Table of Contents

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

 
☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017March 31, 2019
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                     to                     
Commission File Number: 001-34480

VERISK ANALYTICS, INC.
(Exact name of registrant as specified in its charter)
 

Delaware 26-2994223
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
   
545 Washington Boulevard
Jersey City, NJ
 07310-1686
(Address of principal executive offices) (Zip Code)
(201) 469-3000
(Registrant’s telephone number, including area code)
 

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

Indicate by check mark whether the registrant has submitted electronically 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  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☒ Accelerated filer ☐
       
Non-accelerated filer ☐  (Do not check if a smaller reporting company) Smaller reporting company ☐
       
    Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐ 

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

As of October 27, 2017,April 26, 2019, there were 164,691,912163,665,652 shares outstanding of the registrant's Common Stock, par value $.001.
 

Verisk Analytics, Inc.
Index to Form 10-Q
Table of Contents
 
 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
2523
  
Item 3. Quantitative and Qualitative Disclosures About Market Risk
3632
  
Item 4. Controls and Procedures
3632
  
PART II — OTHER INFORMATION
 
  
Item 1. Legal Proceedings
3733
  
Item 1A. Risk Factors
3733
  
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
3733
  
Item 3. Defaults Upon Senior Securities
3733
  
Item 4. Mine Safety Disclosures
3733
  
Item 5. Other Information
3733
  
Item 6. Exhibits
3734
  
SIGNATURES
3835
  
Exhibit 31.1 
  
Exhibit 31.2 
  
Exhibit 32.1 

PART I — FINANCIAL INFORMATION
Item 1. Financial Statements
VERISK ANALYTICS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
As of September 30, 2017March 31, 2019 and December 31, 20162018
2017 20162019 2018
        
(In millions, except for
share and per share data)
(in millions, except for
share and per share data)
ASSETS
Current assets:        
Cash and cash equivalents$142.0
 $135.1
$179.5
 $139.5
Available-for-sale securities 3.7
 3.4
Accounts receivable, net of allowance for doubtful accounts of $4.7 and $3.4,
respectively		 285.8
 263.9
Accounts receivable, net of allowance for doubtful accounts of $6.5 and $5.7,
respectively		 438.6
 356.4
Prepaid expenses 42.4
 28.9
 59.8
 63.9
Income taxes receivable 34.3
 49.3
 6.0
 34.0
Other current assets 36.5
 20.3
 51.0
 50.7
Total current assets 544.7
  500.9
 734.9
  644.5
Noncurrent assets:        
Fixed assets, net 437.8
 380.3
 557.7
 555.9
Operating lease right-of-use assets, net 239.6
 —
Intangible assets, net 1,256.2
 1,010.8
 1,249.0
 1,227.8
Goodwill 3,188.8
 2,578.1
Goodwill, net 3,431.7
 3,361.5
Deferred income tax assets 16.9
 15.6
 11.4
 11.1
Other assets 183.8
 145.5
 116.8
 99.5
Total assets$5,628.2
 $4,631.2
$6,341.1
 $5,900.3
        
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:        
Accounts payable and accrued liabilities$210.2
 $184.0
$236.3
 $263.5
Short-term debt and current portion of long-term debt 602.9
 106.8
 180.5
 672.8
Deferred revenues 390.0
 330.8
 602.1
 383.1
Operating lease liabilities 37.0
 —
Income taxes payable 2.5
 5.2
Total current liabilities 1,203.1
  621.6
 1,058.4
  1,324.6
Noncurrent liabilities:        
Long-term debt 2,278.8
 2,280.2
 2,443.3
 2,050.5
Deferred income taxes, net 384.1
 322.2
Deferred income tax liabilities 354.2
 350.6
Operating lease liabilities 230.5
 —
Other liabilities 89.6
 74.8
 84.2
 104.0
Total liabilities 3,955.6
  3,298.8
 4,170.6
  3,829.7
Commitments and contingencies 
 
 
 
Stockholders’ equity:        
Common stock, $.001 par value; 2,000,000,000 shares authorized; 544,003,038
shares issued and 164,516,754 and 166,915,772 shares outstanding, respectively		 0.1
 0.1
Verisk common stock, $.001 par value; 2,000,000,000 shares authorized; 544,003,038
shares issued and 163,652,594 and 163,970,410 shares outstanding, respectively		 0.1
 0.1
Additional paid-in capital 2,165.8
 2,121.6
 2,301.9
 2,283.0
Treasury stock, at cost, 379,486,284 and 377,087,266 shares, respectively (3,153.4) (2,891.4)
Treasury stock, at cost, 380,350,444 and 380,032,628 shares, respectively (3,635.2) (3,563.2)
Retained earnings 3,103.4
 2,752.9
 4,036.0
 3,942.6
Accumulated other comprehensive losses (443.3)  (650.8) (532.3) (591.9)
Total stockholders’ equity 1,672.6
  1,332.4
 2,170.5
  2,070.6
Total liabilities and stockholders’ equity$5,628.2
 $4,631.2
$6,341.1
 $5,900.3




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

VERISK ANALYTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
 Three Months Ended March 31,
 2019 2018
      
 (in millions, except for share and per share data)
Revenues$625.0
 $581.2
Operating expenses:     
Cost of revenues (exclusive of items shown separately below) 231.4
  221.2
Selling, general and administrative 111.4
  91.8
Depreciation and amortization of fixed assets 46.6
  40.5
Amortization of intangible assets 33.2
  33.2
Total operating expenses 422.6
  386.7
Operating income 202.4
  194.5
Other income (expense):     
Investment income and others, net (0.4)  0.6
Interest expense (31.9)  (32.8)
Total other expense, net (32.3)  (32.2)
Income before income taxes 170.1
  162.3
Provision for income taxes (35.7)  (29.3)
Net income$134.4
 $133.0
Basic net income per share$0.82
 $0.81
Diluted net income per share$0.81
 $0.79
Weighted average shares outstanding:     
Basic 163,528,343
  165,043,047
Diluted 166,544,945
  168,992,535












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

VERISK ANALYTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONSCOMPREHENSIVE INCOME (UNAUDITED)
For The Three and Nine Months Ended September 30, 2017 and 2016
 
 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
            
 (In millions, except for share and per share data)
Revenues$549.1
 $498.1
 $1,574.9
 $1,489.1
Expenses:           
Cost of revenues (exclusive of items shown
separately below)		 198.5
  169.7
  575.1
  521.4
Selling, general and administrative 80.9
  77.8
  235.6
  224.4
Depreciation and amortization of fixed assets 33.8
  29.5
  99.4
  90.7
Amortization of intangible assets 27.5
  22.7
  73.6
  70.4
Total expenses 340.7
  299.7
  983.7
  906.9
Operating income 208.4
  198.4
  591.2
  582.2
Other income (expense):           
Investment income and others, net 2.6
  2.1
  7.9
  3.0
Interest expense (30.3)  (28.1)  (87.3)  (91.7)
Total other expense, net (27.7)  (26.0)  (79.4)  (88.7)
Income from continuing operations before income
taxes		 180.7
  172.4
  511.8
  493.5
Provision for income taxes (60.0)  (44.8)  (161.3)  (149.5)
Income from continuing operations 120.7
  127.6
  350.5
  344.0
Discontinued operations: 

  

      
Income from discontinued operations —
  —
  —
  256.5
Provision for income taxes from discontinued
operations		 —
  —
  —
  (118.6)
Income from discontinued operations —
  —
  —
  137.9
Net income$120.7
 $127.6
 $350.5
 $481.9
Basic net income per share:           
Income from continuing operations$0.73
 $0.76
 $2.12
 $2.04
Income from discontinued operations —
  —
  —
  0.82
Basic net income per share$0.73
 $0.76
 $2.12
 $2.86
Diluted net income per share:           
Income from continuing operations$0.72
 $0.74
 $2.08
 $2.01
Income from discontinued operations —
  —
  —
  0.80
Diluted net income per share$0.72
 $0.74
 $2.08
 $2.81
Weighted average shares outstanding:           
Basic 164,577,575
  168,874,129
  165,314,267
  168,541,399
Diluted 167,957,058
  171,785,900
  168,807,405
  171,495,189
 Three Months Ended March 31,
 2019 2018
      
 (in millions)
Net income$134.4
 $133.0
Other comprehensive income, net of tax:     
Foreign currency translation adjustment 58.5
  102.7
Pension and postretirement liability adjustment 1.1
  1.0
Total other comprehensive income 59.6
  103.7
Comprehensive income$194.0
 $236.7



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

VERISK ANALYTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
For The Three and Nine Months Ended September 30, 2017 and 2016
 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
            
 (In millions)
Net income$120.7
 $127.6
 $350.5
 $481.9
Other comprehensive income (loss), net of tax:           
Foreign currency translation adjustment 82.2
  (62.1)  204.9
  (278.6)
Unrealized holding gain on available-for-sale
securities		 —
  0.1
  0.2
  0.3
Pension and postretirement liability adjustment 0.9
  0.2
  2.4
  1.4
Total other comprehensive income (loss) 83.1
  (61.8)  207.5
  (276.9)
Comprehensive income$203.8
 $65.8
 $558.0
 $205.0






















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

VERISK ANALYTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)
For The YearThree Months Ended DecemberMarch 31, 20162019 and The Nine Months Ended September 30, 2017March 31, 2018
 
Common Stock
Issued
 
Par 
Value
 
Additional
Paid-in
Capital
 
Treasury
Stock
 
Retained
Earnings
 
Accumulated
Other Comprehensive
Losses
 
Total
Stockholders’
Equity 
                    
 (In millions, except for share data)
Balance, January 1, 2016544,003,038
 $0.1
 $2,023.4
 $(2,571.2) $2,161.7
 $(242.0) $1,372.0
Net income—
  —
  —
  —
  591.2
  —
  591.2
Other comprehensive loss—
  —
  —
  —
  —
  (408.8)  (408.8)
Treasury stock acquired (4,325,548 shares)—
  —
  —
  (333.3)  —
  —
  (333.3)
KSOP shares earned (181,198 shares reissued from treasury stock)—
  —
  13.2
  1.3
  —
  —
  14.5
Stock options exercised, including tax benefit of $22.1 (1,409,803
shares reissued from treasury stock)		—
  —
  56.2
  10.2
  —
  —
  66.4
Restricted stock lapsed, including tax benefit of $1.2 (169,365 shares
reissued from treasury stock)		—
  —
  —
  1.2
  —
  —
  1.2
Employee stock purchase plan (29,867 shares reissued from treasury
stock)		—
  —
  2.1
  0.2
  —
  —
  2.3
Stock based compensation—
  —
  29.9
  —
  —
  —
  29.9
Net share settlement from restricted stock awards (38,250 shares
withheld for tax settlement)		—
  —
  (3.1)  —
  —
  —
  (3.1)
Other stock issuances (26,106 shares reissued from treasury stock)—
  —
  (0.1)  0.2
  —
  —
  0.1
Balance, December 31, 2016544,003,038
  0.1
  2,121.6
  (2,891.4)  2,752.9
  (650.8)  1,332.4
Net income—
  —
  —
  —
  350.5
  —
  350.5
Other comprehensive gain—
  —
  —
  —
  —
  207.5
  207.5
Treasury stock acquired (3,356,360 shares)—
  —
  —
  (269.8)  —
  —
  (269.8)
Stock options exercised (773,206 shares reissued from treasury stock)—
  —
  22.5
  6.3
  —
  —
  28.8
Restricted stock lapse (141,961 shares reissued from treasury stock)—
  —
  (1.1)  1.1
  —
  —
  —
Employee stock purchase plan (23,391 shares reissued from treasury
stock)		—
  —
  1.7
  0.2
  —
  —
  1.9
Stock based compensation—
  —
  24.2
  —
  —
  —
  24.2
Net share settlement of restricted stock awards (36,067 shares withheld
for tax settlement)		—
  —
  (2.9)  —
  —
  —
  (2.9)
Other stock issuances (18,784 shares reissued from treasury stock)—
  —
  (0.2)  0.2
  —
  —
  —
Balance, September 30, 2017544,003,038
 $0.1
 $2,165.8
 $(3,153.4) $3,103.4
 $(443.3) $1,672.6
 
Common Stock
Issued
 
Par 
Value
 
Additional
Paid-in
Capital
 
Treasury
Stock
 
Retained
Earnings
 
Accumulated
Other Comprehensive
Losses
 
Total
Stockholders’
Equity 
                    
 (in millions, except for share data)
Balance, January 1, 2019544,003,038
 $0.1
 $2,283.0
 $(3,563.2) $3,942.6
 $(591.9) $2,070.6
Net income—
  —
  —
  —
  134.4
  —
  134.4
Common stock dividend ($0.25 per share declared)—
  —
  —
  —
  (41.0)  —
  (41.0)
Other comprehensive income—
  —
  —
  —
  —
  59.6
  59.6
Treasury stock acquired (636,590 shares)—
  —
  —
  (75.0)  —
  —
  (75.0)
Stock options exercised (307,270 shares reissued
from treasury stock)		—
  —
  8.7
  2.9
  —
  —
  11.6
Stock-based compensation—
  —
  9.2
  —
  —
  —
  9.2
Other stock issuances (11,504 shares reissued
from treasury stock)		—
  —
  1.0
  0.1
  —
  —
  1.1
Balance, March 31, 2019544,003,038
 $0.1
 $2,301.9
 $(3,635.2) $4,036.0
 $(532.3) $2,170.5
                    
Balance, January 1, 2018544,003,038
 $0.1
 $2,180.1
 $(3,150.5) $3,308.0
 $(412.3) $1,925.4
Adjustments to opening retained earnings related
to Topic 606 and ASU 2016-01		—
  —
  —
  —
  35.9
  (0.7)  35.2
Net income—
  —
  —
  —
  133.0
  —
  133.0
Other comprehensive income—
  —
  —
  —
  —
  103.7
  103.7
Treasury stock acquired (382,508 shares)—
  —
  —
  (39.8)  —
  —
  (39.8)
Stock options exercised (592,968 shares reissued
from treasury stock)		—
  —
  12.4
  4.9
  —
  —
  17.3
Stock-based compensation—
  —
  8.8
  —
  —
  —
  8.8
Other stock issuances (10,379 shares reissued
from treasury stock)		—
  —
  0.6
  0.1
  —
  —
  0.7
Balance, March 31, 2018544,003,038
 $0.1
 $2,201.9
 $(3,185.3) $3,476.9
 $(309.3) $2,184.3





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

VERISK ANALYTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
For The NineThree Months Ended September 30, 2017March 31, 2019 and 20162018
2017 20162019 2018
        
(In millions)(in millions)
Cash flows from operating activities:        
Net income$350.5
 $481.9
$134.4
 $133.0
Adjustments to reconcile net income to net cash provided by operating activities:        
Depreciation and amortization of fixed assets 99.4
 97.7
 46.6
 40.5
Amortization of intangible assets 73.6
 76.3
 33.2
 33.2
Amortization of debt issuance costs and original issue discount 3.1
 4.0
 0.9
 1.0
Allowance for doubtful accounts 1.4
 1.5
KSOP stock based compensation expense —
 11.4
Provision for doubtful accounts 1.2
 1.5
Stock based compensation 24.2
 23.8
 9.2
 8.8
Gain on sale of discontinued operations —
 (269.4)
Realized (gain) loss on available-for-sale securities, net (0.1) 0.3
Gain on exercise of common stock warrants —
 (1.5)
Realized loss on available-for-sale securities, net (0.4) —
Deferred income taxes (4.1) (1.7) 3.3
 (0.6)
Loss on disposal of fixed assets, net —
 0.9
        
Changes in assets and liabilities, net of effects from acquisitions:        
Accounts receivable 4.0
 32.6
 (81.6) (74.7)
Prepaid expenses and other assets (26.4) (22.4) 6.6
 (6.9)
Income taxes 14.1
 45.3
 25.3
 24.4
Accounts payable and accrued liabilities 21.7
 (7.2) (29.9) (3.0)
Deferred revenues 47.2
 14.7
 217.7
 199.1
Other liabilities (16.5)  (3.8) (0.4)  (29.3)
Net cash provided by operating activities 592.1
  484.4
 366.1
  327.0
Cash flows from investing activities:        
Acquisitions, net of cash acquired of $22.1 and $1.0, respectively (674.3) (45.2)
Purchase of equity method investments in non-public companies (5.0) —
Sale of non-controlling equity investments in non-public companies —
 8.5
Proceeds from sale of discontinued operations —
 719.4
Acquisitions, net of cash acquired of $3.7 and $2.3, respectively (69.1) (21.8)
Escrow funding associated with acquisitions (30.9) (4.4) —
 (0.4)
Capital expenditures (113.8) (98.6) (45.2) (43.2)
Purchases of available-for-sale securities (0.3) (0.2) (0.1) (0.1)
Proceeds from sales and maturities of available-for-sale securities 0.4
 0.4
 0.1
 0.1
Other investing activities, net —
 (0.6) (6.0) (3.1)
Net cash (used in) provided by investing activities (823.9)  579.3
Net cash used in investing activities (120.3)  (68.5)
Cash flows from financing activities:        
Proceeds (repayment) of short-term debt, net 40.0
 (870.0)
Proceeds from issuance of short-term debt with original maturities greater than
three months		 455.0
 —
Repayments of short-term debt, net (245.0) (235.0)
Repayments of current portion of long-term debt, net (250.0) —
Proceeds from issuance of long-term debt, net of original issue discount 397.9
 —
Payment of debt issuance costs (2.9) —
Repurchases of common stock (276.2) (182.5) (75.0) (36.2)
Payment of debt issuance costs (0.5) (0.5)
Net share settlement of restricted stock awards (2.9) (3.1)
Proceeds from stock options exercised 26.0
 32.6
 11.6
 17.5
Dividends paid (40.9) —
Other financing activities, net (7.1)  (4.4) (2.1)  (0.5)
Net cash provided by (used in) financing activities 234.3
  (1,027.9)
Net cash used in financing activities (206.4)  (254.2)
Effect of exchange rate changes 4.4
  (9.4) 0.6
  3.2
Increase in cash and cash equivalents 6.9
 26.4
 40.0
 7.5
Cash and cash equivalents, beginning of period 135.1
  138.3
 139.5
  142.3
Cash and cash equivalents, end of period$142.0
 $164.7
$179.5
 $149.8
Supplemental disclosures:        
Income taxes paid$150.6
 $221.4
$7.5
 $5.1
Interest paid$68.8
 $75.8
$15.3
 $19.3
Noncash investing and financing activities:        
Repurchases of common stock included in accounts payable and accrued liabilities$—
 $7.3
$—
 $3.6
Promissory note received for sale of discontinued operations$—
 $82.9
Equity interest received for sale of discontinued operations$—
 $8.4
Deferred tax liability established on date of acquisition$53.2
 $3.8
Tenant improvement included in other liabilities$—
 $0.1
Capital lease obligations$4.2
 $11.5
Capital expenditures included in accounts payable and accrued liabilities$1.3
 $2.3
Deferred tax (asset) liability established on date of acquisition$(0.1) $1.6
Right-of-use assets obtained in exchange for new operating lease liabilities$247.6
 $—
Finance lease obligations$1.7
 $7.7
Debt issuance costs included in accounts payable and accrued liabilities$1.0
 $—
Fixed assets included in accounts payable and accrued liabilities$0.7
 $1.0
Dividend included in other liabilities$0.1
 $—



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

VERISK ANALYTICS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Amounts in millions, 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 businessesis a data analytics provider serving customers in insurance, energy and specialized markets, and financial services. Using various technologies to better understandcollect and manage their risks. The Company provides its customers proprietaryanalyze billions of records, Verisk draws on numerous data assets and domain expertise to provide first-to-market innovations 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 Companyare integrated into customer workflows. Verisk offers predictive analytics and decision support solutions to customers in rating, underwriting, claims, catastrophe and weather risk, global risk analytics, natural resources intelligence, economic forecasting, and many other fields. Around the world, Verisk helps customers protect people, property, and financial assets.
Verisk was established to serve as the parent holding company of Insurance Services Office, Inc. (“ISO”) upon completion of the initial public offering ("IPO"(“IPO”), which occurred on October 9, 2009. ISO was formed in 1971 as an advisory and rating organization for the property and casualty ("P&C&C") insurance industry to provide statistical and actuarial services, to develop insurance programs and to assist insurance companies in meeting state regulatory requirements. For overOver 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 NASDAQNasdaq 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 and liabilities, acquisition related liabilities, fair value of stock basedstock-based compensation for stock options granted, and assets and liabilities for pension and postretirement benefits. Actual results may ultimately differ from those estimates.
The condensed consolidated financial statements as of September 30, 2017March 31, 2019 and for the three and nine months ended September 30, 2017March 31, 2019 and 2016,2018, 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, 2017March 31, 2019 are not necessarily indicative of the results to be expected for the full year. TheOther than adopting Accounting Standard Codification ("ASC") 842, Leases ("ASC 842") and Regulatory Identifier Number ("RIN") 3235-AL82, Disclosure Update and Simplification issued by the Securities and Exchange Commission (“SEC”) as of January 1, 2019, the condensed consolidated financial statements and related notes as of and for the three and nine months ended September 30, 2017March 31, 2019 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, 2016.2018. 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”).SEC. The Company believes the disclosures made are adequate to keep the information presented from being misleading.
Recent Accounting Pronouncements
(a) Leases
In May 2014,February 2016, the Financial Accounting Standards Board ("FASB") established ASC 842 which focused on increasing transparency and comparability related to leases among organizations by requiring the recognition of right-of-use (“ROU”) assets and lease liabilities on the balance sheet. The core principle of ASC 842 is that a lessee should recognize the assets and liabilities that arise from leases. This concept requires a lessee to recognize on the balance sheet an ROU asset representing the lessee’s right to use the underlying asset over the duration of the lease term and a liability to make lease payments. Most prominent among the changes in the standard is the recognition of ROU assets and lease liabilities by lessees for those leases classified as operating leases. Under the standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The Company is also required to recognize and measure leases existing at, or entered into after the adoption date using a modified retrospective approach, with certain practical expedients available.    
The Company adopted ASC 842 on January 1, 2019 using the modified retrospective approach and elected the transition relief package of practical expedients by applying previous accounting conclusions under ASC 840 to all leases that existed prior to the transition date. As a result, the Company did not reassess 1) whether existing or expired contracts contain

leases, 2) lease classification for any existing or expired leases, and 3) whether lease origination costs qualified as initial direct costs. The Company did not elect the practical expedient to use hindsight in determining a lease term and impairment of the ROU assets at the adoption date. The Company did not separate lease components from non-lease components for the specified asset classes. The election applies to all operating leases where fixed rent payments incorporate common area maintenance. For leases where the election does not apply, the common area maintenance is billed by the landlord separately. Additionally, the Company did not apply the recognition requirements under ASC 842 to short-term leases, generally defined as lease term of less than one year.
The Company has operating and finance leases for corporate offices, data centers, and certain equipment. The leases have remaining lease terms ranging from one year to fourteen years, some of which include the options to extend the leases for up to twenty years, and some of which include the options to terminate the leases within one year. As of March 31, 2019, extension and termination options have not been considered in the calculation of the ROU assets and lease liabilities as the Company determined it was not reasonably certain that it will exercise those options.
The Company determines if an arrangement is a lease at inception. The Company considers any contract where there is an identified asset and that it has the right to control the use of such asset in determining whether the contract contains a lease. A ROU asset represents the Company’s right to use an underlying asset for the lease term and the lease liabilities represent its obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As the Company’s operating leases do not provide an implicit rate, the Company uses an incremental borrowing rate based on the information available on the adoption date in determining the present value of lease payments. The incremental borrowing rate was calculated by using the Company's credit rating on its publicly traded U.S. unsecured bonds and estimating an appropriate credit rating for similar secured debt instruments. The Company's calculated credit rating on secured debt instruments determined the yield curve used. The Company calculated an implied spread and applied the spreads to the risk-free interest rates, based on the yield of the U.S. Treasury zero coupon securities with a maturity equal to the remaining lease term, in determining the borrowing rates for all operating leases. The operating lease ROU assets include any lease payments made prior to the rent commencement date and exclude lease incentives. Lease expense for lease payments are recognized on a straight-line basis over the lease term. Operating lease transactions are included in "Operating lease right-of-use assets, net", and "Operating lease liabilities", current and noncurrent, within the accompanying condensed consolidated balance sheets. Finance leases are included in property and equipment under "Fixed assets, net", "Short-term debt and current portion of long-term debt", and "Long-term debt" within the accompanying condensed consolidated balance sheets.
3. Revenues:
In May 2014, the FASB issued Accounting Standards Update ("ASU") No. 2014-09,Topic 606, which replaces numerous requirements under Topic 605, Revenue from Contracts with CustomersRecognition (“("Topic 606”605"). Topic 606 replaces numerous requirements, in U.S. GAAP, including industry-specific requirements, and provides companies with a single revenue recognition model for recognizing revenue from contracts with customers. The core principle of Topic 606the new standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The two permitted transition methods under Topic 606Revenue is recognized in a five-step model: 1) identify the contract with a customer; 2) identify the performance obligations in the contract; 3) determine the transaction price; 4) allocate the transaction price to the performance obligations in the contract; and 5) recognize revenue when or as the company satisfies a performance obligation.
Disaggregated revenues by type of service and by country are provided below for the full retrospective method, in which case the standard would be applied to each prior reporting period presentedthree months ended March 31, 2019 and the cumulative effect of applying the standard would be recognized at the earliest period shown, or the modified retrospective method, in which case the cumulative effect of applying the standard would be recognized at the date of initial application. In July 2015, the FASB approved the deferral of Topic 606's effective date by one year. Topic 606 is effective for annual reporting periods beginning after December 15, 2017. The FASB permits companies to adopt Topic 606 early, but not before the original effective date2018. No individual country outside of the annual reporting periods beginning after December 15, 2016.

The Company established a corporate implementation team, which engages with cross-functional representatives from all of its business verticals. The Company utilized a bottom-up approach, with the assistance of third party specialists, to analyze the impact of the standard on the contract portfolio by reviewing current accounting policies and practices to identify potential differences that would result from applying the requirements of Topic 606 to revenue contracts. In addition, the

Company identified and is in the process of implementing appropriate changes to its business processes, systems, and controls to support recognition and disclosure under Topic 606.

The Company is currently planning to adopt Topic 606 using the modified retrospective approach and is in the process of evaluating the impact of adopting Topic 606 on its condensed consolidated financial statements. The Company’s revenue streams primarily consist of subscription services provided through a hosted environmentU.S. accounted for 10.0% or by delivering term based software as well as other services including consulting and transactional solutions. Based on a preliminary assessment, the analysis of the contract portfolio under Topic 606 results in the revenue for the majoritymore of the Company's consolidated revenues for the three months ended March 31, 2019 or 2018.
 Three Months Ended March 31,
 2019 2018
Insurance:     
Underwriting & rating$303.5
 $280.6
Claims 147.7
  132.0
Total Insurance 451.2
  412.6
Energy and Specialized Markets 130.8
  125.5
Financial Services 43.0
  43.1
Total revenues$625.0
 $581.2


Three Months Ended March 31,

2019
2018
Revenues: 

 
U.S.$480.6

$449.5
U.K. 44.2

 35.0
Other countries 100.2

 96.7
Total revenues$625.0

$581.2
Contract assets are defined as an entity's right to consideration in exchange for goods or services that the entity has transferred to a customer contracts being recognized over time, aswhen that right is conditioned on something other than the passage of time. As of March 31, 2019 and December 31, 2018, the Company offers most of its solutions throughhad no contract assets. Contract liabilities are defined as an entity's obligation to transfer goods or services to a series of services primarily in a hosted environment, which is consistent with the Company's current revenue recognition model. For the majority of its contracts, there is continuous transfer of control to the customer and the number of performance obligations under Topic 606 is consistent with those identified under the existing standard. The Company is also closely reviewing its licensing revenue streams to determine whether the nature of a promise in granting a license is to provide a right to access the Company’s intellectual property, which is satisfied over time and for which the entity has received consideration (an amount of consideration is due) from the customer. As of March 31, 2019 and December 31, 2018, the Company had contract liabilities of $607.7 million and $385.1 million, respectively. The $222.6 million increase in contract liabilities from December 31, 2018 to March 31, 2019 was primarily due to billings of $314.5 million that were paid in advance, partially offset by $91.9 million of revenue is recognized over time, or to provide a right to usein the Company’s intellectual property, which is satisfied at a point in time and for which revenue is recognized at a point in time.

An identified impact of adopting Topic 606 relates to the deferral of commissions on revenue contracts, which are currently expensed as incurred but under Topic 606 the majority of such commissions will likely be capitalized and amortized over a period of time. The Company expects that a major portion of its commission expenses for sales employees will be capitalized and will be subject to an amortization period of up to five years. The Company's commission expense is about 1.2% and 1.0% of its total expenses, for the ninethree months ended September 30, 2017March 31, 2019. Contract liabilities are included in "Deferred revenues" and for the year ended December 31, 2016, respectively.

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 Company adopted the guidance prospectively for the income statement impact of income taxes and has retrospectively applied the guidance to the condensed consolidated statements of cash flows for the impact of excess tax benefits on January 1, 2017 in accordance with ASU No. 2016-09. The presentation requirements for cash flows related to employee taxes paid for withheld shares had no impact to any of the periods presented"Other liabilities" in the condensed consolidated statementsbalance sheet as of cash flows, since such cash flows have historically been presented in financing activities. March 31, 2019 and December 31, 2018.    
The treatment of forfeitures has not changed asCompany’s most significant remaining performance obligations relate to providing customers with the Company is electingright to continueuse and update the current process of estimatingonline content over the number of forfeitures. Accordingly, excess tax benefits from exercised stock options in 2017 were recorded as income tax benefitremaining contract term. Revenues expected to be recognized in the condensed consolidated statementsfuture related to performance obligations, included within our deferred revenue and other liabilities, that are unsatisfied at March 31, 2019 are $607.7 million. Our disclosure of operations and presented as an operating activitythe timing for satisfying the performance obligation is based on the condensed consolidated statementsrequirements of cash flows forcontracts with customers. However, from time to time, these contracts may be subject to modifications, impacting the nine months ended September 30, 2017. There was no cumulative-effect adjustment requiredtiming of satisfying the performance obligations. These performance obligations, which are expected to retained earnings under the prospective method asbe satisfied within one year, comprised approximately 99.0% of the beginning of the year because all tax benefits had been previously recognized when the tax deductions related to stock compensation were utilized to reduce tax payable. The Company did not record any deferred tax assets or tax liabilities as the result of the adoption of ASU 2016-09.balance at March 31, 2019.

In May 2017, the FASB issued ASU No. 2017-09, Scope of Modification Accounting ("ASU 2017-09"), that clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. Under the guidance within this update, a company will not apply modification accounting to a share-based payment award if all of the following are the same immediately before and after the change:
• The award’s fair value (or calculated value or intrinsic value, if those measurement methods are used)
• The award’s vesting conditions
• The award’s classification as an equity or liability instrument.

ASU No. 2017-09 is effective for annual periods beginning after December 15, 2017, including interim periods within those periods. The amendments in this update should be applied prospectively to an award modified on or after the effective date. The Company will evaluate the impact of ASU No. 2017-09 for future award changes subsequent to the effective date.

3.4. 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, accounts receivable, securities accounted for under ASC 323-10-25, accounts payable and accrued liabilities, 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:
 
Quoted Prices
in Active Markets
for Identical
Assets (Level 1)
September 30, 2017  
Registered investment companies (1)$3.7
December 31, 2016  
Registered investment companies (1)$3.4
______________________
 
Quoted Prices
in Active Markets
for Identical
Assets (Level 1)
March 31, 2019  
Registered investment companies (1)
$3.7
December 31, 2018  
Registered investment companies (1)
$3.3
(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._______________
(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 elected not elected to carry its subordinated promissory note receivable and long-term debt at fair value. The carrying value of the subordinated promissory note receivable represents amortized cost and has been included in "Other assets" in the accompanying condensed consolidated balance sheets. The carrying value of the long-term debt represents amortized cost less unamortized discount and debt issuance costs. The Company assesses the fair value of these financial instruments based on an estimate of interest rates available to the Company for financial instruments with similar features, the Company’s current credit rating and spreads applicable to the Company. The following table summarizes the carrying value and estimated fair value of these financial instruments as of September 30, 2017March 31, 2019 and December 31, 2018, respectively:
   2019 2018
 Fair Value Hierarchy 
Carrying
Value
 
Estimated
Fair Value
 
Carrying
Value
 
Estimated
Fair Value
Financial instruments not carried at fair value:             
Long-term debt excluding finance
lease liabilities		Level 2 $2,425.9
 $2,565.8
 $2,031.0
 $2,347.4
The Company received a 10.0% non-participating interest in VCVH Holdings LLC in 2016 respectively:with the sale of the Company's healthcare business.  As of March 31, 2019 and December 31, 2018, the balance of this investment was $8.4 million and accounted for as a cost based investment under ASC 323-10-25, The Equity Method of Accounting for Investments in Common Stock ("ASC 323-10-25"), because the interest is currently non-participating, and the Company does not have the ability to exercise significant influence over the investees’ operating and financial policies. As of March 31, 2019 and December 31, 2018, the Company also had an investment in a limited partnership of $11.0 million and $5.9 million, respectively, accounted for in accordance with ASC 323-10-25 as an equity method investment.
5. Leases:
The following table presents the cumulative effect of the changes made to the condensed consolidated balance sheet as of January 1, 2019 as a result of the adoption of ASC 842:
   2017 2016
 Fair Value Hierarchy 
Carrying
Value
 
Estimated
Fair Value
 
Carrying
Value
 
Estimated
Fair Value
Financial instruments not carried at fair value:             
Subordinated promissory note receivableLevel 2 $94.8
 $84.9
 $84.1
 $76.8
Long-term debt excluding capitalized
leases		Level 2 $2,279.8
 $2,456.7
 $2,277.3
 $2,402.6
  December 31, 2018 Adjustments due to ASC 842 January 1, 2019
Prepaid expenses $63.9
 $(0.2) $63.7
Operating lease right-of-use assets, net $—
 $247.8
 $247.8
Accounts payable and accrued liabilities $263.5
 $(2.0) $261.5
Operating lease liabilities, current $—
 $39.5
 $39.5
Operating lease liabilities, noncurrent $—
 $236.4
 $236.4
Other liabilities $104.0
 $(26.3) $77.7
The following table presents lease cost, cash paid for amounts included in the measurement of lease liabilities, ROU assets obtained, weighted-average remaining lease terms, and weighted-average discount rates for finance and operating leases for the three months ended March 31, 2019.
4.
  For the Three Months Ended March 31,
  2019
Lease cost:  
Operating lease cost (1)
 $12.1
Finance lease cost   
Depreciation of finance lease assets (2)
  2.8
Interest on finance lease liabilities (3)
  0.4
Total lease cost $15.3
   
Other information:  
Cash paid for amounts included in the measurement of lease liabilities  
Operating cash outflows from operating leases $(12.5)
Operating cash outflows from finance leases $(0.4)
Financing cash outflows from finance leases $(2.1)
Weighted-average remaining lease term - operating leases  9.7 years
Weighted-average remaining lease term - finance leases  2.8 years
Weighted-average discount rate - operating leases  3.9%
Weighted-average discount rate - finance leases  4.4%
_______________
(1) Included in "Cost of revenues" and "Selling, general and administrative" expenses in the accompanying condensed consolidated statements of operations
(2) Included in "Depreciation and amortization of fixed assets" in the accompanying condensed consolidated statements of operations
(3) Included in "Interest expense" in the accompanying condensed consolidated statements of operations
The ROU assets and lease liabilities for finance leases were $28.5 million and $27.9 million, respectively, as of March 31, 2019. The ROU assets for finance leases were included in "Fixed assets, net" in the accompanying condensed consolidated balance sheets. The lease liabilities for finance leases were included in the "Short-term debt and current portion of long-term debt" and "Long-term debt" in the accompanying condensed consolidated balance sheets (see Note 9 Debt).
Maturities of lease liabilities for the remainder of 2019 and the years through 2025 and thereafter are as follows:
  March 31, 2019
Years Ending Operating Leases
Finance Leases
2019 $34.5
 $9.3
2020  47.3
  9.9
2021  37.4
  8.0
2022  34.0
  2.5
2023  29.1
  —
2024  19.7
  —
2025 and thereafter  128.0
  —
Total lease payments  330.0
  29.7
Less amount representing interest  (62.5)  (1.8)
Present value of total lease payments $267.5
 $27.9

6. Acquisitions:
2017 Acquisitions2019 Acquisition

On January 21, 2017,March 29, 2019, the Company acquired 100 percent ofentered into a partnership agreement with an enterprise application software provider to acquire their Content as a Service (“CaaS”) business, which included the stock of Arium Limited ("Arium")Environmental Health and Safety Regulatory Content and Environmental Health and Safety Regulatory Documentation teams and data assets, for a net cash purchase price of $1.9$69.1 million. Arium specializes in liability risk modeling and decision support. AriumThe CaaS business has become part of the insurance vertical withinCompany's Energy and Specialized Markets segment. This transaction strengthened the Decision Analytics segment,Company’s environmental health and enables the Company to providesafety services business and extended its customers with additional

modeling solutionsglobal customer footprint and analytics for the casualty market.European operations. The preliminary purchase price allocation of the acquisition is presented as part of "Others" in the table below.
On February 16, 2017, the Company acquired 100 percent of the stock of Healix International Holdings Limited (“Healix”), a software analytics provider in automated medical risk assessment for the travel insurance industry, for a net cash purchase price of $52.4 million, of which $7.5 million represents indemnity escrows. Healix is within the Company's Risk Assessment segment. The acquisition further expands the Company's offerings for the global insurance industry, providing solutions that are embedded with customer workflows and can help underwrite medical coverage for travelers with greater speed, accuracy, and efficiency. The preliminary purchase price allocation of the acquisition is presented in the table below.
On February 24, 2017, the Company acquired 100 percent of the stock of Emergent Network Intelligence Limited (“ENI”), a developer in insurance claims efficiency and fraud detection solutions based in the United Kingdom ("U.K."), for a net cash purchase price of $6.1 million, of which $0.5 million represents indemnity escrows. With the acquisition of ENI within the Decision Analytics segment, the Company's customers in the U.K. can take advantage of technologically advanced tools that allow them to improve motor vehicle claims workflow and reduce their costs and exposure to fraud. The preliminary purchase price allocation of the acquisition is presented as part of "Others" in the table below.
On March 31, 2017, the Company acquired 100 percent of the stock of Fintellix Solutions Private Limited ("Fintellix"), a Bangalore-based data solutions company specializing in the development of data management platforms and regulatory reporting solutions for financial institutions, for a net cash purchase price of $16.9 million, of which $1.8 million represents indemnity escrows. Fintellix has become part of the financial services vertical within the Decision Analytics segment. The acquisition of Fintellix positions the Company to expand the data hosting and regulatory platforms and better address the increasingly complex needs of its customers. The preliminary purchase price allocation of the acquisition is presented in the table below.
On May 19, 2017, the Company acquired 100 percent of the stock of MAKE Consulting A/S ("MAKE"), a research and advisoryCaaS business specializing in wind power, for a net cash purchase price of $16.9 million, of which $2.7 million represents indemnity escrows. MAKE has become part of the energy and specialized markets vertical within the Decision Analytics segment. MAKE enhances the Company's offering to existing customers and forms a market analysis and advisory consortium on renewables and the transformation of the global electricity industry. With detailed coverage of power market fundamentals, solar, wind, energy storage, and grid edge technologies, the energy and specialized markets vertical is positioned to bring customers market analysis and insight on the evolution of the energy landscape and provide a comprehensive platform for the future. The preliminary purchase price allocation of the acquisition is presented as part of "Others" in the table below.
During the three months ended June 30, 2017, the Company acquired the net assets of Blue Skies Consulting, LLC, ControlCam, LLC, Krawietz Aerial Photography, LLC, Richard Crouse & Associates, Inc., Rocky Mountain Aerial Surveys, Inc., Skyview Aerial Photo, Inc., and Valley Air Photos, LLC (collectively referred to as "Aerial Imagery acquisitions"), a group of similar but unrelated companies, which gives the Company broad geographic coverage of the United States for aerial image capture purposes. The Aerial Imagery acquisitions provide multi-spectral aerial photographic services with expertise in offering digital photogrammetric and remote sensing data for mapping and surveying applications. The purchase consideration consists of an aggregate net cash purchase price of $28.1 million and a holdback of $3.1 million. Within the Company's Decision Analytics segment, the Aerial Imagery acquisitions enable the Company to enhance and maintain its database of images with the required frequency, resolution, and coverage across the U.S. to support the Company's objective as the leading provider of loss quantification data, analytics, and decision-support solutions to the insurance industry, the photogrammetry, surveying and mapping and other related markets. The preliminary purchase price allocation of the acquisition is presented as part of "Others" in the table below.
On August 3, 2017, the Company acquired 100 percent of the stock of G2 Web Services ("G2"), a provider of merchant risk intelligence solutions for acquirers, commercial banks, and other payment system providers, for a net cash purchase price of $112.0 million, of which $5.6 million represents indemnity escrows. G2 has become part of the financial services vertical within the Decision Analytics segment. The acquisition of G2 positions the Company to further enhance its offerings to clients and partners, by providing solutions that help fight fraud, transaction laundering, and reputational risk within the global payments and e-commerce ecosystem. The preliminary purchase price allocation of the acquisition is presented in the table below.
On August 23, 2017, the Company acquired 100 percent of the stock of Sequel Business Solutions Ltd. ("Sequel"), a provider of commercial and specialty insurance and reinsurance software based in the U.K., for a net cash purchase price of $320.3 million. Sequel has become part of the insurance vertical within the Decision Analytics segment. The acquisition of Sequel further enhances the Company's comprehensive offerings to the global complex commercial and specialty insurance

industry, enabling integrated global data analytics through a specialized end-to-end workflow solution. The preliminary purchase price allocation of the acquisition is presented in the table below.
On August 31, 2017, the Company acquired 100 percent of the stock of Lundquist Consulting, Inc. ("LCI"), a provider of risk insight, prediction, and management solutions for banks and creditors, for a net cash purchase price of $150.6 million, of which $12.8 million represents indemnity escrows. LCI has become part of the financial services vertical within the Decision Analytics segment. This acquisition brings together the Company's propriety data assets and LCI's proprietary time-series data, including consumer and commercial bankruptcies, consumer behavior, and legal and technical terms associated with debtor settlements. The preliminary purchase price allocation of the acquisition is presented in the table below.
The preliminary purchase price allocations of the 2017 acquisitions resulted in the following:

Healix
Fintellix G2 Sequel LCI Others TotalCaaS
Cash and cash equivalents$0.9

$1.1

$1.0
 $16.0
 $1.1
 $2.0
 $22.1
$3.7
Accounts receivable
0.9


2.1

 3.4
 9.5
 3.1
 
2.9
 
21.9
Current assets
—

0.9

 3.6
 1.4
 —
 
0.7
 
6.6
Other current assets 3.0
Fixed assets
—

0.1

 6.4
 7.5
 5.7
 
11.9
 
31.6
 0.1
Intangible assets
21.1

6.6

 41.0
 107.3
 55.7
 
12.2
 
243.9
 34.4
Goodwill
35.2

11.3

 74.2
 226.0
 100.7
 
33.5
 
480.9
 32.8
Other assets
7.5

2.0

 2.8
 —
 12.8
 
3.3
 
28.4
Deferred income taxes, net 0.1
Total assets acquired
65.6


24.1

 132.4
  367.7
  179.1
 
66.5
 
835.4
 74.1
Current liabilities
1.1

1.3

 3.2
 9.9
 1.1
 
1.4
 
18.0
 (1.3)
Deferred revenues
0.1

0.8

 0.4
 2.4
 0.3
 
1.7
 
5.7
Deferred income taxes, net
3.6

2.2

 13.0
 19.1
 13.2
 
2.1
 
53.2
Other liabilities
7.5

1.8

 2.8
 —
 12.8
 
6.3
 
31.2
Total liabilities assumed
12.3


6.1

 19.4
  31.4
  27.4
 
11.5
 
108.1
Net assets acquired
53.3


18.0

 113.0
 336.3
 151.7
 
55.0
 
727.3
 72.8
Cash acquired
(0.9)
(1.1)
 (1.0)  (16.0)  (1.1) 
(2.0) 
(22.1) (3.7)
Net cash purchase price$52.4

$16.9

$112.0
 $320.3
 $150.6
 $53.0
 $705.2
$69.1
The preliminary amounts assigned to intangible assets by type for the 2017 acquisitionsCaaS business are summarized in the table below:


Weighted Average Useful Life
TotalWeighted Average Useful Life Total
Technology-related
7 years
$66.3
Technology-based7 years $4.0
Marketing-related
8 years
15.3
3 years 0.3
Customer-related
10 years
110.0
12 years 15.5
Database-related
12 years

52.3
10 years 14.6
Total intangible assets
$243.9
 $34.4
The preliminary allocations of the purchase price for the 20162018 and 20172019 acquisitions with less than a year ownership are subject to revisions as additional information is obtained about the facts and circumstances that existed as of each acquisition date. The revisions may have a significant impact on the condensed consolidated financial statements. 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 operating leases, income and non-income taxes, deferred revenues, the valuation of intangible assets acquired, and residual goodwill. The preliminary amounts assigned to intangible assets by type for these acquisitions were based upon the Company's valuation model and historical experiences with entities with similar business characteristics.
For the ninethree months ended September 30, 2017,March 31, 2019, the Company finalized the purchase accounting for the acquisitions of RII, Greentech MediaMarketview Limited and Quest OffshoreBusiness Insight Limited during the measurement periods in accordance with ASC 805.805, Business Combinations. The impact of finalization of the purchase accounting associated with these acquisitions werewas not material to the accompanying condensed consolidated statements of operations for the three and nine months ended September 30, 2017March 31, 2019 and 2016.

2018.
For the three and nine months ended September 30, 2017, the Company incurred transaction costs related to Arium, Healix, ENI, Fintellix, MAKE, Aerial Imagery acquisitions, G2, SequelMarch 31, 2019 and LCI of $3.2 million and $5.9 million, respectively. For the three and nine months ended September 30, 2016,2018, the Company incurred transaction costs of $0.8$0.9 million and $1.0$0.7 million, respectively, related to the acquisitions of the RII, Greentech Media and Quest Offshore.respectively. The transaction costs were included within "Selling, general and administrative" expenses in the accompanying condensed consolidated statements of operations. For the 2017 acquisitions,2019 acquisition, the goodwill of $465.8$2.9 million associated with the stock purchasespurchase of Arium, Healix, ENI, Fintellix, MAKE, G2, Sequel and LCIthe CaaS business is not deductible for tax purposes, with the exception of $19.9 million of goodwill attributable to G2.  The goodwill of $15.1 million associated with the Aerial Imagery asset acquisitions is deductible for tax purposes.  For the 2016 acquisitions, the goodwill of $34.9 million associated with the stock purchases of RII and Greentech Media is not deductible for tax purposes, whereas the goodwill of $6.2 million associated with the asset acquisition of Quest Offshore is deductible for tax purposes.

The 2017 acquisitions were2019 acquisition was immaterial both individually and in the aggregate, to the Company's condensed consolidated financial statements for the ninethree months ended September 30, 2017March 31, 2019 and 20162018, and therefore, supplemental information disclosure on an unaudited pro forma basis is not presented.

Acquisition Escrows

and Related Liabilities
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, as well as a portion of the contingent payments. At September 30, 2017March 31, 2019 and December 31, 2016,2018, the current portion of the escrows amounted to $19.9$31.3 million and $4.1$31.2 million, and the noncurrent portion of the escrows amounted to $22.1$8.9 million and $6.3$8.7 million, 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.
5. Discontinued Operations:

On June 1, 2016,The acquisitions of Emergent Network Intelligence Limited, Healix International Holdings Limited, Rebmark Legal Solutions Limited, PowerAdvocate, Inc. and Validus-IVC Limited include acquisition related contingencies, for which the sellers of these acquisitions could receive additional payments by achieving the specific predetermined revenue and EBITDA earn-out targets for exceptional performance. The Company sold 100 percentbelieves that the liabilities recorded as of March 31, 2019 and December 31, 2018 reflect the stockbest estimate of its healthcare business, Verisk Health ("Verisk Health"), in exchangeacquisition related contingent payments. The associated current liabilities for a purchase price that consistedthese acquisitions of $714.6 million of cash consideration after a working capital adjustment of $5.4 million, a subordinated promissory note with a face value of $100.0$21.0 million and an eight year maturity (the "Note"), and other contingent consideration (collectively, the "Sale"). Results of operations for the healthcare business are reported as a discontinued operation for the nine months ended September 30, 2016.

The Note has a stated interest rate of 9.0% per annum, increasing to 11.0% per annum at the earlier of specified refinancings or acquisitions, or the fourth anniversary of the closing of the Sale. Interest shall accrue from the closing date and on each anniversary of the Sale until the Note is paid in full on the unpaid principal amount of the Note outstanding at the interest rate in effect (computed on the basis of a 360-day year of twelve 30-day months). On each anniversary of the Sale, accrued interest shall be paid in kind by adding the amount of such accrued interest to the outstanding principal amount of the Note. The issuer of the Note may, at its option at any time prior to the maturity date, prepay any, or all, of the principal amount of the Note, plus accrued but unpaid interest as of the elected prepayment date, without any premium or penalty. There is a mandatory prepayment of the Note as a result of (i) the proceeds of a specified dividend recapitalization received by the issuer, (ii) the consummation of a change of control of the issuer, or (iii) the sale, transfer or other disposition by the parent of the issuer of more than 10.0% of the capital stock of the issuer. As of September 30, 2017, the Company had a receivable of $94.8$12.7 million outstanding under the Note. The carrying value of the Note represents amortized cost. The fair value of the Note is based on management estimates with the assistance of valuations performed by third party specialists, discounted cash flow analysis based on current market conditions and assumptions that the Note would be paid in full at maturity, including accrued interest, with no prepayment election. Refer to Note 3 Fair Value Measurements for further discussion.

The Company also received a 10.0% non-participating interest in the issuer's stock, the exercise value of which will be contingent on the parent of the issuer realizing a specified rate of return on its investment. As of September 30, 2017, the Company had an equity investment of $8.4 million related to such interest accounted for in accordance with ASC 323-10-25, The Equity Method of Accounting for Investments in Common Stock ("ASC 323-10-25"). The value of the equity investment hashave been included in “Other assets”“Accounts payable and accrued liabilities” in the accompanying condensed consolidated balance sheets.


sheets as of March 31, 2019 and December 31, 2018, respectively. The following table summarizesassociated noncurrent liabilities for these acquisitions of $30.6 million and $28.3 million have been included in “Other liabilities” in the results from the discontinued operation for the nine months ended September 30:
 Nine Months Ended September 30,
 2017
2016
Revenues from discontinued operations$—

$112.3
Expenses:     
Cost of revenues (exclusive of items shown separately below) —
  75.9
Selling, general and administrative —
  36.6
Depreciation and amortization of fixed assets —
  7.0
Amortization of intangible assets —
  5.9
Total expenses —
  125.4
Operating loss —
  (13.1)
Other income:     
Gain on sale —
  269.3
Investment income and others, net —
  0.3
Total other income —
  269.6
Income from discontinued operations before income taxes
—


256.5
Provision for income taxes (included tax on gain of $118.0)
—


(118.6)
Income from discontinued operations, net of tax$—

$137.9

Net cash provided by operating activitiesaccompanying condensed consolidated balance sheets as of March 31, 2019 and net cash used in investing activities from the discontinued operation for the nine months ended September 30 are presented below:
 2017
2016
Net cash provided by operating activities$—

$21.4
Net cash used in investing activities$—

$(10.6)

December 31, 2018, respectively.
6.7. Goodwill and Intangible Assets:
The following is a summary of the change in goodwill from December 31, 20162018 through September 30, 2017,March 31, 2019, both in total and as allocated to the Company’s operating segments:
 
Risk
Assessment
 
Decision
Analytics
 Total
Goodwill at December 31, 2016 (1)$71.3
 $2,506.8
 $2,578.1
Current year acquisitions 35.2
  445.7
  480.9
Purchase accounting reclassification (1.6)  (2.2)  (3.8)
Foreign currency translation 3.2
  130.4
  133.6
Goodwill at September 30, 2017 (1)$108.1
 $3,080.7
 $3,188.8
 Insurance Energy and Specialized Markets Financial Services Total
Goodwill, net at December 31, 2018 (1)
$833.8
 $2,054.7
 $473.0
 $3,361.5
Current period acquisitions —
  32.8
  —
  32.8
Purchase accounting reclassification (0.1)  —
  (0.1)  (0.2)
Foreign currency translation 7.3
  30.2
  0.1
  37.6
Goodwill, net at March 31, 2019 (1)
$841.0
 $2,117.7
 $473.0
 $3,431.7
_____________________________________
(1)
These balances are net of accumulated impairment charges of $3.2 million that occurred prior to December 31, 2016.2018.
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, 2017,2018, and concluded that there was no impairment of goodwill. There were no triggering events for the three months ended March 31, 2019 that would impact the results of the impairment test performed as of June 30, 2018.

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, 2017      
March 31, 2019      
Technology-based7 years $387.8
 $(215.9) $171.9
8 years $446.7
 $(266.4) $180.3
Marketing-related17 years 257.8
 (59.9) 197.9
16 years 260.8
 (82.2) 178.6
Contract-based6 years 5.0
 (5.0) —
6 years 5.0
 (5.0) —
Customer-related13 years 618.5
 (161.7) 456.8
14 years 741.1
 (238.9) 502.2
Database-related19 years 481.0
 (51.4) 429.6
19 years 474.6
 (86.7) 387.9
Total intangible assets $1,750.1
 $(493.9) $1,256.2
 $1,928.2
 $(679.2) $1,249.0
December 31, 2016      
December 31, 2018      
Technology-based7 years $310.9
 $(196.6) $114.3
8 years $438.8
 $(255.5) $183.3
Marketing-related17 years 227.5
 (47.5) 180.0
16 years 255.8
 (77.2) 178.6
Contract-based6 years 5.0
 (5.0) —
6 years 5.0
 (5.0) —
Customer-related14 years 483.1
 (128.5) 354.6
14 years 718.2
 (223.9) 494.3
Database-related20 years  393.9
  (32.0)  361.9
19 years  450.5
  (78.9)  371.6
Total intangible assets $1,420.4
 $(409.6) $1,010.8
 $1,868.3
 $(640.5) $1,227.8
Amortization expense related to intangible assets for the three months ended September 30, 2017March 31, 2019 and 20162018 was $27.5 million and $22.7 million, respectively. Amortization expense related to intangible assets for the nine months ended September 30, 2017 and 2016 was $73.6 million and $70.4 million, respectively.$33.2 million. Estimated amortization expense for the remainder of 20172019 and the years through 20222023 and thereafter for intangible assets subject to amortization is as follows:
YearAmountAmount
2017$30.5
2018 121.8
2019 120.8
$102.6
2020 118.2
 134.6
2021 108.3
 124.2
2022 and thereafter 756.6
2022 112.6
2023 100.0
2024 and thereafter 675.0
$1,256.2
$1,249.0
7.8. Income Taxes:
The Company’s effective tax rate for the three and nine months ended September 30, 2017March 31, 2019 was 33.19% and 31.51%, respectively,21.0% compared to the effective tax rate for the three and nine months ended September 30, 2016March 31, 2018 of 26.00% and 30.29%18.0%. The effective tax rate for the three and nine months ended September 30, 2017March 31, 2019 is higher than the effective tax rate for the three and nine months ended September 30, 2016March 31, 2018 primarily due to reducedthe impact of lower tax benefits from equity compensation in the current period resulting from legislation enacted inversus the U.K., and mix of foreign income, partially offset by the tax rate benefit of adopting ASU No. 2016-09.prior period. The difference between statutory tax rates and the Company’s effective tax rate is primarily due to tax benefits attributable to income earned in foreign jurisdictions with tax rates lower than the U.S. rate,equity compensation, offset by additional state and local income taxes.

8.9. Debt:
The following table presents short-term and long-term debt by issuance as of September 30, 2017March 31, 2019 and December 31, 2016:2018: 
Issuance
Date
 
Maturity
Date
 2017 2016
Issuance
Date
 
Maturity
Date
 2019 2018
Short-term debt and current portion of long-term debt:        
Syndicated revolving credit facilityVarious Various $595.0
 $100.0
Various Various $170.0
 $415.0
Capital lease obligationsVarious Various  7.9
  6.8
Senior notes:    
4.875% senior notes12/8/2011 1/15/2019 —
 250.0
Finance lease liabilities (1)
Various Various  10.5
  7.8
Short-term debt and current portion of long-term
debt		  602.9
  106.8
  180.5
  672.8
Long-term debt:        
Senior notes:        
4.000% senior notes, less unamortized discount
and debt issuance costs of $9.5 and $10.4,
respectively		5/15/2015
6/15/2025 890.5
 889.6
5.500% senior notes, less unamortized discount
and debt issuance costs of $4.9 and $5.0,
respectively		5/15/2015
6/15/2045 345.1
 345.0
4.125% senior notes, less unamortized discount
and debt issuance costs of $3.0 and $3.5,
respectively		9/12/2012 9/12/2022 347.0
 346.5
4.875% senior notes, less unamortized discount
and debt issuance costs of $0.8 and $1.4,
respectively		12/8/2011 1/15/2019 249.2
 248.6
5.800% senior notes, less unamortized discount
and debt issuance costs of $1.9 and $2.4,
respectively		4/6/2011
5/1/2021 448.1
 447.6
Capital lease obligationsVarious Various 3.1
 7.1
4.125% senior notes, less unamortized discount
and debt issuance costs of $6.0 and $0.0,
respectively		03/06/2019 03/15/2029 394.0
 —
4.000% senior notes, less unamortized discount
and debt issuance costs of $7.7 and $7.9,
respectively		05/15/2015
06/15/2025 892.3
 892.1
5.500% senior notes, less unamortized discount
and debt issuance costs of $4.6 and $4.7,
respectively		05/15/2015
06/15/2045 345.4
 345.3
4.125% senior notes, less unamortized discount
and debt issuance costs of $2.1 and $2.3,
respectively		09/12/2012 09/12/2022 347.9
 347.7
5.800% senior notes, less unamortized discount
and debt issuance costs of $1.1 and $1.2,
respectively		04/06/2011
05/01/2021 448.9
 448.8
Finance lease liabilities (1)
Various Various 17.4
 19.5
Syndicated revolving credit facility debt issuance
costs		Various
Various  (4.2)  (4.2)Various
Various  (2.6)  (2.9)
Long-term debt  2,278.8
  2,280.2
  2,443.3
  2,050.5
Total debt $2,881.7
 $2,387.0
 $2,623.8
 $2,723.3
_______________
(1) Refer to Note 5 Leases
On January 15, 2019, the Company utilized borrowings from its committed senior unsecured Syndicated Revolving Credit Facility (the "Credit Facility") and cash from operations to repay the 4.875% senior notes in full in an amount of $250.0 million.
On March 6, 2019, the Company completed an issuance of $400.0 million aggregate principal amount of 4.125% senior notes due 2029 (the "2029 notes"). The 2029 notes mature on March 15, 2029 and accrue interest at a fixed rate of 4.125% per annum. Interest is payable semiannually on the 2029 notes on March 15th and September 15th of each year, beginning on September 15, 2019. The 2029 notes were issued at a discount of $2.1 million and the Company incurred debt issuance costs of $3.9 million. The original issue discount and debt issuance costs were recorded in "Long-term debt" in the accompanying condensed consolidated balance sheets and these costs will be amortized to "Interest expense" in the accompanying consolidated statements of operations over the life of the 2029 notes. The net proceeds from the issuance of the 2029 notes were utilized to partially repay the Credit Facility and for general corporate purposes. The indenture governing the 2029 notes restricts the Company's ability to, among other things, create certain liens, enter into sale/leaseback transactions and consolidate with, sell, lease, convey or otherwise transfer all or substantially all of the Company's assets, or merge with or into, any other person or entity. As of September 30, 2017March 31, 2019 and December 31, 2016,2018, the Company had senior notes with an aggregate principal amount of $2,450.0 million and $2,300.0 million outstanding, respectively, and was in compliance with their financial and other debt covenants.

As of September 30, 2017,March 31, 2019, the Company had a borrowing capacity of $1,500.0 million under the committed senior unsecured Syndicated Revolving Credit Facility (the "Credit Facility") with Bank of America N.A., JP Morgan Chase, N.A., and a syndicate of other banks. The Credit Facility may be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions and the share repurchase program (the "Repurchase Program"). TheAs of March 31, 2019, the Company was in compliance with all financial and other debt covenants under the Credit Facility as of September 30, 2017.Facility. As of September 30, 2017March 31, 2019 and December 31, 2016,2018, the Company had outstanding borrowingsavailable capacity under the Credit Facility of $595.0was $1,324.6 million and $100.0$1,078.9 million, net of the letters of credit of $5.4 million and $6.1 million, respectively. On May 18, 2017,In April 2019, the Company entered into the third amendment torepaid $70.0 million of outstanding borrowings as of March 31, 2019, under the Credit Facility, which, among other things, extended the maturity date one year to May 15, 2022.Facility.
9.10. Stockholders’ Equity:
The Company has 2,000,000,000 shares of authorized common stock. TheCompany's 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 thirteencurrent members of the 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, 2017.March 31, 2019.
At March 31, 2019 and December 31, 2018, the adjusted closing price of Verisk common stock was $133.00 and $108.83 per share, respectively.
On February 13, 2019, the Company’s Board of Directors approved a cash dividend of $0.25 per share of common stock issued and outstanding to the holders of record as of March 15, 2019.  The cash dividend of $40.9 million was paid on March 29, 2019 and recorded as a reduction to retained earnings.


On April 29, 2019, the Company's Board of Directors approved a cash dividend of $0.25 per share of common stock issued and outstanding, payable on June 28, 2019, to the holders of record as of June 14, 2019. The dividend is recorded, subsequent to March 31, 2019 as a reduction to retained earnings and will be adjusted for actual payments.
Share Repurchase Program

Since the introduction of the Repurchase Program as a feature of the Company's capital management strategies inMay 2010, the Company has authorized repurchases of up to $2,800.0$3,300.0 million of its common stock andthrough its Repurchase Program. The Company has repurchased shares with an aggregate value of $2,433.8$2,947.4 million. The Company repurchased 3,356,360636,590 shares of common stock with an aggregate value of $269.8$75.0 million during the ninethree months ended September 30, 2017.March 31, 2019. As of September 30, 2017,March 31, 2019, the Company had $366.2$352.6 million available to repurchase shares. Theshares through its Repurchase Program.
In December 2018, the Company has no obligationentered into an Accelerated Share Repurchase ("ASR") agreement to repurchase shares of its common stock under this program and intends to use this authorizationfor an aggregate purchase price of $75.0 million with Morgan Stanley & Co. LLC. The ASR agreement is accounted for as a meanstreasury stock transaction and a forward stock purchase agreement indexed to the Company's common stock. The forward stock purchase agreement is classified as an equity instrument under ASC 815-40, Contracts in Entity's Own Equity ("ASC 815-40") and was deemed to have a fair value of offsetting dilution fromzero at the issuanceeffective date. Upon payment of the aggregate purchase price on January 2, 2019, the Company received an aggregate delivery of 636,590 shares underof its common stock at a price of $117.82 per share during the KSOP,three months ended March 31, 2019. The aggregate purchase price was recorded as a reduction to stockholders' equity in the Verisk 2013 Equity Incentive Plan (the “2013 Incentive Plan”),Company's condensed consolidated statements of changes in stockholders' equity for the Verisk 2009 Equity Incentive Plan (the “2009 Incentive Plan”),three months ended March 31, 2019. These 636,590 shares resulted in a reduction of outstanding shares used to calculate the weighted average common shares outstanding for basic and diluted earnings per share ("EPS").
In March 2019, the ISO 1996 Incentive Plan (the “1996 Incentive Plan”), while providing flexibilityCompany entered into an additional ASR agreement with Morgan Stanley & Co. LLC to repurchase shares of its common stock for an aggregate purchase price of $50.0 million. Upon payment of the aggregate purchase price on April 1, 2019, the Company received an initial delivery of 300,752 shares of its common stock at a price of $133.00 per share, representing approximately $40.0 million of the aggregate purchase price. Upon the final settlement of the ASR agreement in June 2019, the Company may be entitled to receive additional shares if warranted. This authorization has no expiration date and mayof its common stock or, under certain limited circumstances, be increased, reduced, suspended, or terminated at any time. Shares that are repurchased underrequired to deliver shares to the Repurchase Program will be recorded as treasury stock and will be available for future issuance.

counter-party.
Treasury Stock

As of September 30, 2017,March 31, 2019, the Company’s treasury stock consisted of 379,486,284380,350,444 shares of common stock. During the ninethree months ended September 30, 2017,March 31, 2019, the Company reissued 957,342318,774 shares of common stock from the treasury shares at a weighted average price of $8.07$9.54 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 vested and nonvested stock options, nonvested restricted stock awards, nonvested restricted stock units, nonvested performance awards, consisting of performance share units (“PSU”), and nonvested restricteddeferred stock units, had been issued.
The following is a reconciliationpresentation of the numerators and denominators of the basic and diluted EPS computations for the three and nine months ended September 30, 2017March 31, 2019 and 2016:2018:
 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
Numerator used in basic and diluted EPS:           
Income from continuing operations$120.7
 $127.6
 $350.5
 $344.0
Income from discontinued operations (Note 5) —
  —
  —
  137.9
Net income$120.7
 $127.6
 $350.5
 $481.9
Denominator:           
Weighted average number of common shares used
in basic EPS		 164,577,575
  168,874,129
  165,314,267
  168,541,399
Effect of dilutive shares:    
     
Potential common shares issuable from stock
options and stock awards		 3,379,483
  2,911,771
  3,493,138
  2,953,790
Weighted average number of common shares
and dilutive potential common shares used
in diluted EPS		 167,957,058
  171,785,900
  168,807,405
  171,495,189
 Three Months Ended March 31,
 2019 2018
Numerator used in basic and diluted EPS:     
Net income$134.4
 $133.0
Denominator:     
Weighted average number of common shares used in basic EPS 163,528,343
  165,043,047
Effect of dilutive shares:    
Potential common shares issuable from stock options and stock awards 3,016,602
  3,949,488
Weighted average number of common shares and dilutive potential common
shares used in diluted EPS		 166,544,945
  168,992,535
The potential shares of common stock that were excluded from diluted EPS were 2,471,48749,820 and 1,239,4063,718 for the three months ended September 30, 2017March 31, 2019 and 2016, and 2,158,723 and 1,890,460 for the nine months ended September 30, 2017 and 2016,2018, 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, 2017March 31, 2019 and December 31, 2016:2018:
2017
20162019
2018
Foreign currency translation adjustment$(356.5) $(561.4)$(430.0) $(488.5)
Unrealized holding gains on available-for-sale securities, net of tax 0.5
 0.3
Pension and postretirement adjustment, net of tax (87.3)  (89.7) (102.3)  (103.4)
Accumulated other comprehensive losses$(443.3) $(650.8)$(532.3) $(591.9)

The before tax and after tax amounts of other comprehensive income for the three and nine months ended September 30, 2017March 31, 2019 and 20162018 are summarized below:

Before Tax
Tax (Expense) Benefit
After Tax
For the Three Months Ended September 30, 2017







Foreign currency translation adjustment$82.2

$—

$82.2
Pension and postretirement adjustment before reclassifications
2.4


(0.7)

1.7
Amortization of net actuarial loss and prior service benefit
reclassified from accumulated other comprehensive losses (2)
(1.2)

0.4


(0.8)
Pension and postretirement adjustment
1.2


(0.3)

0.9
Total other comprehensive gain$83.4

$(0.3)
$83.1
For the Three Months Ended September 30, 2016







Foreign currency translation adjustment$(62.1)
$—

$(62.1)
Unrealized holding gain on available-for-sale securities before
reclassifications
0.7


(0.3)

0.4
Amount reclassified from accumulated other comprehensive losses
(1)
(0.6)

0.3


(0.3)
Unrealized holding gain on available-for-sale securities
0.1


—


0.1
Pension and postretirement adjustment before reclassifications
1.8


(1.0)

0.8
Amortization of net actuarial loss and prior service benefit
reclassified from accumulated other comprehensive losses (2)
(0.9)

0.3


(0.6)
Pension and postretirement adjustment
0.9


(0.7)

0.2
Total other comprehensive loss$(61.1)
$(0.7)
$(61.8)



Before Tax Tax (Expense) Benefit After Tax
For the Nine Months Ended September 30, 2017 

 

 
Foreign currency translation adjustment$204.9

$—

$204.9
Unrealized holding gain on available-for-sale securities before
reclassifications		 0.3

 (0.1)
 0.2
Unrealized holding gain on available-for-sale securities 0.3

 (0.1)
 0.2
Pension and postretirement adjustment before reclassifications 7.4

 (2.7)
 4.7
Amortization of net actuarial loss and prior service benefit
reclassified from accumulated other comprehensive losses (2)		 (3.7)
 1.4

 (2.3)
Pension and postretirement adjustment 3.7

 (1.3)
 2.4
Total other comprehensive gain$208.9

$(1.4)
$207.5
For the Nine Months Ended September 30, 2016 

 

 
Foreign currency translation adjustment$(278.6)
$—

$(278.6)
Unrealized holding gain on available-for-sale securities before
reclassifications		 0.8

 (0.3)
 0.5
Amount reclassified from accumulated other comprehensive losses
(1)		 (0.3)
 0.1

 (0.2)
Unrealized holding gain on available-for-sale securities 0.5

 (0.2)
 0.3
Pension and postretirement adjustment before reclassifications 5.4

 (2.3)
 3.1
Amortization of net actuarial loss and prior service benefit
reclassified from accumulated other comprehensive losses (2)		 (2.7)
 1.0

 (1.7)
Pension and postretirement adjustment 2.7

 (1.3)
 1.4
Total other comprehensive loss$(275.4)
$(1.5)
$(276.9)

Before Tax
Tax (Expense) Benefit
After Tax
For the Three Months Ended March 31, 2019







Foreign currency translation adjustment$58.5

$—

$58.5
Pension and postretirement adjustment before reclassifications
2.8


(0.7)

2.1
Amortization of net actuarial loss and prior service benefit
reclassified from accumulated other comprehensive losses (1)

(1.3)

0.3


(1.0)
Pension and postretirement adjustment
1.5


(0.4)

1.1
Total other comprehensive gain$60.0

$(0.4)
$59.6
For the Three Months Ended March 31, 2018







Foreign currency translation adjustment$102.7

$—

$102.7
Pension and postretirement adjustment before reclassifications
2.1


(0.5)

1.6
Amortization of net actuarial loss and prior service benefit
reclassified from accumulated other comprehensive losses (1)

(0.9)

0.3


(0.6)
Pension and postretirement adjustment
1.2


(0.2)

1.0
Total other comprehensive gain$103.9

$(0.2)
$103.7
_______________
(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 1112 Pension and Postretirement Benefits for additional details).
10.11. Equity Compensation Plans:

ISO 401(k) Savings and Employee Stock Ownership Plan ("KSOP")
The Company has established the KSOP for the benefit of eligible employees in the U.S. and Puerto Rico. The KSOP includes both an employee savings component and an employee stock ownership component. The purpose of the combined plan is to enable the Company’s employees to participate in a tax-deferred savings arrangement under Internal Revenue Service Code Sections 401(a) and 401(k), and to provide employee equity participation in the Company through the employee stock ownership plan accounts.
For the nine months ended September 30, 2017, the Company opted to fund the 401(k) matching contributions in cash in lieu of issuance of common stock from treasury shares. For the nine months ended September 30, 2017 and 2016, the Company made cash contributions of $13.0 million and common stock contributions of 143,439 shares at a weighted average price per share of $79.38, respectively.
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 19962009 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, 2017,March 31, 2019, there were 6,798,9165,644,400 shares of common stock reserved and

available for future issuance under the 2013 Incentive Plan. Cash received from stock option exercises for the ninethree months ended September 30, 2017March 31, 2019 and 20162018 was $26.0$11.6 million and $32.6$17.5 million, respectively.
The Company granted equity awards to key employees of the Company. The nonqualified stock options have an exercise price equal to the adjusted closing price of the Company’s common stock on the grant date, with a ten-year contractual term. The fair value of the restricted stock is determined using the closing price of the Company’s common stock on the grant date. The restricted stock is not assignable or transferable until it becomes vested. PSUs vest at the end of a three-year performance period, subject to the recipient’s continued service. Each PSU represents the right to receive one share of Verisk common stock and the ultimate realization is based on the Company’s achievement of certain market performance criteria and may range from 0% to 200% of the recipient’s target levels of 100% established on the grant date.  The fair value of PSUs is determined on the grant date using the Monte Carlo Simulation model. The Company recognizes the expense of the equity awards ratably over the vesting period. A summary of the equity awards granted for the nine months ended September 30, 2017 is presented below.
Grant Date Service Vesting Period Stock Options Restricted Stock Common Stock
January 1 to March 31, 2017 Four-year graded vesting 2,669
 525
 —
April 1, 2017 Four-year graded vesting 1,300,007
 248,489
 —
April 1, 2017
Two-year graded vesting 47,030
 11,272
 —
May 30, 2017 Not applicable —
 —
 372
July 1, 2017 One-year graded vesting 75,133
 10,308
 —
July 1, 2017 Not applicable —
 1,304
 3,201
July 1 to September 30, 2017
Four-year graded vesting 5,240
 1,078
 —
    1,430,079
 272,976
 3,573
The fair value of the stock options granted for the nine months ended September 30, 2017 and 2016 was estimated using a Black-Scholes valuation model that uses the weighted average assumptions noted in the following table:

2017 2016
Option pricing model Black-Scholes

 Black-Scholes
Expected volatility 18.72%
 20.27%
Risk-free interest rate 1.82%
 1.14%
Expected term in years 4.5

 4.5
Dividend yield —%
 —%
Weighted average grant date fair value per stock option$15.71

$15.34
period, which could be up to four years.
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 expected dividend yield was based on the Company’s expected annual dividend rate on the date of grant.

A summary of the status of the stock options, outstandingrestricted stock, and exercisablePSUs awarded under the 2013 Incentive Plan as of December 31, 20162018 and September 30, 2017March 31, 2019 and changes during the interim period are presented below:
 Stock Option Restricted Stock
PSU
 Number
of Options		 Weighted
Average
Exercise
Price		 Aggregate
Intrinsic
Value		 Number of Shares
Weighted Average Grant Date Fair Value Per Share
Number of Shares
Weighted Average Grant Date Fair Value Per Share
      (in millions)          
Outstanding at December 31, 20186,820,046
 $67.27
 $284.9
 533,335
 $88.55
 42,050
 $140.70
Exercised or lapsed(307,270) $37.75
 $26.8
 (3,194) $100.09
 —
 $—
Canceled, expired or forfeited(11,118) $96.39
    (2,079) $97.71
 —
 $—
Outstanding at March 31, 20196,501,658
 $68.61
 $418.7
 528,062
 $88.40
 42,050
 $140.70
Exercisable at March 31, 20194,057,449
 $57.38
 $306.8
          
Exercisable at December 31, 20184,360,117
 $55.94
 $231.5
          
Nonvested at March 31, 20192,444,209
       528,062
    42,050
   
Expected to vest at March 31, 20192,036,319
       443,221
    81,998
(1) 
_______________
 Number
of Options		 Weighted
Average
Exercise Price		 Aggregate
Intrinsic
Value
Outstanding at December 31, 20168,770,917
 $46.67
 $302.6
Granted1,430,079
 $81.32
  
Exercised(773,206) $37.24
 $35.0
Cancelled or expired(156,963) $76.40
  

Outstanding at September 30, 20179,270,827
 $52.29
 $286.4
Exercisable at September 30, 20176,170,584
 $41.08
 $259.8
Exercisable at December 31, 20166,148,349
 $35.35
 $281.7
(1)
Includes estimated performance achievement
Intrinsic value for stock options is calculated based on the exercise price of the underlying awards and the quotedadjusted closing price of Verisk common stock as of the reporting date. The Company adopted ASU No. 2016-09 prospectively on January 1, 2017 and excessExcess tax benefits from exercised stock options were recorded as income tax benefit in the condensed consolidated

statements of operations. This tax benefit is calculated as the excess of the intrinsic value of options exercised and restricted stock lapsed in excess of compensation recognized for financial reporting purposes. PriorThe weighted average remaining contractual terms were 5.77 years and 4.54 years for outstanding and exercisable stock options, respectively, as of March 31, 2019.
On April 1, 2019, the Company granted 835,792 stock options, 149,335 shares of restricted stock and 51,792 PSUs to key employees. The stock options and restricted stock have a graded service vesting period of four years. The PSUs have a three-year performance period, subject to the adoption of ASU No. 2016-09, for the nine months ended September 30, 2016, the Company recorded excess tax benefits of $18.4 million in "Additional paid-in capital" in the accompanying condensed consolidated balance sheets. Stock based compensation expense for the nine months ended September 30, 2017 and 2016 was $24.2 million and $23.8 million, 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, 2016 and September 30, 2017 and changes during the interim period are presented below:
 Number
of Shares		 Weighted Average Grant
Date Fair Value Per Share
Outstanding at December 31, 2016537,667
 $73.34
Granted272,976
 $81.29
Vested(193,239) $70.14
Forfeited(28,572) $76.87
Outstanding at September 30, 2017588,832
 $77.83
recipients' continued service.
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 ninethree months ended September 30, 2017March 31, 2019 and 2016,2018, the Company issued 23,3918,310 and 23,1687,218 shares of common stock at a weighted discounted price of $78.77$126.35 and $76.64$98.80 for the ESPP, respectively.
As of September 30, 2017,March 31, 2019, there was $76.1$61.0 million 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 2.672.32 years. As of September 30, 2017, there were 2,943,743 and 588,612 nonvested stock options and restricted stock, respectively, of which 2,507,335 and 497,670 are expected to vest. The total grant date fair value of options vested was $4.4 million and $3.7 million during the ninethree months ended September 30, 2017March 31, 2019 and 2016 was $12.3 million and $10.5 million,2018, respectively. The total grant date fair value of restricted stock vested during the ninethree months ended September 30, 2017March 31, 2019 and 20162018 was $13.1$4.7 million and $10.6$4.2 million, respectively.
11.12. 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 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,

2017
2016
2017
2016
Interest cost$4.3

$4.9

$0.1

$0.1
Expected return on plan assets (7.8)
 (7.9)
 (0.1)
 (0.1)
Amortization of net actuarial loss 1.1

 0.9

 0.1

 —
Net periodic (benefit) cost$(2.4)
$(2.1)
$0.1

$—
Employer contributions, net$0.3

$0.3

$(0.2)
$0.3

For the Three Months Ended March 31,
For the Nine Months Ended September 30,Pension Plan and SERP
Postretirement Plan
2017
2016
2017
20162019 2018 2019 2018
Interest cost$12.9

$14.5

$0.3

$0.3
$3.7
 $3.6
 $—
 $0.1
Expected return on plan assets (23.3)
 (23.8)
 (0.3)
 (0.4) (6.4) (7.7) —
 (0.1)
Amortization of prior service cost 0.1

 —

 (0.1)
 (0.1)
Amortization of net actuarial loss 3.4

 2.5

 0.3

 0.3
 1.2
  0.8
  0.1
  0.1
Net periodic (benefit) cost$(6.9)
$(6.8)
$0.2

$0.1
$(1.5) $(3.3) $0.1
 $0.1
Employer contributions, net$0.8

$0.8

$0.4

$0.5
$0.2
 $0.2
 $(0.3) $(0.1)
_______________

The expected contributions to the Pension Plan, SERP and Postretirement Plan for the year ending December 31, 20172019 are consistent with the amounts previously disclosed as of December 31, 2016.2018.
12.13. 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 reports financial and descriptive information about its reportable operating segments.
Operating segments are components of an enterprise for which separate financial information is available that is evaluated regularly by the chief operating decision maker (“CODM”) in deciding how to allocate resources and in assessing performance. The Company’s President and Chief Executive OfficerCEO is identified as the CODM as defined by ASC 280-10. Consistent with the internal managementThe operating segments of the Company’s business operations based on service offerings,Company are the Company is organized into the following twofollowing: Insurance, Energy and Specialized Markets, and Financial Services. These three operating segments which are also the Company’sCompany's reportable segments:segments.
Decision Analytics: The Company develops solutions thatEach of the reportable segments, Insurance, Energy and Specialized Markets, and Financial Services has a portion of its customers use to analyzerevenue from more than one of the key processes in managing risk: ‘predictionthree revenue types described within the Company's revenue recognition policy. Below is the overview 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, such as hurricanes and earthquakes 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 offers services and a suite of solutions to a client base that includes credit and debit card issuers, retail bank and other consumer financial services providers, payment processors, insurance companies and other industry stakeholders. The Company further leverages predictive models and proprietary data to advise customers to make asset investment and portfolio allocation decisions in the global energy market. The Company discloses revenueoffered within this segment based on the industry vertical groupings of insurance, energy and specialized markets, and financial services. On June 1, 2016, the Company sold its healthcare business, Verisk Health, which was part of the Decision Analyticseach reportable segment. Results of operations for the healthcare business are reported as a discontinued operation for the nine months ended September 30, 2016. Refer to Note 5 for more information.

Risk Assessment:Insurance: 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.policies, which are accessed via a hosted platform. The Company also develops solutions that its customers use to analyze key processes in managing risk. 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 hurricanes to earthquakes. The Company develops catastrophe and extreme event models and offers solutions covering natural and man-made risks, including acts of terrorism. The Company further develops solutions that allow customers to quantify costs after loss events occur. The Company's multitier, multispectral terrestrial imagery and data acquisition, processing, analytics, and distribution system using the remote sensing and machine learning technologies help gather, store, process, and deliver geographic and spatially referenced information that supports uses in many markets. Additionally, the Company offers fraud-detection solutions including review of data on claim histories, analysis of claims to find emerging patterns of fraud, and identification of suspicious claims in the insurance sector. The Company’s underwriting & rating, insurance anti-fraud claims, catastrophe modeling, loss quantification and aerial imagery solutions are included in this segment.
Energy and Specialized Markets: The Company is a leading provider of data analytics via hosted platform for the global energy, chemicals, and metals and mining industries. Its research and consulting solutions focus on exploration strategies and screening, asset development and acquisition, commodity markets, and corporate analysis in the areas of business environment, business improvement, business strategies, commercial advisory, and transaction support. The Company gathers and manages proprietary information, insight, and analysis on oil and gas fields, mines, refineries and other assets across the interconnected global energy sectors to advise customers in making asset investment and portfolio allocation decisions. The Company also helps businesses and governments better anticipate and manage climate and weather-related risks. The Company's analytical tools measure and observe environmental properties and translate those measurements into actionable information based on customer needs. The Company further offers a suite of data and information services that enable improved compliance with global Environmental Health and Safety requirements related to the safe manufacturing,

distribution, transportation, usage, and disposal of chemicals and products. The Company’s energy business, environmental health and safety services and, weather risk solutions are included in this segment.
Financial Services: The Company maintains a bank account consortia to provide competitive benchmarking, decisioning algorithms, business intelligence, and customized analytic services that help financial institutions, payment networks and processors, alternative lenders, regulators and merchants make better strategy, marketing, and risk decisions. Customers apply the Company's solutions in the areas of tailored data management and media effectiveness that include business intelligence platforms, profile views, mobile data solutions, enterprise database services, and fraud risk scoring algorithms for marketing, fraud, and risk mitigation. In addition, the Company's bankruptcy management solutions assist creditors, debt servicing businesses and credit services to enhance regulatory compliance by eliminating stay violation and portfolio valuation risk. The Company’s financial services and retail analytics solutions are included in this segment.
The twothree 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. In addition, the CODM does not evaluate the financial performance of each segment based on assets. On a geographic basis,See Note 3. Revenues for information on disaggregated revenues from countries outsideby type of the U.S. accounted for 21.3%service and 22.0% of the Company's consolidated revenues for the nine months ended September 30, 2017 and 2016, respectively. No individual country outside of the U.S. accounted for 5.0% or more of the Company's consolidated revenues for the nine months ended September 30, 2017 or 2016.by country.
The following table provides the Company’s revenue and EBITDA by reportable segment for the three and nine months ended September 30, 2017March 31, 2019 and 2016,2018, and the reconciliation of EBITDA to operating income as shown in the accompanying condensed consolidated statements of operations:
 For the Three Months Ended

September 30, 2017
September 30, 2016
 Decision
Analytics
Risk
Assessment
Total
Decision
Analytics
Risk
Assessment
Total
Revenues$355.9

$193.2

$549.1

$317.3

$180.8

$498.1
Expenses:




















Cost of revenues (exclusive of items
shown separately below)
(141.7)

(56.8)

(198.5)

(117.6)

(52.1)

(169.7)
Selling, general and administrative
(60.4)

(20.5)

(80.9)

(55.4)

(22.4)

(77.8)
Investment income and others, net
2.5


0.1


2.6


0.6


1.5


2.1
EBITDA
156.3


116.0


272.3


144.9


107.8


252.7
Depreciation and amortization of fixed
assets
(26.2)

(7.6)

(33.8)

(22.6)

(6.9)

(29.5)
Amortization of intangible assets
(26.6)

(0.9)

(27.5)

(22.5)

(0.2)

(22.7)
Less: Investment income and others, net
(2.5)

(0.1)

(2.6)

(0.6)

(1.5)

(2.1)
Operating income$101.0

$107.4


208.4

$99.2

$99.2


198.4
Investment income and others, net






2.6








2.1
Interest expense






(30.3)







(28.1)
Income from continuing operations
before income taxes





$180.7







$172.4


 For the Nine Months Ended

September 30, 2017 September 30, 2016
 Decision
Analytics
Risk
Assessment
Total
Decision
Analytics
Risk
Assessment
Total
Revenues$999.7

$575.2

$1,574.9

$947.4

$541.7

$1,489.1
Expenses: 

 

 

 

 

 
Cost of revenues (exclusive of items
shown separately below)		 (405.3)
 (169.8)
 (575.1)
 (362.6)
 (158.8)
 (521.4)
Selling, general and
administrative		 (174.2)
 (61.4)
 (235.6)
 (161.8)
 (62.6)
 (224.4)
Investment income and others, net 8.0

 (0.1)
 7.9

 1.6

 1.4

 3.0
EBITDA from discontinued operations
(including the gain on sale)		 —

 —

 —

 269.4

 —

 269.4
EBITDA 428.2

 343.9

 772.1

 694.0

 321.7

 1,015.7
Depreciation and amortization of
fixed assets		 (76.7)
 (22.7)
 (99.4)
 (69.9)
 (20.8)
 (90.7)
Amortization of intangible assets (71.0)
 (2.6)
 (73.6)
 (70.0)
 (0.4)
 (70.4)
Less: Investment income and others,
net		 (8.0)
 0.1

 (7.9)
 (1.6)
 (1.4)
 (3.0)
EBITDA from discontinued operations
(including the gain on sale)		 —

 —

 —

 (269.4)
 —

 (269.4)
Operating income$272.5

$318.7

 591.2

$283.1

$299.1

 582.2
Investment income and others, net 

 

 7.9

 

 

 3.0
Interest expense 

 

 (87.3)
 

 

 (91.7)
Income from continuing operations
before income taxes		 

 

$511.8

 

 

$493.5

Operating segment revenues by type of service is provided below:
 For the Three Months Ended September 30, For the Nine Months Ended September 30,
 2017
2016
2017
2016
Decision Analytics:           
Insurance$203.9
 $174.4
 $573.5
 $521.4
Energy and specialized markets 111.4
  109.1
  328.0
  333.2
Financial services 40.6
  33.8
  98.2
  92.8
Total Decision Analytics 355.9
  317.3
  999.7
  947.4
Risk Assessment:           
Industry-standard insurance programs 149.0
  138.2
  442.7
  414.2
Property-specific rating and underwriting
information		 44.2
  42.6
  132.5
  127.5
Total Risk Assessment 193.2
  180.8
  575.2
  541.7
Total revenues$549.1
 $498.1
 $1,574.9
 $1,489.1
 For the Three Months Ended

March 31, 2019
March 31, 2018
 Insurance
Energy and Specialized Markets
Financial Services
Total
Insurance
Energy and Specialized Markets
Financial Services
Total
Revenues$451.2

$130.8
 $43.0

$625.0

$412.6

$125.5
 $43.1

$581.2
Expenses:
                   


Cost of revenues
(exclusive of items
shown separately
below)
(150.6)

(56.5)  (24.3)

(231.4)

(138.7)

(55.7)  (26.8)

(221.2)
Selling, general and
administrative
(68.4)

(37.6)  (5.4)

(111.4)

(52.4)

(34.1)  (5.3)

(91.8)
Investment income and
others, net
0.1


(0.5)  —


(0.4)

2.5


(2.1)  0.2


0.6
EBITDA
232.3


36.2
  13.3


281.8


224.0


33.6
  11.2


268.8
Depreciation and
amortization of fixed
assets
(31.9)

(10.3)  (4.4)

(46.6)

(27.4)

(11.0)  (2.1)

(40.5)
Amortization of
intangible assets
(6.8)

(20.6)  (5.8)

(33.2)

(5.4)

(21.6)  (6.2)

(33.2)
Less: Investment income
and others, net
(0.1)

0.5
  —


0.4


(2.5)

2.1
  (0.2)

(0.6)
Operating income$193.5

$5.8
 $3.1


202.4

$188.7

$3.1
 $2.7


194.5
Investment income and others,
net




   

(0.4)





   

0.6
Interest expense




   

(31.9)





   

(32.8)
Income before income
taxes




   
$170.1






   
$162.3

Long-lived assets by country are provided below:

September 30, 2017 December 31, 2016March 31, 2019 December 31, 2018
Long-lived assets: 
 
    
United States of America$2,101.9
 $1,754.0
United Kingdom 2,658.7
 2,102.5
U.S$2,537.0
 $2,335.8
U.K. 2,662.3
 2,595.5
Other countries 322.9
  273.8
 406.9
  324.5
Total long-lived assets$5,083.5
 $4,130.3
$5,606.2
 $5,255.8

13.14. 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, 2017March 31, 2019 and December 31, 2016,2018, the Company had no material 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 2016 Form 10-K filing.parties.
14.15. 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. ThisIn the case of the 360Value Litigation, this is primarily because the matters arematter is generally in early stages and discovery has either not commenced or been completed.yet commenced. 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”) 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 ("FCRA") 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 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 on or after September 4, 2013 and continuing through the date the class list is prepared. Count I of the 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 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. 
On April 24, 2017, the parties agreed to resolve the litigation in a Settlement Agreement and Release and plaintiffs filed their Motion for Preliminary Approval of the settlement on the same day. The settlement provides for a non-material cash payment by the Company, as well as certain non-monetary relief. The District Court granted the Motion for Preliminary Approval on April 25, 2017 and the final approval hearing has been re-scheduled for October 31, 2017.
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 (now known as Geomni Roof), Property InSight product (now known as Geomni Property) and Aerial Sketch productsproduct in combination with the Company's Xactimate product infringe seven patents owned by Eagle View and Pictometry namely, Patent Nos. 436, 840, 152, 880, 770, 7328,078,436 (the "436 patent"), 8,170,840 (the "840 patent"), 8,209,152 (the "152 patent"), 8,542,880 (the "880 patent"), 8,818,770 (the "770 patent"), 8,823,732 (the "732 patent"), and 454.8,825,454 (the "454 patent"). On November 30, 2015, plaintiffs filed a First Amended Complaint adding Patent Nos. 3769,129,376 (the "376 patent") and 7379,135,737 (the "737 patent") to the Patents in Suit.lawsuit. The First Amended Complaint seeks an entry of judgment by the Court that defendants have and continue to directly infringe and/or indirectly infringe, including by way of inducement the Patents-in-Suit, permanent injunctive relief, damages, costs and attorney’s fees. On May 17,19, 2017, the District Court so orderedentered a Joint Stipulated Order of Partial Dismissal with Prejudice dismissing all claims or assertions pertaining to Pictometry Patents Nos.the 880 and 732 patents, and certain enumeratedasserted claims or assertions pertaining to Eagle View Patents Nos.of the 436, 840, 152, 770, 454, 376 and 737 patents (collectively the “Patents in Suit”).

Eagle View further reduced the number of asserted claims pertaining to the Patents in Suit to 18 asserted claims. Thereafter, Eagle View dropped the 152 patent and further reduced the number of asserted claims from the six remaining Patents in Suit to 11 asserted claims. Fact discovery and expert discovery are now closed and defendants' summary judgment motions were fully submitted on October 26, 2018. On December 6, 2018, the Court denied Eagle View’s motion for summary judgment that a key prior art reference be excluded. On December 20, 2018, the Court denied the Company’s motion for summary judgment of equitable estoppel. On January 29, 2019, the Court denied the Company’s motion for summary judgment of unpatentability pursuant to Section 101 of the Patent Statute. The Court has ordered the commencement of trial on June 10, 2019. At this time, it is not reasonably possible to determine the ultimate resolution of, or estimate the liability related to, this matter.
Interthinx, Inc.
360Value Litigation
On April 20, 2015,December 10, 2018, 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. The parties agreed to resolve this matter with the Company’s contribution of a non-material amount in the Class Action Settlement Agreement executed on November 8, 2016. For settlement purposes only, this matter was consolidated with a related action pending in the Los Angeles Superior Court in which the Company is not a party, titled Sager v. Interthinx. On February 21, 2017, the Los Angeles Superior Court approved the settlement at the preliminary approval hearing. The Court held a final approval hearing on August 22, 2017 and issued its Final Order and Judgment Approving the Class Settlement on September 25, 2017.
Insurance Services Office, Inc. Litigation
On August 1, 2014 the Company was served with anFirst Amended Complaint filed in the United States District Court for the Northern District of ColoradoCalifornia titled Snyder, et.Sheahan, et al. v. ACORD Corp.State Farm General Insurance Co., Inc., et al.  The action is brought by nineteen individual plaintiffs,California homeowners, on their own behalf and on behalf of aan unspecified putative class of State Farm policyholders whose homes were damaged or lost during the Northern California wildfires of 2017, against more than 120 defendants, including the Company and ISO. Except forState Farm as well as the Company, ISO, and Xactware Solutions, Inc.  Plaintiffs served a Second Amended Complaint on January 6, 2019.  Like the defendant Acord Corporation, which provides standard forms to assist in insurance transactions, mostFirst Amended Complaint, it alleges that defendants through the use of the other defendants are property and casualty insurance companies that plaintiffs claimCompany’s 360Value product conspired to underpay property damage claims.under-insure plaintiffs’ homes by issuing undervalued policies and underestimating the costs of rebuilding those homes. Plaintiffs claim that the Company and ISO, along with all of the other defendants violated state and federal antitrust and racketeering lawslaw as well as stateCalifornia consumer protection law and 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, plaintiffsDefendants filed their motions to dismiss the 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 leave8, 2019. At this time, it is not reasonably possible to file another motion for reconsideration in accordance withdetermine the rules which plaintiffs filed on March 11, 2016 and, which was denied byultimate resolution of, or estimate 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. Plaintiffs also filed an appeal of the Court’s denial of the motion for reconsideration, which the Court of Appeals for the 10th Circuit consolidated with the appeal of the Court’s January 15, 2016 dismissal. Appellants filed their brief in support of the consolidated appeal on July 21, 2016 and Appellees filed their brief in response on September 21, 2016. On April 6, 2017, the Court of Appeals for the 10th Circuit affirmed the Court’s dismissal of the Third Amended Complaint. Appellants filed a motion for en banc reconsideration of the 10th Circuit’s affirmance of the dismissal of the Third Amended Complaint which was denied on May 26, 2017.  Appellants filed their petition for a writ of certiorari in the Supreme Court on August 24, 2017 which was denied on October 30, 2017.  liability related to, this matter.



**************


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 20162018 10-K, dated and filed with the Securities and Exchange Commission on February 21, 2017.19, 2019. 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 20162018 10-K.

Verisk Analytics is a leading data analytics provider serving customers in insurance, natural resourcesenergy and specialized markets, and financial services. Using advanced technologies to collect and analyze billions of records, we draw on unique data assets and deep domain expertise to provide innovations that may be integrated into customer workflows. We offer predictive analytics and decision support solutions to customers in rating, underwriting, claims, catastrophe and weather risk, natural resources intelligence, economic forecasting, and many other fields. In the United States, or U.S., and around the world, we help customers protect people, property, and financial assets.

Our customers use our solutions to make better decisions about risk and opportunities with greater efficiency and discipline. We refer to these products and services as solutions due to the integration among our services and the flexibility that enables our customers to purchase components or a comprehensive package. These solutions take various forms, including data, expert insight, statistical models and tailored analytics all designed to allow our customers to make more logical decisions. We believe our solutions for analyzing risk positively impact our customers’ revenues and help them better manage their costs.
We organize our business in twothree segments: Risk AssessmentInsurance, Energy and Decision Analytics.Specialized Markets, and Financial Services. Our Risk AssessmentInsurance segment provides statistical, actuarialunderwriting and underwritingratings, and claims insurance data for the U.S. P&C insurance industry. Our Risk Assessment segmentThis segment's revenues represented approximately 36.5%72% and 36.4%71% of our revenues for the ninethree months ended September 30, 2017March 31, 2019 and 2016,2018, respectively. Our Decision AnalyticsEnergy and Specialized Markets segment provides solutions to our customers within three vertical market-related groupings of insurance,research and consulting data analytics for the global energy, chemicals, and specialized markets,metals and financial services.mining industries. Our Decision Analytics segmentEnergy and Specialized Markets segment's revenues represented approximately 63.5%21% and 63.6%22% of our revenues for the ninethree months ended September 30, 2017March 31, 2019 and 2016,2018, respectively.

Discontinued Operations

On June 1, 2016, we sold 100 percent Our Financial Services segment provides competitive benchmarking, decisioning algorithms, business intelligence, and customized analytic services to financial institutions, payment networks and processors, alternative lenders, regulators and merchants. Our Financial Services segment's revenues represented approximately 7% of the stock of the healthcare business, or Verisk Health, in exchange for a purchase price that consisted of $714.6 million of cash consideration after a working capital adjustment of $5.4 million, a subordinated promissory note with a face value of $100.0 million and an eight year maturity, or the Note, and other contingent consideration. Results of operations for the healthcare business are reported as a discontinued operationour revenues for the three and nine months ended September 30, 2016. See Note 5 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.    March 31, 2019 and 2018.
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). The nearest equivalent respective GAAP financial measures are net income and net income margin.
Revenue growth. We use year-over-year revenue growth as a key performance metric. We assess revenue growth based on our ability to generate increased revenue through increased sales to existing customers, sales to new customers, sales of new or expanded solutions to existing and new customers, and strategic acquisitions of new businesses.
EBITDA growth. We use EBITDA growth as a proxy for the cash generated by the business and as an indicator of segment performance. EBITDA growth serves as a measure of our ability to balance the size of revenue growth with cost management and investing for future growth.

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 earnrecognize revenues through subscriptions, long-term agreements for hosted subscriptions, advisory/consulting services and on a transactional basis. Subscriptionsbasis, recurring and non-recurring. Hosted 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 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.agreements.
Approximately 90.9%83% and 90.8%82% of the revenues in our Risk AssessmentInsurance segment for the ninethree months ended September 30, 2017March 31, 2019 and 2016,2018, respectively, were derived from hosted subscriptions andwith long-term agreements for our solutions. Our customers in this segment include most of the P&C insurance providers in the U.S. Approximately 75.0%78% and 77.6%80% of the revenues in our Decision AnalyticsEnergy and Specialized Markets segment for the ninethree months ended September 30, 2017March 31, 2019 and 2016,2018, respectively, were derived from hosted subscriptions with long-term agreements for our solutions. Our customers in this segment include most of the top 10 global energy providers around the world. Approximately 75% of the revenues in our Financial Services segment for the three months ended March 31, 2019 and 2018, respectively, were derived from subscriptions andwith long-term agreements for our solutions. InOur customers in this segment include all of the top 30 credit card issuers in North America, the United Kingdom, and Australia.
We also provide advisory/consulting services, which help our customer bases are within the insurance, energycustomers get more value out of our analytics and specialized markets, and financial services verticals.
Certaintheir subscriptions. In addition, certain of our solutions are also paid for by our customers on a transactional basis, recurring and non-recurring. For example, we have solutions that allow our customers to access property-specific rating and underwriting information to price a policy on a commercial building, or compare a P&C insurance or workers' compensation claim with information in our databases. We also provide advisory services, which helpdatabases, or use our customers get more value outrepair cost estimation solutions on a case-by-case basis. For each of our analytics and their subscriptions. For the ninethree months ended September 30, 2017,March 31, 2019 and 2016,2018, approximately 19.2% and 17.6%, respectively,19% of our revenues were derived from providing transactional recurring and non-recurring solutions. We earn these 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 47.8%approximately 58% and 47.1%59% of our total operating expenses for the ninethree months ended September 30, 2017March 31, 2019 and 2016,2018, respectively, include salaries, benefits, incentive compensation, equity compensation costs, sales commissions, employment taxes, recruiting costs, and outsourced temporary agency costs.
We allocateassign 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 and new businesses which may offset margin expansion.
Cost of Revenues. Our cost of revenues consists primarily of personnel expenses. Cost of revenues also includes the expenses associated with the acquisition 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.    

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
2017 2016 2017 2016 2019 2018 
                  
(In millions, except for share and per share data)(in millions, except for share and per share data)
Statement of income data:                  
Revenues:                  
Decision Analytics revenues$355.9
 $317.3
 12.2 % $999.7
 $947.4
 5.5 %
Risk Assessment revenues 193.2
 180.8
 6.9 % 575.2
 541.7
 6.2 %
Insurance$451.2
 $412.6
 9.3 %
Energy and Specialized Markets 130.8
 125.5
 4.2 %
Financial Services 43.0
 43.1
 (0.1)%
Revenues 549.1
  498.1
 10.2 %  1,574.9
  1,489.1
 5.8 % 625.0
  581.2
 7.5 %
Expenses:            
Operating expenses:      
Cost of revenues (exclusive of items shown
separately below)
 198.5
 169.7
 17.0 % 575.1
 521.4
 10.3 % 231.4
 221.2
 4.6 %
Selling, general and administrative 80.9
 77.8
 4.0 % 235.6
 224.4
 5.0 % 111.4
 91.8
 21.3 %
Depreciation and amortization of fixed assets 33.8
 29.5
 14.5 % 99.4
 90.7
 9.5 % 46.6
 40.5
 15.0 %
Amortization of intangible assets 27.5
 22.7
 21.2 % 73.6
 70.4
 4.7 % 33.2
 33.2
 (0.1)%
Total expenses 340.7
  299.7
 13.7 %  983.7
  906.9
 8.5 %
Total operating expenses 422.6
  386.7
 9.3 %
Operating income 208.4
  198.4
 5.0 %  591.2
  582.2
 1.5 % 202.4
  194.5
 4.1 %
Other income (expense):                  
Investment income and others, net 2.6
 2.1
 23.2 % 7.9
 3.0
 163.2 % (0.4) 0.6
 (164.4)%
Interest expense (30.3)  (28.1) 7.8 %  (87.3)  (91.7) (4.7)% (31.9)  (32.8) (2.7)%
Total other expense, net (27.7)  (26.0) 6.5 %  (79.4)  (88.7) (10.4)% (32.3)  (32.2) 0.4 %
Income before income taxes 180.7
 172.4
 4.8 % 511.8
 493.5
 3.7 % 170.1
 162.3
 4.8 %
Provision for income taxes (60.0)  (44.8) 33.8 %  (161.3)  (149.5) 7.9 % (35.7)  (29.3) 22.0 %
Income from continuing operations 120.7
  127.6
 (5.4)%  350.5
  344.0

1.9 %
Discontinued operations     

      
Income from discontinued operations —
 —
 — % —
 256.5
 (100.0)%
Provision for income taxes —
  —
 — %  —
  (118.6) (100.0)%
Income from discontinued operations (2) —
  —
 — %  —
  137.9
 (100.0)%
Net Income$120.7
 $127.6
 (5.4)% $350.5
 $481.9
 (27.3)%$134.4
 $133.0
 1.0 %
Basic net income per share:     

      $0.82
 $0.81
 1.2 %
Income from continuing operations$0.73
 $0.76
 (3.9)% $2.12
 $2.04
 3.9 %
Income from discontinued operations —
 —
 — % —
 0.82
 (100.0)%
Basic net income per share$0.73
 $0.76
 (3.9)% $2.12
 $2.86
 (25.9)%
Diluted net income per share:     

      $0.81
 $0.79
 2.5 %
Income from continuing operations$0.72
 $0.74
 (2.7)% $2.08
 $2.01
 3.5 %
Income from discontinued operations —
 —
 — % —
 0.80
 (100.0)%
Diluted net income per share$0.72
 $0.74
 (2.7)% $2.08
 $2.81
 (26.0)%
Weighted average shares outstanding:                  
Basic 164,577,575
  168,874,129
 (2.5)%  165,314,267
  168,541,399
 (1.9)% 163,528,343
  165,043,047
 (0.9)%
Diluted 167,957,058
  171,785,900
 (2.2)%  168,807,405
  171,495,189
 (1.6)% 166,544,945
  168,992,535
 (1.4)%
                  
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$156.3
 $144.9
 7.8 % $428.2
 $694.0
 (38.3)%
Risk Assessment EBITDA 116.0
  107.8
 7.6 %  343.9
  321.7
 6.9 %
EBITDA (1):
      
Insurance EBITDA$232.3
 $224.0
 3.7 %
Energy and Specialized Markets EBITDA 36.2
 33.6
 7.9 %
Financial Services EBITDA 13.3
  11.2
 18.4 %
EBITDA$272.3
 $252.7
 7.7 % $772.1
 $1,015.7
 (24.0)%$281.8
 $268.8
 4.8 %
The following is a reconciliation of net income to EBITDA:
Net income$120.7
 $127.6
 (5.4)% $350.5
 $481.9
 (27.3)%$134.4
 $133.0
 1.0 %
Depreciation and amortization of fixed assets and
intangible assets from continuing operations		 61.3
 52.2
 17.4 % 173.0
 161.1
 7.4 %
Interest expense from continuing operations 30.3
 28.1
 7.8 % 87.3
 91.7
 (4.7)%
Provision for income taxes from continuing operations 60.0
 44.8
 33.8 % 161.3
 149.5
 7.9 %
Depreciation, amortization, interest and provision for
income taxes from discontinued operations		 —
  —
 — %  —
  131.6
 (100.0)%
Depreciation and amortization of fixed assets and intangible assets 79.8
 73.7
 8.2 %
Interest expense 31.9
 32.8
 (2.7)%
Provision for income taxes 35.7
  29.3
 22.0 %
EBITDA$272.3
 $252.7
 7.7 % $772.1
 $1,015.8
 (24.0)%$281.8
 $268.8
 4.8 %
(1)
EBITDA is thea financial measure whichthat management uses to evaluate the performance of our Company.segments. “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 1213 of our condensed consolidated financial statements included in this quarterly report on 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:10-Q.
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 operating income, net income 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 healthcare business.
(2)On June 1, 2016, we sold our healthcare business, Verisk Health. Results of operations for the healthcare business are reported as a discontinued operation for the three and nine months ended September 30, 2016. See Note 5 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.    
Consolidated Results of Continuing Operations
Three Months Ended September 30, 2017March 31, 2019 Compared to Three Months Ended September 30, 2016March 31, 2018
Revenues
Revenues were $549.1$625.0 million for the three months ended September 30, 2017March 31, 2019 compared to $498.1$581.2 million for the three months ended September 30, 2016,March 31, 2018, an increase of $51.0$43.8 million or 10.2%7.5%. Excluding revenues of $18.6$9.6 million from Greentech Media, Quest Offshore, Analyze Re, Arium, ENI, Fintellix, MAKE, Aerial Imagery, G2, Sequel,Business Insight, Validus, and LCI,Rulebook, our recent acquisitions within the Decision AnalyticsInsurance segment, and GeoInformation, MarketStance and Healix,the CAAS business, our recent acquisitionsacquisition within the Risk AssessmentEnergy and Specialized Markets segment, all collectively referred to as our recent acquisitions, our consolidated revenue increased $32.4$34.2 million or 6.5%5.9%. Revenues within our Decision AnalyticsInsurance segment, excluding our recent acquisitions named above, increased $23.5$29.0 million or 7.5%7.0%. Revenues within our Energy and revenues in our Risk AssessmentSpecialized Markets segment excluding our recent acquisitions named above, increased $8.9$5.3 million or 4.9%4.2%. The increase in Decision Analytics' revenues, excluding recent acquisitions, was driven by an increase inRevenues within our insurance category. Within Risk Assessment, excluding recent acquisitions, both industry-standard insurance programs and property-specific rating and underwriting information contributed to its revenue growth.Financial Services segment decreased $0.1 million or 0.1%. Refer to the Results of Continuing Operations by Segment within this section for furthermore information regarding our revenues.

Three Months Ended March 31,
Percentage change Percentage change excluding recent acquisitions

2019 2018

          

(in millions)



Insurance$451.2

$412.6

9.3 %
7.0 %
Energy and Specialized Markets 130.8

 125.5

4.2 %
4.2 %
Financial Services 43.0

 43.1

(0.1)%
(0.1)%
Total Revenues$625.0

$581.2

7.5 %
5.9 %
Cost of Revenues
Cost of revenues was $198.5$231.4 million for the three months ended September 30, 2017March 31, 2019 compared to $169.7$221.2 million for the three months ended September 30, 2016,March 31, 2018, an increase of $28.8$10.2 million or 17.0%4.6%. Our recent acquisitions and acquisition-related costs (earn-out) accounted for an increase of $15.1$0.1 million in cost of revenues, which was primarily related to salaries and employee benefits.benefits of $3.4 million, offset by a reduction of $3.3 million in acquisition-related costs (earn-out). Excluding the impactimpacts of our recent acquisitions and acquisition-related costs (earn-out), our cost of revenues increased $13.7$10.1 million or 8.1%4.6%. The increase was primarily due to increases in salaries and employee benefits of $8.9$8.8 million, information technology expenses of $1.7$2.3 million, and data costs of $1.0 million, and other operating costs of $2.1$0.1 million.

Selling, General and Administrative Expenses
Selling, general and administrative expenses, or SGA, were $80.9 million for the three months ended September 30, 2017 compared to $77.8 million for the three months ended September 30, 2016, an increase of $3.1 million or 4.0%. Our recent acquisitions accounted for an increase of $4.7 million in SGA. Excluding costs associated with our recent acquisitions, our SGA decreased $1.6 million or 2.1%. The decrease was primarily due to decreases in information technology expenses of $1.1 million, professional consulting costs of $1.0 million, and other general expenses of $0.3 million. These decreases were partially offset by an increase in salaries and employee benefits of $0.8 million.
Depreciation and Amortization of Fixed Assets
Depreciation and amortization of fixed assets was $33.8$8.8 million for the three months ended September 30, 2017 compared to $29.5 million for the three months ended September 30, 2016, an increase of $4.3 million or 14.5%. The increaseincluded a reduction in depreciation and amortization of fixed assets includes depreciation and amortization related to our capital expenditures of $2.9 million and recent acquisitionspension benefit of $1.4 million.
Amortization of Intangible Assets
Amortization of intangible assets was $27.5 million, for the three months ended September 30, 2017 compared to $22.7 million for the three months ended September 30, 2016, an increase of $4.8 million or 21.2%. The increase was primarily due to amortization related to our recent acquisitions of $5.1 million offset by currency fluctuations impacting amortization denominated in currencies other than U.S. dollars.
Investment Income and Others, net
Investment income and others, net was a gain of $2.6 million for the three months ended September 30, 2017, compared to a gain of $2.1 million for the three months ended September 30, 2016. The increase was primarily due to an increase in net gain on foreign currencies of $0.5 million.
Interest Expense
Interest expense was $30.3 million for the three months ended September 30, 2017, compared to $28.1 million for the three months ended September 30, 2016, an increase of $2.2 million or 7.8%. The increase is due to weighted average debt outstanding of approximately $300 million during the three months ended September 30, 2017 related to our Credit Facility associated with borrowings primarily for the funding of the acquisitions of LCI, G2 and Sequel.  We did not have any debt outstanding during the three months ended September 30, 2016 related to our Credit Facility.
Provision for Income Taxes
The provision for income taxes was $60.0 million for the three months ended September 30, 2017 compared to $44.8 million for the three months ended September 30, 2016, an increase of $15.2 million or 33.8%. The effective tax rate was 33.2% for the three months ended September 30, 2017 compared to 26.0% for the three months ended September 30, 2016. The effective rate for the three months ended September 30, 2017 was higher than the September 30, 2016 effective tax rate primarily due to the reduced tax benefitsdecline in the current period resulting from legislation enactedmarket value of our pension investments in the U.K., and mix of foreign income,late 2018. These increases were partially offset by the tax rate benefit of adopting ASU No. 2016-09.
Net Income Margin
The net income margin for our consolidated results was 22.0% for the three months ended September 30, 2017 compared to 25.6% for the three months ended September 30, 2016. The legislation enacteddecreases in the U.K.,rent and mix of foreign income, partially offset by the tax rate benefit of adoption ASU No. 2016-09 lowered our net income margin by 1.9% for the three months ended September 30, 2017.
EBITDA Margin
The EBITDA margin for our consolidated results was 49.6% for the three months ended September 30, 2017 as compared to 50.7% for the three months ended September 30, 2016.

Nine Months Ended September 30, 2017 Compared to Nine Months Ended September 30, 2016
Revenues
Revenues were $1,574.9 million for the nine months ended September 30, 2017 compared to $1,489.1 million for the nine months ended September 30, 2016, an increase of $85.8 million or 5.8%. Excluding revenues of $35.6 million from Greentech Media, Quest Offshore, Analyze Re, Arium, ENI, Fintellix, MAKE, and Aerial Imagery, our recent acquisitions within the Decision Analytics segment, and RII, GeoInformation, MarketStance and Healix, our recent acquisitions within the Risk Assessment segment, all collectively referred to as our recent acquisitions, our consolidated revenue growth increased $50.2 million or 3.4%. Revenues within our Decision Analytics segment, excluding our recent acquisitions named above, increased $25.9 million or 2.7% and revenues in our Risk Assessment segment, excluding our recent acquisitions named above, increased $24.3 million or 4.5%. The increase in Decision Analytics' revenues, excluding recent acquisitions, was primarily driven by an increase in our insurance category, which was offset by currency headwinds in our energy and specialized market category and in our financial services category. Within Risk Assessment, excluding recent acquisitions, 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 $575.1 million for the nine months ended September 30, 2017 compared to $521.4 million for the nine months ended September 30, 2016, an increase of $53.7 million or 10.3%. Our recent acquisitions accounted for an increase of $28.3 million in cost of revenues, primarily related to salaries and employee benefits. Excluding the impact of our recent acquisitions, our cost of revenues increased $25.4 million or 4.9%. The increase was primarily due to increases in salaries and employee benefits of $19.8 million, data costs of $3.6 million, information technologyfacilities expenses of $1.2$0.3 million, and other operating costsexpenses of $0.8 million.
Selling, General and Administrative Expenses
Selling, general and administrative expenses, or SGA, were $235.6$111.4 million for the ninethree months ended September 30, 2017March 31, 2019 compared to $224.4$91.8 million for the ninethree months ended September 30, 2016,March 31, 2018, an increase of $11.2$19.6 million or 5.0%21.3%. Our recent acquisitions, and acquisition-related costs (earn-out) accounted for an increase of $10.5$12.7 million in SGA.SGA, which was primarily related to salaries and employee benefits of $3.2 million and acquisition-related costs (earn-out) of $9.5 million. Excluding costs associated with our recent acquisitions and acquisition-related costs (earn-out), our SGA increased $0.7$6.9 million or 0.3%7.5%. The increase was primarily due to increases in salaries and employee benefits of $1.8$4.8 million, information technology expenses of $1.2 million, and professional consulting costs of $1.0 million. The increase in salaries and employee benefits of $4.8 million included a reduction in our pension benefit of $0.3 million, primarily due to the decline in market value of our pension investments in late 2018. These increases were partially offset by decreasesa decrease in information technology expenses of $1.6 million and other general expenses of $0.5$0.1 million.

Depreciation and Amortization of Fixed Assets
Depreciation and amortization of fixed assets was $99.4$46.6 million for the ninethree months ended September 30, 2017March 31, 2019 compared to $90.7$40.5 million for the ninethree months ended September 30, 2016,March 31, 2018, an increase of $8.7$6.1 million or 9.5%15.0%. The increase in depreciation and amortization of fixed assets includes depreciation and amortization primarily related to ourthe increased capital expenditures.
Amortization of Intangible Assets
Amortization of intangible assets was $73.6$33.2 million for the ninethree months ended September 30, 2017 compared to $70.4 millionMarch 31, 2019 and for the ninethree months ended September 30, 2016, an increaseMarch 31, 2018. The amortization of $3.2 million or 4.7%. The increase was primarily due to amortization relatedintangible assets incurred in connection to our recent acquisitions of $8.3 millionwas offset by currency fluctuations impacting amortization denominated in currencies other than U.S. dollars.with the intangible assets that were fully amortized for the three months ended March 31, 2019.
Investment Income and Others, net
Investment income and others, net was a gainloss of $7.9$0.4 million for the ninethree months ended September 30, 2017 asMarch 31, 2019, compared to a gain of $3.0$0.6 million for the ninethree months ended September 30, 2016.March 31, 2018. The increasedecrease of $1.0 million was primarily due to an increase in interest income of $4.9$3.0 million generated from the subordinated promissory note related toreceivable for the divestiturethree months ended March 31, 2018, partially offset by a period over period decrease in our net loss on foreign currencies of our healthcare business in 2016.$2.0 million.
Interest Expense
Interest expense was $87.3$31.9 million for the ninethree months ended September 30, 2017,March 31, 2019, compared to $91.7$32.8 million for the ninethree months ended September 30, 2016,March 31, 2018, a decrease of $4.4$0.9 million or 4.7%2.7%. The decrease is primarilywas due to repayments in 2016 of $910.0 million onour higher average outstanding borrowings for the three months ended March 31, 2018 related to the Credit Facility funded byFacility. These higher average outstanding borrowings in 2018 were primarily associated with the net proceeds fromfunding of the divestitureacquisitions of G2, LCI and Sequel, which occurred in August of 2017, and PowerAdvocate, which occurred in December of 2017, as well as borrowings used to fund our healthcare business and cash from operations.

share repurchase program. We further repaid our 4.875% senior notes in January 2019, which also contributed to a lower interest expense.  
Provision for Income Taxes
The provision for income taxes was $161.3$35.7 million for the ninethree months ended September 30, 2017March 31, 2019 compared to $149.5$29.3 million for the ninethree months ended September 30, 2016,March 31, 2018, an increase of $11.8$6.4 million or 7.9%22.0%. The effective tax rate was 31.5%21.0% for the ninethree months ended September 30, 2017March 31, 2019 compared to 30.3%18.0% for the ninethree months ended September 30, 2016.March 31, 2018. The effective rate for the ninethree months ended September 30, 2017March 31, 2019 was higher than the September 30, 2016March 31, 2018 effective tax rate primarily due to reducedthe impact of lower tax benefits from equity compensation in the current period resulting from legislation enacted inversus the U.K., and mix of foreign income, partially offset by the tax rate benefit of adopting ASU No. 2016-09.prior period.
Net Income Margin
The net income margin for our consolidated results including discontinued operations, was 22.3%21.5% for the ninethree months ended September 30, 2017March 31, 2019 compared to 30.1%22.9% for the ninethree months ended September 30, 2016. Our net income margin for the nine months ended September 30, 2016 was positively impacted by the discontinued operations, including the gain on sale of our healthcare business of 7.0%.March 31, 2018.
EBITDA Margin
The EBITDA margin for our consolidated results including discontinued operations, was 49.0%45.1% for the ninethree months ended September 30, 2017March 31, 2019 as compared to 63.4%46.3% for the ninethree months ended September 30, 2016. OurMarch 31, 2018. The decrease in EBITDA margin for the nine months ended September 30, 2016 was positively impacted by the discontinued operations, including the gain on sale ofprimarily related to our healthcare business, of 13.3%recent acquisitions and acquisition-related costs (earn-out).

Results of Continuing Operations by Segment
Decision AnalyticsInsurance
Revenues
Revenues for our Decision AnalyticsInsurance segment were $355.9$451.2 million for the three months ended September 30, 2017March 31, 2019 compared to $317.3$412.6 million for the three months ended September 30, 2016,March 31, 2018, an increase of $38.6 million or 12.2%9.3%. Excluding revenue of $15.1$9.6 million from our recent acquisitions, Decision AnalyticsInsurance revenue increased $23.5$29.0 million or 7.5%7.0%.
Our revenue by category for the periods presented is set forth below:

For the Three Months Ended September 30,
Percentage

2017 2016
Change
        

(In millions)

Insurance$203.9

$174.4

16.9%
Energy and specialized markets 111.4

 109.1

2.1%
Financial services 40.6

 33.8

20.2%
Total Decision Analytics$355.9

$317.3

12.2%

For the Three Months Ended March 31,
Percentage Percentage change excluding recent acquisitions

2019
2018
Change 








  

(in millions)

  
Underwriting & Rating$303.5

$280.6

8.2% 6.5%
Claims
147.7


132.0

11.8% 8.0%
Total Insurance$451.2

$412.6

9.3% 7.0%
Our insuranceunderwriting & rating revenue increased $29.5$22.9 million or 16.9%8.2%. Excluding revenues from recent acquisitions of $4.6 million, our underwriting & rating revenue increased $18.3 million or 6.5%, primarily due to an annual increase in prices derived from continued enhancements to the content of the solutions within our industry-standard insurance programs as well as selling expanded solutions to existing customers. In addition, property-specific underwriting solutions and catastrophe modeling services contributed to the growth.
Our claims revenue increased $15.7 million or 11.8%; excluding revenues from recent acquisitions of $5.5$5.0 million, our insuranceclaims revenue increased $24.0$10.7 million or 13.7%, primarily due to increases within our loss quantification, underwriting, catastrophe modeling, and claims analytics solutions.
Our energy and specialized markets revenue increased $2.3 million or 2.1%; excluding revenues from recent acquisitions of $2.1 million, our energy and specialized markets revenue increased $0.2 million or 0.2%8.0%, primarily due to growth in our energy business and in our environmental health and safety solutions.
Our financial servicesrepair cost estimating solutions revenue, increased $6.8 million or 20.2%; excluding revenues from the recent acquisition of $7.5 million, our financial services revenue decreased $0.7 million or 2.0%, due to several contract completions in 2016 partially offset by growth in media effectiveness solutions.

Revenues for our Decision Analytics segment were $999.7 million for the nine months ended September 30, 2017 compared to $947.4 million for the nine months ended September 30, 2016, an increase of $52.3 million or 5.5%. Excluding revenue of $26.4 million from our recent acquisitions, Decision Analytics revenue increased $25.9 million or 2.7%. Our revenue by category for the periods presented is set forth below:

For the Nine Months Ended September 30,
Percentage

2017 2016 Change
     

 (In millions)

Insurance$573.5

$521.4

10.0 %
Energy and specialized markets 328.0

 333.2

(1.5)%
Financial services 98.2

 92.8

5.8 %
Total Decision Analytics$999.7

$947.4

5.5 %
Our insurance revenue increased $52.1 million or 10.0%; excluding revenues from recent acquisitions of $7.2 million, our insurance revenue increased $44.9 million or 8.6%, primarily due to increases within our underwriting, catastrophe modeling, loss quantification, and claims analytics solutions.
Our energyrevenue, and specialized markets revenue decreased $5.2 million or 1.5%; excluding revenues from recent acquisitions of $10.0 million, our energy and specialized markets revenue decreased $15.2 million or 4.6%, primarily as a result of currency headwinds affecting the energy business and lower revenue in environmental health and safety solutions.
Our financial services revenue increased $5.4 million or 5.8%; excluding revenues from the recent acquisition of $9.2 million, our financial services revenue decreased $3.8 million or 4.0%, due to several contract completions in 2016 offset by growth in media effectiveness solutions.remote imagery solutions revenue.
Cost of Revenues
Cost of revenues for our Decision AnalyticsInsurance segment was $141.7$150.6 million for the three months ended September 30, 2017March 31, 2019 compared to $117.6$138.7 million for the three months ended September 30, 2016,March 31, 2018, an increase of $24.1$11.9 million or 20.5%8.6%. Our recent acquisitions within the Decision AnalyticsInsurance segment, represented an increase of $13.3$3.4 million in cost of revenues, which was primarily related to salaries and employee benefits. Excluding the impact of our recent acquisitions, our cost of revenues increased $10.8$8.5 million or 9.3%6.2%. The increase was primarily due to increases in salaries and employee benefits of $5.3$7.0 million, information technology expenses of $1.7 million, data costs of $0.8$1.9 million, and other operating expenses of $0.2 million. The increase in salaries and employee benefits of $7.0 million included a reduction in our pension benefit of $1.4 million, primarily due to the decline in market value of our pension investments in late 2018. These increases were partially offset by decreases in rent and facilities expenses of $0.3 million and data costs of $3.0$0.3 million.
Cost of revenuesSelling, General and Administrative Expenses
Selling, general and administrative expenses for our Decision AnalyticsInsurance segment was $405.3were $68.4 million for the ninethree months ended September 30, 2017March 31, 2019 compared to $362.6$52.4 million for the ninethree months ended September 30, 2016,March 31, 2018, an increase of $42.7$16.0 million or 11.8%30.3%. Our recent acquisitions within the Decision Analytics segment, represented an increase of $23.2 million in cost of revenues, which was primarily related to salaries and employee benefits.benefits, and acquisition-related costs (earn-out) within the Insurance segment accounted for an increase of $2.2 million and $7.4 million, respectively, in SGA. Excluding the impact ofcosts associated with our recent acquisitions our cost of revenuesand acquisition-related costs (earn-out), SGA increased $19.5$6.4 million or 5.4%11.9%. The increase was primarily due to increases in salaries and employee benefits of $13.7 million, data costs of $3.2$5.1 million, information technology expenses of $1.7$1.0 million, professional consulting costs of $0.1 million, and other operating costsgeneral expenses of $0.9$0.2 million. The increase in salaries and employee benefits of $5.1 million included a reduction in our pension benefit of $0.3 million, primarily due to the decline in market value of our pension investments in late 2018.
Selling, General and Administrative ExpensesEBITDA Margin
Selling, general and administrative expensesEBITDA for our Decision AnalyticsInsurance segment were $60.4was $232.3 million for the three months ended September 30, 2017March 31, 2019 compared to $55.4$224.0 million for the three months ended September 30, 2016, an increase of $5.0 million or 9.0%. Our recent acquisitions within the Decision Analytics segment accounted for an increase of $4.2 million in SGA. Excluding costs associated with our recent acquisitions, SGA increased $0.8 million or 1.5%. The increase was primarily due to increases in salaries and employee benefits of $1.0 million and other general expenses of $0.6 million. These increases were offset by decreases in information technology expenses of $0.7 million and professional consulting costs of $0.1 million.

Selling, general and administrative expenses for our Decision Analytics segment were $174.2 million for the nine months ended September 30, 2017 compared to $161.8 million for the nine months ended September 30, 2016, an increase of $12.4 million or 7.7%. Our recent acquisitions within the Decision Analytics segment accounted for an increase of $8.7 million in SGA. Excluding costs associated with our recent acquisitions, SGA increased $3.7 million or 2.3%. The increase was primarily due to increases in salaries and employee benefits of $2.5 million, professional consulting costs of $1.4 million, and other general expenses of $0.7 million. These increases were offset by a decrease in information technology expenses of $0.9 million.
EBITDA Margin
March 31, 2018. The EBITDA margin for our Decision AnalyticsInsurance segment including discontinued operations, was 42.8%51.5% for the ninethree months ended September 30, 2017March 31, 2019 compared to 65.5%54.3% for the ninethree months ended September 30, 2016.March 31, 2018. The decrease in our EBITDA margin was primarily attributed to the gain on sale from the divestiture of our healthcare business for the ninethree months ended September 30, 2016.March 31, 2019 was negatively impacted by the recent acquisitions and acquisition-related costs (earn-out).

Risk AssessmentEnergy and Specialized Markets
Revenues
Revenues for our Risk AssessmentEnergy and Specialized Markets segment were $193.2$130.8 million for the three months ended September 30, 2017March 31, 2019 compared to $180.8$125.5 million for the three months ended September 30, 2016,March 31, 2018, an increase of $12.4$5.3 million or 6.9%4.2%. Excluding revenue of $3.5 million from our recent acquisitions, Risk Assessment revenue increased $8.9 million or 4.9% for the three months ended September 30, 2017. Revenues for our Risk Assessment segment were $575.2 million for the nine months ended September 30, 2017 compared to $541.7 million for the nine months ended September 30, 2016, an increase of $33.5 million or 6.2%. Excluding revenue of $9.2 million from our recent acquisitions, Risk Assessment revenue increased $24.3 million or 4.5% for the nine months ended September 30, 2017. The overall increase within this segment primarily resulted from an increase in prices derived from continued enhancements toour market and cost intelligence solutions, the content ofcontinuing end-market improvements in the energy sector, and growth in our industry-standard insurance programs' solutions as well as selling expanded solutions to existing customers.
Our revenue by category for the periods presented is set forth below:
 Three Months Ended 
 September 30,		 Percentage Nine Months Ended 
 September 30,		 Percentage
 2017
2016 Change 2017
2016 Change
            
 (In millions)
Industry-standard insurance
programs		$149.0
 $138.2
 7.8% $442.7
 $414.2
 6.9%
Property-specific rating and
underwriting information		 44.2
  42.6
 3.7%  132.5
  127.5
 4.0%
Total Risk Assessment$193.2
 $180.8
 6.9% $575.2
 $541.7
 6.2%
environmental health and safety services revenue.
Cost of Revenues
Cost of revenues for our Risk AssessmentEnergy and Specialized Markets segment was $56.8$56.5 million for the three months ended September 30, 2017March 31, 2019 compared to $52.1$55.7 million for the three months ended September 30, 2016,March 31, 2018, an increase of $4.7$0.8 million or 9.2%1.4%. Our recent acquisitionsacquisition-related costs (earn-out) within the Risk AssessmentEnergy and Specialized Markets segment represented an increasea decrease of $1.8$0.2 million in cost of revenues, which was primarily related to salaries and employee benefits.revenues. Excluding the impact ofassociated with our recent acquisitions,acquisition-related costs (earn-out), our cost of revenues increased $2.9$1.0 million or 5.6%2.0%. The increase was primarily due to increases in salaries and employee benefits costs of $3.6$1.4 million, and data costs of $0.2$0.3 million. These increases were partially offset by a decreasedecreases in rent and facilities expenses of $0.2 million, and other operating costs of $0.9$0.5 million.
Selling, General and Administrative Expenses
Selling, general and administrative expenses for our Energy and Specialized Markets segment were $37.6 million for the three months ended March 31, 2019 compared to $34.1 million for the three months ended March 31, 2018, an increase of $3.5 million or 10.2%. Our recent acquisition primarily related to transaction costs, and acquisition-related costs (earn-out) within the Energy and Specialized Markets segment, represented an increase of $1.0 million and $2.5 million, respectively, in SGA. Excluding the impacts associated with our recent acquisition and acquisition-related costs (earn-out), our SGA remained unchanged.
EBITDA Margin
EBITDA for our Energy and Specialized Markets segment was $36.2 million for the three months ended March 31, 2019 compared to $33.6 million for the three months ended March 31, 2018. The EBITDA margin for our Energy and Specialized Markets segment was 27.7% for the three months ended March 31, 2019 compared to 26.8% for the three months ended March 31, 2018.
Financial Services
Revenues
Revenues for our Financial Services segment were $43.0 million for the three months ended March 31, 2019 compared to $43.1 million for the three months ended March 31, 2018, a decrease of $0.1 million or 0.1%. The slight decrease within this segment was primarily due to the completion of certain enterprise data management solutions in prior year that did not re-occur.
Cost of Revenues
Cost of revenues for our Risk AssessmentFinancial Services segment was $169.8$24.3 million for the ninethree months ended September 30, 2017March 31, 2019 compared to $158.8$26.8 million for the ninethree months ended September 30, 2016, an increaseMarch 31, 2018, a decrease of $11.0$2.5 million or 7.0%9.6%. Our recent acquisitionsacquisition-related costs (earn-out) within the Risk AssessmentFinancial Services segment represented an increasea decrease of $5.1$3.1 million in cost of revenues, which was primarily related to salaries and employee benefits.revenues. Excluding the impact ofassociated with our recent acquisitions,acquisition-related costs (earn-out), our cost of revenues increased $5.9$0.6 million or 3.7%. The1.8%.The increase was primarily due to increases in salaries and employee benefits costs of $6.1$0.4 million, information technology expenses of $0.4 million, rent and facilities expenses of $0.2 million, and data costs of $0.4$0.1 million. These increases were partially offset by decreasesa decrease in information technology expenses of $0.5 million and other operating costs of $0.1$0.5 million.

Selling, General and Administrative Expenses
Selling, general and administrative expenses for our Risk AssessmentFinancial Services segment were $20.5$5.4 million for the three months ended September 30, 2017March 31, 2019 compared to $22.4$5.3 million for the three months ended September 30, 2016,March 31, 2018, an increase of $0.1 million or 3.7%. Our acquisition-related costs (earn-out) within the Financial Services segment, represented a decrease of $1.9 million or 8.6%. Our recent acquisitions within the Risk Assessments segment accounted for an increase of $0.5$0.4 million in SGA. Excluding coststhe impact associated with our recent acquisitions,acquisition-related costs (earn-out), our SGA decreased $2.4increased $0.5 million or 10.8%13.0%. The decreaseincrease was primarily due to decreasesincreases in professional consulting costs of $0.9 million, information technology expenses of $0.4 million, salaries and employee benefits of $0.2 million and other general expenses of $0.9 million.
Selling, general and administrative expenses for our Risk Assessment segment were $61.4 million for the nine months ended September 30, 2017 compared to $62.6 million for the nine months ended September 30, 2016, a decrease of $1.2 million or 2.1%. Our recent acquisitions within the Risk Assessments segment accounted for an increase of $1.8 million in SGA. Excluding costs associated with our recent acquisitions, SGA decreased $3.0 million or 4.8%. The decrease was primarily due to decreases in salaries and employee benefits of $0.7 million, information technology expenses of $0.7 million, professional consulting costs of $0.4 million, and other generalinformation technology expenses of $1.2$0.1 million.

EBITDA Margin
EBITDA for our Financial Services segment was $13.3 million for the three months ended March 31, 2019 compared to $11.2 million for the three months ended March 31, 2018. The EBITDA margin for our Risk AssessmentFinancial Services segment was 59.8%30.8% for the ninethree months ended September 30, 2017March 31, 2019 compared to 59.4%26.0% for the ninethree months ended September 30, 2016.March 31, 2018. The EBITDA margin for the three months ended March 31, 2018 was negatively impacted by the acquisition-related costs (earn-out).
Liquidity and Capital Resources
As of September 30, 2017March 31, 2019 and December 31, 2016,2018, we had cash and cash equivalents and available-for-sale securities of $145.7$183.2 million and $138.5$142.8 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 annual or multi-year subscription period in annual amounts. Most of our 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 $1,500.0 million Syndicated Revolving Credit Facility, or 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 (deferred revenues). This current liability is deferred revenue that does not require a direct cash outflow since our customers have prepaid and are obligated to purchase the services. In most businesses, growth in revenue typically leads to an increase in the accounts receivable balance causing a use of cash as a company grows. Unlike 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 months ended September 30, 2017 and 2016, were 7.2% and 6.2%, respectively. The capital expenditures for the year ending December 31, 2017 are expected to be approximately $185.0 million, which 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 ninethree months ended September 30, 2017March 31, 2019 and 2016,2018, we repurchased $276.2$75.0 million and $182.5$36.2 million of our common stock, respectively. 
Financing and Financing Capacity
We had total short-term and long-term debt, excluding capital lease obligations and the original issue discounts and debt issuance costs on our senior notes and credit facility, of $2,895.0$2,620.0 million and $2,400.0$2,715.0 million at September 30, 2017March 31, 2019 and December 31, 2016,2018, respectively. As of September 30, 2017,March 31, 2019, we were in compliance with our financial and other debt covenants.
As of September 30, 2017,March 31, 2019, we had a borrowing capacity of $1,500.0 million, of which $901.4$1,324.6 million, net of outstanding letters of credit, was available for borrowings under the Credit Facility with Bank of America N.A., JP Morgan Chase, N.A., and a syndicate of other banks. The Credit Facility may be used for general corporate purposes, including working capital needs and capital expenditures, acquisitions, and the share repurchase program.

The 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 3.5 to 1.0. WeAs of March 31, 2019, we were in compliance with all financial and other debt covenants under the Credit Facility as of September 30, 2017.Facility. Interest on borrowings under the 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 25.0 basis points based upon the consolidated funded debt leverage ratio. As of September 30, 2017March 31, 2019 and December 31, 2016,2018, we had outstanding borrowings under the Credit Facility of $595.0$170.0 million and $100.0$415.0 million, respectively. During the ninethree months ended September 30, 2017,March 31, 2019, we had borrowings of $640.0$275.0 million and repayments of $145.0$520.0 million under the Credit Facility. On May 18, 2017,In April 2019, we entered into the third amendment torepaid $70.0 million of our outstanding borrowings as of March 31, 2019, under the Credit Facility, which, among other things, extended the maturity date one year to May 15, 2022.Facility.

Cash Flow
The following table summarizes our cash flow data for the ninethree months ended September 30, 2017March 31, 2019 and 2016:
2018:
 Nine Months Ended September 30, 
Percentage
Change
 2017 2016 
        
 (In millions)  
Net cash provided by operating activities$592.1
 $484.4
 22.2 %
Net cash (used in) provided by investing activities$(823.9) $579.3
 (242.2)%
Net cash provided by (used in) financing activities$234.3
 $(1,027.9) (122.8)%
 Three Months Ended March 31, 
Percentage
Change
 2019 2018 
        
 (in millions)  
Net cash provided by operating activities$366.1
 $327.0
 12.0 %
Net cash used in investing activities$(120.3) $(68.5) 75.6 %
Net cash used in financing activities$(206.4) $(254.2) (18.8)%
Operating Activities
Net cash provided by operating activities was $592.1$366.1 million for the ninethree months ended September 30, 2017March 31, 2019 compared to $484.4$327.0 million for the ninethree months ended September 30, 2016.March 31, 2018. The increase in net cash provided by operating activities was primarily related to a decrease in income tax payments due to the tax paid on the gain on the sale of the Company's healthcare business in the second quarter of 2016 and an increase in cash receipts from customers driven by an increase in 2017,revenues and operating profit and a decrease in interest payments, partially offset by the prior year cash flow from operations for the healthcare business prior to the disposition.an increase in tax payments.
 
Investing Activities
Net cash used in investing activities of $823.9$120.3 million for the ninethree months ended September 30, 2017March 31, 2019 was primarily related to current year acquisitions including escrow payments of $705.2$69.1 million and capital expenditures of $113.8$45.2 million. Net cash provided byused in investing activities of $579.3$68.5 million for the ninethree months ended September 30, 2016March 31, 2018 was primarily driven by proceeds from the sale of our healthcare business of $719.4 million, partially offset by capital expenditures of $98.6 million andrelated to prior year acquisitions, including escrow payments, of $49.6$22.2 million and capital expenditures of $43.2 million. The $2.0 million increase in capital expenditures for the three months ended March 31, 2019 compared to the three months ended March 31, 2018 was primarily related to capitalized software development costs, partially offset by a decrease in the purchase of aircraft and sensors.
Financing Activities
Net cash provided byused in financing activities of $234.3$206.4 million for the ninethree months ended September 30, 2017March 31, 2019 was primarily related to borrowings,driven by net of payments, fromrepayments on our Credit Facility of $495.0$245.0 million and on our current portion of long-term debt of $250.0 million, repurchases of common stock of $75.0 million, and dividend payments of $40.9 million, partially offset by proceeds from issuance of long-term debt, net of original issue discount, of $397.9 million, and proceeds from stock optionsoption exercises of $26.0 million, partially offset by repurchases of common stock of $276.2$11.6 million. Net cash used in financing activities of $1,027.9$254.2 million for the ninethree months ended September 30, 2016March 31, 2018 was primarily driven byrelated to net debt repayments ofunder our Credit Facility of $870.0$235.0 million as well asand repurchases of common stock of $182.5$36.2 million, partially offset by proceeds from stock optionsoption exercises of $32.6$17.5 million.
Off-Balance Sheet Arrangements
We have no off-balance sheet arrangements.
Contractual Obligations
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 21, 2017.19, 2019 except as noted below.
On March 6, 2019, we completed an issuance of $400.0 million aggregate principal amount of 4.125% senior notes due 2029, or the 2029 notes. The 2029 notes mature on March 15, 2029 and accrue interest at a fixed rate of 4.125% per annum. Interest is payable semiannually on the 2029 notes on March 15th and September 15th of each year, beginning on September 15, 2019. We received net proceeds of $394.0 million after deducting original issue discount and debt issuance costs of $2.1 million and $3.9 million, respectively.

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 U.S. The preparation of these financial statements require management to make estimates and judgments that affect reported amounts of assets and liabilities and related disclosures of contingent assets and liabilities at the dates of the financial statements and revenue and expenses during the reporting periods. These estimates are based on historical experience and on other assumptions that are believed to be reasonable under the circumstances. On an ongoing basis, management evaluates its estimates, including those related to acquisition purchase price allocations, revenue recognition, goodwill and intangible assets, pension and other post retirement benefits, stock-based compensation, income taxes and allowance for doubtful accounts. Actual results may differ from these assumptions or conditions. Some of the judgments that management makes in applying its accounting estimates in these areas are discussed under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our annual report on Form 10-K dated and filed with the Securities and Exchange Commission on February 21, 2017.19, 2019. Since the date of our annual report on Form 10-K, there have been no material changes to our critical accounting policies and estimates other than the itemitems noted below.
AsEffective January 1, 2019, we adopted the requirements of September 30, 2017, we had goodwill of $3,188.8 million, which represents 56.7% ofASC 842 using the modified retrospective method. The related critical accounting policies and disclosures are presented in Part I Item 1. Notes 2 and 5 to our total assets. We performed an impairment test as of June 30, 2017 and confirmed that no impairment charge was necessary. As part of this process, we conductedcondensed consolidated financial statements for the annual impairment test of our energy reporting unit at June 30, 2017, at which time the fair value exceeded its carrying value by less than 10%. This outcome is consistent with our expectation due to the decline in the GBP/USD exchange rate as well as current energy market conditions. The carrying value of the goodwill associated with our energy reporting unit was $1,841.8 million as of June 30, 2017. There were no triggering events prior to the filing of this Form 10-Q that would impact the results of the impairment test performed as of June 30, 2017.three months ended March 31, 2019.
Item 3.Quantitative and Qualitative Disclosures About Market Risk
Market risks at September 30, 2017March 31, 2019 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 21, 2017.19, 2019.
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. Based upon the foregoing assessments, our Chief Executive Officer and Chief Financial Officer have concluded that, as of September 30, 2017,March 31, 2019, our disclosure controls and procedures were effective at the reasonable assurance level.
Changes in Internal Control over Financial Reporting

During the ninethree months ended September 30, 2017,March 31, 2019, 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.

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 1. Note 1415 to our condensed consolidated financial statements for the ninethree months ended September 30, 2017March 31, 2019 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 21, 2017.19, 2019.
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 share repurchase program, or Repurchase Program, since May 2010, of up to $2.8$3.3 billion. In December 2018, we entered into an Accelerated Share Repurchase, or ASR, agreement to repurchase shares of our common stock for an aggregate purchase price of $75.0 million and was settled in March 2019. Also in March 2019, we entered into an additional ASR agreement to repurchase shares of our common stock for an aggregate purchase price of $50.0 million; this ASR will be settled in June 2019. Under the Repurchase Program, we may repurchase stock in the market or as otherwise determine by us. As of September 30, 2017,March 31, 2019, we had $366.2$352.6 million available to repurchase 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 $2.4 billion.$2,947.4 million. Our share repurchases for the quarter ended September 30, 2017March 31, 2019 are set forth below:


  
  Total Number of Approximate Dollar


  
  Shares Purchased Value of Shares that

 Total Number  Average  as Part of Publicly May Yet Be

 of Shares  Price Paid  Announced Plans Purchased Under the
PeriodPurchased  per Share  or Programs Plans or Programs
         (in millions)
July 1, 2017 through July 31, 2017—
 $—
 —
 $376.4
August 1, 2017 through August 31, 2017—
 $—
 —
 $376.4
September 1, 2017 through September 30, 2017124,500
 $81.85
 124,500
 $366.2

124,500
  

 124,500
  


  
  Total Number of Approximate Dollar


  
  Shares Purchased Value of Shares that

 Total Number  Average  as Part of Publicly May Yet Be

 of Shares  Price Paid  Announced Plans Purchased Under the
PeriodPurchased  per Share  or Programs Plans or Programs
         (in millions)
January 1, 2019 through January 31, 2019550,257
 $109.04
 550,257
 $367.6
February 1, 2019 through February 28, 2019—
 $—
 —
 $367.6
March 1, 2019 through March 31, 201986,333
 $117.82
 86,333
 $352.6

636,590
  

 636,590
  
Item 3.Defaults Upon Senior Securities
None.
Item 4.Mine Safety Disclosures
None.
Item 5.Other Information
None.

Item 6.Exhibits
See Exhibit Index.

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 31, 2017April 30, 2019By:/s/ Eva F. HustonLee M. Shavel
       Eva F. HustonLee M. Shavel
       SeniorExecutive Vice President and Chief Financial Officer
       (Principal Financial Officer and Duly Authorized Officer)


EXHIBIT INDEX
 
Exhibit
Number
 Description
4.1
Senior Notes Indenture, dated March 6, 2019, among Verisk Analytics, Inc. and Wells Fargo Bank, National Association, incorporated herein by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, dated March 6, 2019.

4.2
First Supplemental Indenture, dated March 6, 2019, between Verisk Analytics, Inc. and Wells Fargo Bank, National Association, as Trustee, incorporated herein by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K, dated March 6, 2019.

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.



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