10-K: Ryan Specialty Holdings Reports Strong 2024 Results, Fueled by E&S Market Growth and Strategic Acquisitions
Annual Results
Ryan Specialty Holdings, Inc. announces a robust 2024 performance driven by expansion in the Excess and Surplus (E&S) market and successful integration of strategic acquisitions.
Summary
- Ryan Specialty Holdings, Inc. reported a 21.1% increase in revenue for the year ended December 31, 2024.
- Diluted earnings per share increased to $0.71 in 2024 from $0.52 in 2023.
- Adjusted diluted earnings per share rose to $1.79 in 2024 from $1.38 in 2023.
- The company's growth strategy includes attracting and retaining talent, leading with innovation, pursuing strategic acquisitions, and deepening relationships with retail broker trading partners.
- In 2024, retail insurance brokers completed 750 merger and acquisition (M&A) transactions.
- 78% of the total premiums placed were in the E&S market.
- The U.S. E&S market has grown at a CAGR of 10.5% between 2010 and 2023.
- The company completed seven acquisitions in 2024, enhancing its underwriting management capabilities.
- The company's Producer retention rate was 98% in 2024.
- The company has formalized its Producer sourcing and development program through the establishment of Ryan Specialty University.
Sentiment
Score: 8
Explanation: The document presents a positive outlook with strong financial results and strategic growth initiatives. While it acknowledges risks, the overall tone is optimistic and confident.
Positives
- The company has been successful in recruiting and retaining top-tier talent.
- The company is free from channel conflicts with retailer brokers.
- The company has a visionary, iconic, and aligned leadership team.
- The company has a history of successfully executing and integrating acquisitions.
- The company is able to thrive by not just providing market access, but by also constantly offering differentiated and innovative solutions.
- The company has access to over 30,000 retail insurance brokerage firms, including preferred relationships with substantially all of the top 100 retail insurance brokers.
Negatives
- The company is subject to economic and reputational harm if companies with which it does business engage in negligent, grossly negligent, misleading or fraudulent behavior.
- The company may be negatively affected by the cyclicality of and the economic conditions in the markets in which it operates.
- The company's international operations expose it to exchange rate fluctuations and various risks that could impact its business.
- The company is exposed to risk of impairment of goodwill and intangibles.
- The company may use artificial intelligence in its business, and challenges with properly adopting and managing its use could result in reputational harm, competitive harm, legal liability, and could adversely affect our results of operations.
Risks
- Failure to recruit and retain senior management, revenue producers, and other key employees.
- Potential loss of relationships with insurance carriers or clients.
- Errors in underwriting models.
- Failure to maintain a strong brand.
- Unsuccessful integration of acquired businesses.
- Inability to recover from disasters or business interruptions.
- Cyclicality of the insurance market and economic conditions.
- Reduction in insurer capacity.
- International risks, including regulatory compliance and exchange rate fluctuations.
- Cybersecurity breaches and data privacy concerns.
- Legal proceedings and regulatory inquiries.
- Risks related to indebtedness and the Tax Receivable Agreement.
Future Outlook
The company plans for continued growth by positioning itself as a pioneer in ever-changing markets, attracting and developing industry-leading talent, broadening its product offerings organically and inorganically, and further entrenching its deep industry relationships.
Management Comments
- The company's mission is to provide industry-leading innovative specialty insurance solutions for insurance brokers, agents, and carriers.
- The company believes its success has been achieved by providing best-in-class intellectual capital, leveraging its trusted and long-standing relationships, and developing differentiated solutions at a scale unmatched by many of its competitors.
Industry Context
The company operates within the broader P&C insurance distribution market, which comprises both wholesale insurance brokers and retail insurance brokers. The E&S market has been driven by the continued emergence of large, complex and high-hazard risks across many lines of insurance.
Comparison to Industry Standards
- The overall top five U.S. writers of E&S products in 2023 included: Berkshire Hathaway Inc., American International Group, Inc., Fairfax Financial Group, Markel Corporation, and W.R. Berkley Corporation, with whom we maintain meaningful relationships.
- Lloyds, which represents a market of 86 syndicates, is also a prominent player in the E&S space and approximately 17% of 2023 E&S premiums in the United States was for insurance coverage placed in the Lloyds market according to AM Best.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Executive Officer | Patrick G. Ryan | Timothy W. Turner | October 1, 2024 | Executive succession plan |
Legal Proceedings
- The company is subject to litigation, regulatory and other governmental investigations and claims arising in the ordinary course of its business operations.
Related Party Transactions
- The company has a service agreement with Geneva Re to provide both administrative services to, as well as disburse payments for costs directly incurred by, Geneva Re.
- Ryan Re, a wholly owned subsidiary of the Company, is party to a services agreement with Geneva Re to provide, among other services, certain underwriting and administrative services to Geneva Re.
- In the ordinary course of its business, the Company charters executive jets for business purposes from Executive Jet Management (EJM), a third-party service provider. Mr. Ryan indirectly owns aircraft that he leases to EJM for EJMs charter operations for which he receives remuneration from EJM.
- In April 2021, Mr. Ryan personally guaranteed up to $10.0 million of the financial obligations of the Company under an agency agreement with certain insurance companies that are affiliated with National Indemnity Company.
Stakeholder Impact
- The company's performance impacts shareholders through stock value and potential dividends.
- Employees benefit from career advancement opportunities and a purpose-driven culture.
- Retail insurance brokers gain expertise in specialty insurance lines and access to coverage options.
- Insurance carriers benefit from efficient distribution and specialty brokering expertise.
Next Steps
- The company will continue to invest in its intellectual capital to innovate and offer custom solutions and products to better address evolving market fundamentals.
- The company expects to leverage its data set to further refine its pricing models, enhance its placement advice, and increase its efficiency.
- The company expects to continue fortifying its platform to support future expansion and sustain significant organic growth.
Key Dates
| Date | Description |
|---|---|
| 2010 | Ryan Specialty was founded by Patrick G. Ryan. |
| September 1, 2020 | Credit agreement dated September 1, 2020, as amended, among Ryan Specialty, LLC and JPMorgan Chase Bank, N.A., as administrative agent and the other lenders party thereto. |
| April 20, 2021 | New Ryan Specialty, LLC was formed as a Delaware limited liability company. |
| July 21, 2021 | Effective date of Insider Trading Policy. |
| September 30, 2021 | The Company, the non-controlling interest LLC Unitholders and New LLC exchanged equity interests in Ryan Specialty, LLC for LLC Common Units in New LLC. |
| February 3, 2022 | Ryan Specialty, LLC issued $400 million of 4.375% senior secured notes due 2030. |
| March 16, 2022 | Form 10-K filed with the SEC on March 16, 2022. |
| April 7, 2022 | The Company entered into an interest rate cap agreement. |
| August 9, 2022 | Amended and Restated Tax Receivable Agreement, dated as of August 9, 2022, by and among Ryan Specialty Holdings, Inc. and the other signatories party thereto. |
| January 3, 2023 | The Company completed the acquisition of certain assets of Griffin Underwriting Services. |
| February 27, 2024 | The Board declared a one-time special cash dividend of $0.23 per share and initiated a regular quarterly dividend of $0.11 per share. |
| May 1, 2024 | The Company completed the acquisition of Castel Underwriting Agencies Limited. |
| July 30, 2024 | The Company entered into the Sixth Amendment to the Credit Agreement, which provided for an increase in borrowing capacity under the Revolving Credit Facility from $600.0 million to $1,400.0 million. |
| August 30, 2024 | The Company completed the acquisition of US Assure Insurance Services of Florida, Inc. |
| September 1, 2024 | The Company completed the acquisition of certain assets of Greenhill Underwriting Insurance Services, LLC. |
| September 13, 2024 | The Company completed the acquisition of the Property and Casualty (P&C) MGUs owned by Ethos Specialty Insurance, LLC. |
| September 13, 2024 | The Company entered into the Seventh Amendment to the Credit Agreement, which refinanced the existing Term Loan and increased the size of the Term Loan to $1,700.0 million. |
| September 19, 2024 | The LLC issued $600.0 million of its 2032 Senior Secured Notes. |
| October 1, 2024 | The Company completed the acquisition of certain assets of EverSports & Entertainment Insurance, Inc. |
| October 1, 2024 | The Company completed its most recent evaluation of impairment for goodwill. |
| October 2, 2024 | The Company completed the acquisition of certain assets of Geo Underwriting Europe BV. |
| October 1, 2024 | Mr. Ryan now serves as our Executive Chairman remaining part of our executive management team and continuing as Chairman of the Board. Timothy W. Turner succeeded Mr. Ryan as our CEO effective October 1, 2024. |
| November 4, 2024 | The Company completed the acquisition of Innovisk Capital Partners. |
| December 9, 2024 | The LLC issued an additional $600.0 million of its 2032 Senior Secured Notes. |
| February 3, 2025 | The Company completed the acquisition of Velocity Risk Underwriters, LLC. |
| February 17, 2025 | The Registrant had 261,905,901 shares of common stock outstanding. |
| February 20, 2025 | The Board declared a regular dividend of $0.12 to be paid on March 18, 2025 to shareholders of record on March 4, 2025. |
Keywords
insurance, E&S market, wholesale brokerage, underwriting management, acquisitions, financial results, risk management, commissions, premiums, regulation
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