~~Infield, and PCI into our overall internal control over financial reporting process. Other than this ongoing integration, during the ~~nine~~three months ended ~~September 30, 2015~~,March 31, 2016, 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.

~~Table of Contents~~

PART II — OTHER INFORMATION



Item 1.	Legal Proceedings

We are party to legal proceedings with respect to a variety of matters in the ordinary course of business. See Part I Item I. Note 15 to our condensed consolidated financial statements for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 for a description of our significant current legal proceedings, which is incorporated by reference herein.



Item 1A.	Risk Factors

There has been no material change in 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 24, ~~2015 except for the items noted below.~~2016.

~~We incurred substantial additional indebtedness in connection with the acquisition of Wood Mackenzie.~~

On May 19, 2015, we consummated the acquisition of Wood Mackenzie (the “Acquisition”). In order to finance the Acquisition, we incurred $2,180.0 million of indebtedness. As of September 30, 2015, we had total consolidated indebtedness of approximately $3,198.4 million, and our leverage ratio (debt to EBITDA) increased from 1.57x to 2.95x. Our increased leverage resulting from the Acquisition could adversely affect our business. In particular, it could increase our vulnerability to sustained, adverse macroeconomic weakness, limit our ability to obtain further financing and limit our ability to pursue certain operational and strategic opportunities. In addition, we incurred approximately $40.0 million in expenses to consummate the Acquisition. The increased leverage, potential lack of access to financing and increased expenses could have a material adverse effect on our financial condition, results of operations and cash flows.

~~We may not realize the expected benefits of the Acquisition.~~

We may fail to realize the expected benefits of the Acquisition or successfully integrate Wood Mackenzie’s operations or preserve its customers and employees in an efficient or timely manner. The necessity of coordinating geographically separated organizations, systems and facilities and addressing possible differences in business backgrounds, corporate cultures and management philosophies may increase the difficulties of integration. This integration effort may also distract our management’s focus from our existing core businesses or impair our existing relationships with employees, customers and our strategic partners. We may not be able to achieve the targeted operating or long-term strategic benefits of the Acquisition or could incur higher transition costs. An inability to realize the full extent of, or any of, the anticipated benefits of the Acquisition, as well as any delays encountered in the integration process or an inability to integrate the operations of the two companies could have a material adverse effect on our financial condition, results of operations and cash flows.

~~General economic uncertainties, including downward trends in the energy industry, could reduce demand by Wood Mackenzie’s customers for its products and services.~~

Demand for Wood Mackenzie’s products and services may be negatively influenced by general economic uncertainties, particularly any downward trends in the energy industry. Many factors could negatively affect the revenues, profits and discretionary spending of Wood Mackenzie’s customers. Such factors include commodity prices (in particular, oil and coal), the state of the local economy, interest rates, currency exchange rates, political uncertainty or restrictions and regulations, the availability of industry resources and other matters. A downturn or perceived downturn in the economy, particularly the energy industry, could add pricing pressure, delay subscription renewals or lead to more challenging or protracted fee negotiations or generally lower acceptance of our solutions by Wood Mackenzie’s customers, which could cause a decline in our revenues and have a material adverse effect on our financial condition, results of operations and cash flows.

~~Our operations are subject to additional risks inherent in international operations.~~

Wood Mackenzie is based in the United Kingdom and conducts its principal operations outside the United States. As a result, the percentage of our revenues generated outside of the United States has increased materially. Conducting extensive international operations subjects us to risks that are inherent in international operations, including challenges posed by different pricing environments and different forms of competition; lack of familiarity and burdens of complying with foreign laws, legal standards, regulatory requirements, tariffs and other barriers; unexpected changes in regulatory requirements, taxes, trade laws, tariffs, export quotas, custom duties or other trade restrictions; differing technology standards; difficulties in collecting accounts receivable; difficulties in managing and staffing international operations; varying expectations as to employee standards; potentially adverse tax consequences, including possible restrictions on the repatriation of earnings; and reduced or varied protection for intellectual property rights in some countries. Moreover, international operations could be interrupted and negatively affected by economic changes, geopolitical regional conflicts, terrorist activity, political unrest, civil strife, acts of war and other economic or political

~~Table of Contents~~

uncertainties. All of these risks could result in increased costs or decreased revenues, either of which could have a material adverse effect on our financial condition, results of operations and cash flows.

~~We are subject to the increased risk of exchange rate fluctuations.~~

The revenues and costs of Wood Mackenzie are primarily denominated in pound sterling. As a result of the Acquisition, we face greater exposure to movements in currency exchange rates, which may cause our revenue and operating results to differ materially from expectations. Our operating results could be negatively affected depending on the amount of revenue and expense denominated in foreign currencies. As exchange rates vary, revenue, cost of revenue, operating expenses and other operating results, when remeasured in U.S. dollars, may differ materially from expectations. Although we may apply certain strategies to mitigate foreign currency risk, these strategies may not eliminate our exposure to foreign exchange rate fluctuations and would involve costs and risks of their own, such as ongoing management time and expertise, external costs to implement the strategies and potential accounting implications.



Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds

Recent Sales of Unregistered Securities

There were no unregistered sales of equity securities by the Company during the period covered by this report.

Issuer Purchases of Equity Securities

Our board of directors has authorized a ~~Repurchase Program,~~share repurchase program of up to ~~$2.0 billion, including a $500.0~~$2.3 billion. As of March 31, 2016, we had $353.0 million ~~accelerated share~~available to repurchase ~~program, or ASR Program, announced in December 2014. Excluding the ASR Program, $189.8 million remains available as of September 30, 2015.~~shares. These authorizations have no expiration dates and may be suspended or terminated at any time. Since the introduction of share repurchase as a feature of our capital management strategies in 2010, we have repurchased shares with an aggregate value of ~~$1.8~~$1.9 billion. ~~We did not repurchase any~~Our shares repurchased for the quarter ended ~~September 30, 2015~~.March 31, 2016 are set forth below.



				Total Number of	Value of Shares that
				Shares Purchased	May Yet Be
	Total Number	Average		as Part of Publicly	Purchased Under the
	of Shares	Price Paid		Announced Plans	Plans or Programs
Period	Purchased	per Share		or Programs	(in thousands)
January 1, 2016 through January 31, 2016	660,006	$	71.91	660,006	$	421,891
February 1, 2016 through February 29, 2016	1,003,089	$	68.69	1,003,089	$	352,989
March 1, 2016 through March 31, 2016	—		n/a	—	$	352,989
	1,663,095	$	69.97	1,663,095



Item 3.	Defaults Upon Senior Securities

None.



Item 4.	Mine Safety Disclosures

None.



Item 5.	Other Information

None.



Item 6.	Exhibits

See Exhibit Index.

~~Table of Contents~~

SIGNATURES

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.



	Verisk Analytics, Inc.
	(Registrant)



Date: ~~October 27, 2015~~May 3, 2016	By:	/s/ Mark V. Anquillare
		Mark V. Anquillare
		Executive Vice President and Chief Financial Officer
		(Principal Financial Officer and Duly Authorized Officer)

~~Table of Contents~~

EXHIBIT INDEX



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

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		XBRL Instance Document.*

101.SCH		XBRL Taxonomy Extension Schema.*

101.CAL		XBRL Taxonomy Extension Calculation Linkbase.*

101.DEF		XBRL Taxonomy Definition Linkbase.*

101.LAB		XBRL Taxonomy Extension Label Linkbase.*

101.PRE		XBRL Taxonomy Extension Presentation Linkbase.*



*	Filed herewith.

4335



	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	3

Condensed Consolidated Statements of Changes in Stockholders’ Equity	4

Condensed Consolidated Statements of Cash Flows	5

Notes to Condensed Consolidated Financial Statements	6

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	2623

Item 3. Quantitative and Qualitative Disclosures About Market Risk	3932

Item 4. Controls and Procedures	3932

PART II — OTHER INFORMATION

Item 1. Legal Proceedings	4033

Item 1A. Risk Factors	4033

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	4133

Item 3. Defaults Upon Senior Securities	4133

Item 4. Mine Safety Disclosures	4133

Item 5. Other Information	4133

Item 6. Exhibits	4133

SIGNATURES	4234

~~Exhibit 10.2~~

Exhibit 31.1

Exhibit 31.2

Exhibit 32.1


	2015			2014
	(unaudited)			2014			2016			2015
	(In thousands, except for share and per share data)						(In thousands, except for share and per share data)
ASSETS
Current assets:
Cash and cash equivalents	$	168,825		$	39,359		$	131,818		$	138,348
Available-for-sale securities		3,630			3,801			3,472			3,576
Accounts receivable, net of allowance for doubtful accounts of $5,727 and $5,995, respectively		266,000			220,668
Accounts receivable, net of allowance for doubtful accounts of $2,803 and $2,642, respectively								297,312			250,947
Prepaid expenses		46,129			31,496			30,828			34,126
Deferred income taxes, net		4,769			4,772
Income taxes receivable		45,209			65,512			8,561			48,596
Other current assets		83,200			18,875			52,307			52,913
Current assets held-for-sale								62,485			76,063
Total current assets		617,762			384,483			586,783			604,569
Noncurrent assets:
Fixed assets, net		391,625			302,273			341,989			350,311
Intangible assets, net		1,415,566			406,476			1,191,470			1,245,083
Goodwill		3,119,485			1,207,146			2,703,914			2,753,026
Pension assets		31,245			18,589			36,188			32,922
Other assets		43,414			26,363			24,558			25,845
Noncurrent assets held-for-sale								574,245			581,896
Total assets	$	5,619,097		$	2,345,330		$	5,459,147		$	5,593,652

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	266,467		$	180,726		$	179,671		$	222,112
Short-term debt and current portion of long-term debt		905,473			336,058			709,143			874,811
Pension and postretirement benefits, current		1,894			1,894			1,831			1,831
Fees received in advance		366,924			252,592
Deferred revenues								486,551			340,833
Income tax payable								7,918			—
Current liabilities held-for-sale								31,765			39,670
Total current liabilities		1,540,758			771,270			1,416,879			1,479,257
Noncurrent liabilities:
Long-term debt		2,292,892			1,100,874			2,271,879			2,270,904
Pension benefits		13,413			13,805			12,781			12,971
Postretirement benefits		2,475			2,410			2,015			1,981
Deferred income taxes, net		401,422			202,540			342,166			329,175
Other liabilities		54,501			43,388			53,302			58,360
Noncurrent liabilities held-for-sale								69,660			68,993
Total liabilities		4,305,461			2,134,287			4,168,682			4,221,641
Commitments and contingencies
Stockholders’ equity:
Common stock, $.001 par value; 1,200,000,000 shares authorized; 544,003,038 shares issued and 169,104,003 and 157,913,227 outstanding, respectively		137			137
Unearned KSOP contributions		—			(161	)
Common stock, $.001 par value; 2,000,000,000 shares authorized; 544,003,038 shares issued and 167,980,063 and 169,424,981 outstanding, respectively								137			137
Additional paid-in capital		1,999,779			1,171,196			2,038,747			2,023,390
Treasury stock, at cost, 374,899,035 and 386,089,811 shares, respectively		(2,554,832	)		(2,533,764	)
Treasury stock, at cost, 376,022,975 and 374,578,057 shares, respectively								(2,686,007	)		(2,571,190	)
Retained earnings		2,047,969			1,654,149			2,254,365			2,161,726
Accumulated other comprehensive losses		(179,417	)		(80,514	)		(316,777	)		(242,052	)
Total stockholders’ equity		1,313,636			211,043			1,290,465			1,372,011
Total liabilities and stockholders’ equity	$	5,619,097		$	2,345,330		$	5,459,147		$	5,593,652


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2015		2014		2015		2014		2015
	(unaudited)								(unaudited)
Pro forma revenues	$	550,401	$	544,993	$	1,647,162	$	1,562,817	$	475,045
Pro forma income from continuing operations	$	131,814	$	139,740	$	374,868	$	321,313	$	114,751
Pro forma basic income from continuing operations per share	$	0.78	$	0.84	$	2.29	$	1.93	$	0.73
Pro forma diluted income from continuing operations per share	$	0.77	$	0.82	$	2.24	$	1.89	$	0.71


Year	Amount		Amount
2015	$	33,337
2016		119,282	$	71,352
2017		118,378		94,709
2018		117,632		94,577
2019		116,172		94,043
2020 and thereafter		910,765
2020				93,363
2021 and thereafter				743,426
	$	1,415,566	$	1,191,470


	2015			2014			2016			2015
Foreign currency translation adjustment	$	(103,358	)	$	(3,086	)	$	(241,171	)	$	(165,828	)
Unrealized holding losses on available-for-sale securities, net of tax		(63	)		(110	)
Unrealized holding gains on available-for-sale securities, net of tax								114			3
Pension and postretirement adjustment, net of tax		(75,996	)		(77,318	)		(75,720	)		(76,227	)
Accumulated other comprehensive losses	$	(179,417	)	$	(80,514	)	$	(316,777	)	$	(242,052	)



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



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



	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)
September 30, 2015
Registered investment companies (1)	$	3,630	$	3,630	$	—
December 31, 2014
Cash equivalents - money-market funds	$	3,707	$	—	$	3,707
Registered investment companies (1)	$	3,801	$	3,801	$	—



Cash and cash equivalents	$	35,398
Accounts receivable		82,786
Current assets		85,592
Fixed assets		66,884
Intangible assets		1,111,951
Goodwill and other		1,983,276
Other assets		2,007
Total assets acquired		3,367,894
Current liabilities		(91,390	)
Fees received in advance		(142,457	)
Deferred income taxes, net		(201,904	)
Other liabilities		(7,116	)
Total liabilities assumed		(442,867	)
Net assets acquired		2,925,027
Cash acquired		(35,398	)
Net cash purchase price	$	2,889,629



	Weighted Average Useful Life	Total
Database-related	20 years	$	496,246
Customer-related	15 years		278,106
Marketing-related	20 years		232,935
Technology-related	7 years		104,664
Total intangible assets		$	1,111,951



	Three months ended September 30, 2014		Nine months ended September 30, 2014
Revenues from discontinued operations	$	—	$	11,512
Income from discontinued operations before income taxes (including gain on sale of $65,410)	$	—	$	54,482
Provision for income taxes (including tax on gain on sale of $27,067)		—		(23,365	)
Income from discontinued operations, net of tax	$	—	$	31,117


(1)	This accumulated other comprehensive loss component, before tax, is included under “Investment income and others, net” in the accompanying condensed consolidated statements of operations.


(2)	These accumulated other comprehensive loss components, before tax, are included under “Cost of revenues” and “Selling, general and administrative” in the accompanying condensed consolidated statements of operations. These components are also included in the computation of net periodic (benefit) cost (see Note 12 Pension and Postretirement Benefits for additional details).



	2015			2014
Option pricing model		Black-Scholes			Black-Scholes
Expected volatility		20.22	%		20.53	%
Risk-free interest rate		1.51	%		1.48	%
Expected term in years		4.5			4.4
Dividend yield		—	%		—	%
Weighted average grant date fair value per stock option	$	12.96		$	11.86



	Number of Shares		Weighted Average Grant Date Fair Value Per Share
Outstanding at December 31, 2014	442,310		$	56.84
Granted	348,897		$	72.23
Vested	(216,651	)	$	55.15
Forfeited	(16,723	)	$	61.69
Outstanding at September 30, 2015	557,833		$	65.65



	For the Nine Months Ended									For the Nine Months Ended
	September 30, 2015									September 30, 2014
	Decision Analytics			Risk Assessment			Total			Decision Analytics			Risk Assessment			Total
Revenues	$	993,049		$	514,399		$	1,507,448		$	796,143		$	485,719		$	1,281,862
Expenses:
Cost of revenues (exclusive of items shown separately below)		(439,941	)		(149,638	)		(589,579	)		(369,841	)		(153,175	)		(523,016	)
Selling, general and administrative		(168,689	)		(60,219	)		(228,908	)		(115,281	)		(55,091	)		(170,372	)
Investment income and others, net		16,981			172			17,153			—			(76	)		(76	)
EBITDA from discontinued operations (including the gain on sale in 2014)		—			—			—			55,588			—			55,588
Gain on derivative instruments		85,187			—			85,187			—			—			—
EBITDA		486,587			304,714			791,301			366,609			277,377			643,986
Depreciation and amortization of fixed assets		(67,521	)		(19,050	)		(86,571	)		(47,515	)		(14,940	)		(62,455	)
Amortization of intangible assets		(61,231	)		(265	)		(61,496	)		(42,354	)		(266	)		(42,620	)
Less: Investment income and others, net		(16,981	)		(172	)		(17,153	)		—			76			76
EBITDA from discontinued operations (including the gain on sale in 2014)		—			—			—			(55,588	)		—			(55,588	)
Gain on derivative instruments		(85,187	)		—			(85,187	)		—			—			—
Operating income	$	255,667		$	285,227			540,894		$	221,152		$	262,247			483,399
Investment income and others, net								17,153									(76	)
Gain on derivative instruments								85,187									—
Interest expense								(88,927	)								(52,396	)
Income before income taxes							$	554,307								$	430,927



	Three Months Ended September 30,				Percentage		Nine Months Ended September 30,				Percentage
	2015		2014		Change		2015		2014		Change
	(In thousands)						(In thousands)
Industry-standard insurance programs	$	131,093	$	122,830	6.7	%	$	392,465	$	369,841	6.1	%
Property-specific rating and underwriting information		40,634		38,624	5.2	%		121,934		115,878	5.2	%
Total Risk Assessment	$	171,727	$	161,454	6.4	%	$	514,399	$	485,719	5.9	%

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