Good morning, welcome to the Arthur J. Gallagher & Co.'s first quarter 2010 earnings conference call. Participants have been placed on a listen-only mode. Your lines will be open for questions following the presentation. If you require operator assistance, press star zero on your telephone keypad. As a reminder, today's call is being recorded. If you have any objections, you may disconnect at this time. Some of the comments made during this conference call, including answers given in response to questions, may constitute forward-looking statements within the meaning of the securities laws, such as any observations regarding future results. These forward-looking statements are subject to certain risks and uncertainties described in the company's reports filed with the Securities and Exchange Commission. Actual results may differ materially from those discussed today. It is now my pleasure to introduce J. Patrick Gallagher Jr., Chairman, President, and CEO of Arthur J.
Gallagher & Co. Mr. Gallagher, you may begin.
Thank you very much, Diego. Good morning, everyone, thank you for being with us this morning. It's an early start. This morning, I'm joined by Doug Howell, our Chief Financial Officer, as well as the heads of our operating units. I'm going to add some color to the quarter. I thought it would also be a good idea to ask Scott Hudson, our new CEO of Gallagher Bassett, to make a few remarks, then Doug will make some comments, and we'll go to questions and answers pretty quickly. Given the continuing strength of the headwinds we face, I'm pleased with our quarter. Although organic revenue was constrained in the quarter, our team's efforts to hold the line on expenses and to negotiate supplemental commissions helped us post a 17% EBITDA growth in brokerage and a 6% growth in risk management.
Our adjusted EBITDA margin in the brokerage segment improved 1.6 points. You can see the table on page three of eight that shows you where that came from. These results are in spite of a drop in the property casualty rates of approximately 4%-6% in the quarter, also the economy continues to be a drag on us. We're a lagging indicator of the economic growth, we saw no exposure growth in the quarter. Our mantra for 2010 is simply new business. Of course, keeping every single client that we've got. As you recall, we had a better-than-average new business quarter in the fourth quarter of 2009. Our first quarter is always our smallest quarter, I'm happy with our new business. I'm also very happy that in the quarter, we retained over 92% of our renewals. Really good effort by our folks.
In this competitive market, I'm really pleased with that retention. We're going to keep the focus on this new business, and when the economy finally begins to expand, if we could get a little bit of rate stabilization, we'll be back to growing organically. Arthur J. Gallagher & Co. has a very strong sales culture. We have a robust and growing new business pipeline, and everybody in the company realizes that nothing happens until somebody rings the cash register. We also have strong cross-selling efforts going on across our entire enterprise. That's between property/casualty and benefits, between our retail and our wholesale, and between domestic and foreign operations. These efforts are focused, planned, measured, and they're bearing fruit. Supporting these efforts, we're implementing a sales force automation program that's in place in our benefits operation and is presently rolling out across our PC retail shops.
We're excited about this because we think with this automation, we'll be able to help our producers sell more accounts and help our management team manage our pipeline of prospects. We continue to recruit teams across all of our business production teams. Our energy startup in London is doing very well. Other recruits in a number of locations are writing new business. Our Liberty teammates are no longer Liberty folks. They are fully integrated and validated members of the Gallagher sales force. Our niche marketing efforts continue to pay off. In particular, healthcare, public entity, construction, real estate, religious and not-for-profit, and higher ed, and many others continue to gain a lot of traction in the marketplace. Healthcare reform is certainly controversial, but it's here, and our benefits team has responded extremely well.
Already, our consultants are engaged in many projects, helping our clients sort through what all this means to their businesses. We have put out a comprehensive set of communications to our clients with timelines, frequently asked questions. We're hosting seminars, webinars, and producing a host of web tools that our customers and prospects have access to. The benefits world is great for us. It continues to become more and more complex, and the cost of benefit plans continue to grow. The level of sophistication needed to deal with all the myriad regulations and various approaches to benefits plays right into our strengths. Our benefits team had a strong first quarter, and even with cutbacks in our clients' employee counts, should help us grow in 2010. In the near future, we're going to need more well-trained young teammates. I'm thrilled that our summer internship program has reached capacity.
A record number of college students, 170 to 180, will join us this summer to learn about this great business. Let me move to the acquisition front. I'm pleased to see that our activity is picking up, including the First City deal in London, which was completed in the first week of April. We've done four deals for $36 million in annualized revenue to Gallagher. I want to stop a minute and welcome all our new partners. Each of these new partners had a choice, and they chose to join Gallagher, and we're pleased to have you aboard. Thanks for joining us. Our pipeline of merger and acquisition prospects is very strong. I feel good about our opportunities for the rest of 2010. As a final comment on the brokerage segment, I've always been very proud of our team and the work that they do for our clients.
Recently, Greenwich Associates, a respected consulting firm in the insurance and banking space, evaluated over 300 brokers by surveying over 9,000 businesses and recognized us as a national winner of the Greenwich Excellence Award for quality service in the middle market. Let me move to the risk management side. On the risk management side, we also face strong headwinds. Our revenue was down 2%, but good expense management by the team produced just over $1 million of EBITDA growth or 6%. Claim counts, as you know, have been falling month-over-month for more than two years. Two months doesn't make a trend. Nonetheless, it's good to note that claim counts in February and March of 2010 were flat to the counts in 2009. Gallagher Bassett is very unique in the marketplace.
We're the largest third-party administrator in the commercial PC space, and we are recognized by Business Insurance the last two years as the best third-party claims-paying organization. Very proud of that. We think the future is very bright for GB. As you know, in the first quarter, Scott Hudson joined us as GB's new CEO. I thought it'd be good for Scott to make a few comments on his first few months on the job. Scott?
Thank you, Pat, good morning, everyone. When I arrived in late January, Pat and I agreed that prior to discussing Gallagher Bassett's strategy, I should spend a significant amount of time meeting with clients, visiting our operations, and talking with key business partners. In the short time I've been here, that's exactly what I've been doing. To date, I've met with over 40 of our top clients, visited a number of our branches, and my calendar has many more such meetings scheduled in the coming weeks. I have to say, I'm very pleased with what I've been hearing from our clients. Our clients view Gallagher Bassett as a very strong, stable business partner, a partner they can count on for high-quality claims handling, loss control, and property appraisals. A partner who's flexible, highly responsive, and has many talented, dedicated adjusters and account managers.
I'm also very fortunate to have a top-notch leadership team with deep expertise and decades of experience in the industry. As I sit here today, I see us in an enviable position relative to our competitors. I can also tell you that when we do discuss strategy, one thing that will not change is our focus on being the best possible business partner for our clients. What our clients care about most is driving down the total cost of risk, we will continue to partner with them to do exactly that. On that note, I'll turn it back over to you, Pat.
Thank you, Scott. We're glad to have Scott aboard. I think it's been a great couple of months. I'll turn it over now to Doug.
Thanks, Pat. Good morning, everyone. You heard Pat's comments on how we see the current operating environment. Like I did last quarter, I'm going to give you important, detailed information that will help you build your models. Today, I have three topics. For my first topic, I want to spend some time on the brokerage segment's revenues. We are now providing in this press release and in our 21-quarter spread that we post on our website, a breakout of our commissions, fees, supplementals, and contingents. In the future, I suggest that you separately model each of those lines as follows. For commissions and fees, multiply 2009 amounts by your organic percentage pick. Don't get hung up on the difference between commissions and fees. I've said before, sometimes our clients want us to work on a commission, sometimes on a fee, and that can flip-flop between years.
In aggregate, you'll be close. You need to add about $8 million-$10 million of revenues per quarter for the roll-in effect of acquisitions that we've announced thus far. Of course, you'll also have to make a guess for other M&A deals that we might close over the coming quarters. To model supplementals, we anticipate reporting revenues of about $9 million-$11 million each quarter over the next seven quarters. We're just giving you these estimates because the historical lumpy patterns you see in footnote eight on page eight will not repeat. History won't repeat because here in 2010, we've had good success in getting many carriers to provide us information quarterly rather than annually, which should remove most of the lumpy quarter-to-quarter variances. However, for contingents, they will still be lumpy quarter-to-quarter.
Your models for the next seven quarters should have a similar pattern that you can see in note eight on page eight. In addition, we've said before that in 2011, we might give up to another $10 million of revenue from restoring contingent agreements with other carriers. My second topic brings us down to the corporate segment, which reports our interest expense, some corporate cost, external cost related to M&A activities, and our clean coal projects. It is a bit noisy this quarter. Let me work down the P&L line items so you can build your models. First, the $60 million revenue and expense lines that you see this quarter will not repeat going forward. This gross-up occurred because we are consolidating those clean energy facilities until we sold down the majority ownership positions in the quarter.
Going forward, we will account for those facilities on an equity accounting basis since we have a minority position. Really, you can ignore those two $60 million lines going forward. You can also ignore the other income and loss line because that $4.8 million is a one-time gain from the sell-down that I just talked about. Second, the royalty income and income from unconsolidated clean coal facilities, those two lines, should net to about $1 million to $2 million of income per quarter. Third, the combined compensation and operating expense lines should total more like $4 million a quarter from now on. About half relates to corporate and M&A costs, and the other half relates to internal costs to conduct our clean coal activities. Fourth, assume about $8.8 million a quarter of interest expense.
When you add all that together, you'll get a pre-tax loss of about $10 million to $12 million a quarter. Apply a tax benefit of about $7 million to $8 million a quarter, you should get a quarterly net loss in the corporate segment of about $3 million to $4 million or about $0.03 to $0.04 per share for the balance of 2010. My third topic is really just a housekeeping item. We're going to file our 10-Q early next week, then we're going to file an S-3 registration statement so that we can continue to use stock or other securities in our recurring M&A activity. I know I've just given you a lot of information, it'll take you some time to absorb it. Take a listen to the replay or print the transcripts, hopefully my comments should help you with building your model.
As a final comment, when I step back from all the noise and consider the lousy operating environment we're in, I'm really pleased that we grew revenues, we grew our EBITDA, we improved our adjusted margins, we continue to make progress on our internal initiatives to build a better company, all the while giving our clients outstanding service and value. I really like our position for the future. Okay. Those are my comments. Back to you, Pat.
Thanks, Doug. Diego, we can go to questions and answers right now.
Thank you, sir. This call is now open for questions. If you have a question, we ask you to please press star one on your touch tone telephone at this time. We do ask all participants to please pick up their handsets while posing the question to ensure optimum sound quality. You may remove yourself from the queue at any point by pressing the pound key. Again, that's star one on your touchtone telephone at this time for questions. Our first question comes from Adam Klauber of Macquarie. Please state your question.
Thanks. Good morning, guys.
Morning, Adam.
A couple questions around the supplemental and commissions. First, could you just talk about, I guess, the mechanism of how the $7 million gets pulled from 2011 to 2010? Is that from one carrier? I guess could you just explain how that happens?
All right. Good question, Adam. Welcome back to the call. First, the mechanism. The carriers are now providing us information quarterly so that we can book supplemental commissions concurrent with the quarter in which we've performed for those carriers. Previously, they had reported those annually. It effectively pulls the $7 million from the first quarter of 2011 into the first quarter of 2010. If you recall Adam-
Right
we had a similar situation where $5.9 million was pulled into the fourth quarter from the first quarter of 2010. Net-net, those two items effectively wash out in this quarter, and it makes about a $1.3 million difference that you'll see on page two of eight.
Okay. Using your guidance on supplementals going forward, roughly $10 million a quarter. If you use that for 2011, that's roughly $40 million. For 2010, if you add the $27 million to the $30 million, that's roughly $57 million. It looks like even excluding that $7 million from that guidance, that the supplementals would come down a lot. Am I missing something?
No, you're not missing it. You're exactly right, that's what the note on page two is trying to tell everyone. We will effectively, by going to a quarterly basis, this is many carriers that are doing this. With our 2010 contracts, they are now providing us with quarterly information. The way you're looking at it is exactly right. From now on, we'll have about $9 million to $11 million per quarter, and the lumpy pattern that you see in the first quarter will not repeat in 2011.
Right. You think they will be lower in 2011? Is that because some of that revenue got pulled in 2010? I guess, inset with that's the current state right now. Is there potential to bring that number in 2011 as you talk to carriers further?
Yeah, I think here's the question. You've got to look at also in tandem with our contingent commissions. We've said before that as a result of restoring our contingent commission contract, we expect to receive up to an additional $10 million of revenue in 2011 as a result of restoring it. As you look at the hole that the supplementals will produce, we'll fill that hole with additional contingents of up to an additional $10 million. We also have the ability to continue negotiating supplementals and contingents as we go along. The $9 million-$11 million number that I've given you assumes current state today.
Right. The ruling in N.Y., Illinois, Connecticut, I take it, gives you additional flexibility throughout the year to work with carriers. Is that right?
Absolutely right. As a matter of fact, we want our guys to negotiate the best economic deal that they can do. We're indifferent to whether it's a supplemental or a contingent or base commissions. We have the full gamut that we can negotiate now. There will be some movement between those line items. I can tell you right now, one carrier is deeply considering moving from a supplemental back to a contingent. We've got a couple other smaller carriers that are looking at moving from a contingent to a supplemental.
Okay. Just one question on acquisitions. You've had a pretty good flow recently with the last couple of deals. Looking at the pipeline going forward, do you think that you can repeat the flow we've seen in the last three, four months?
Yeah, this is Pat. I think you know very well that acquisitions are lumpy. You can never really predict or plan when certain things are going to hit. I will tell you that I think activity is more robust in 2010 than it was in 2009. Our pipeline is outstanding.
Great. Thank you very much, Pat.
Thanks, Adam.
Our next question comes from Bob Glasspiegel with Langen McAlenney. Please state your question.
How you doing, guys?
Hi.
Kevin, I just want to make sure I understand, A, how it flowed through in Q1, and just what are the drivers that would change it from the sort of $2 million-$3 million for the quarters going forward. In the first quarter, you had the $4.8 million gain. Will tax affect that at what rate?
40% tax against that gain.
Okay. It looks like your tax rate was low. If I use a normal 40% credit, looks like it picked up another $2 or $3 million. It was about $5 million this quarter?
Yeah.
Ballpark-ish.
Yes, about $5 million this quarter was contributed as a result of that. There's some one-time costs in there, too. We provide that detail on page four, too. There's some incentive compensation as a result of completing some of those projects. That went up. There were some professional fees associated with that. The gain of $4.8 million, probably by the time you offset the cost associated with producing that gain and other activities, it's probably down to more like $2.5 million of pre-tax gain.
Plus you have the tax credits.
You get tax credits through the benefit line.
Of $2 million-$3 million. This was an above-trend sort of quarter because of that gain.
Correct. We think we'll make about $2 million net per quarter going forward for the next three quarters.
Some of that's taxable. I mean, the stuff that you get royalties. The tax credits are clearly a net number.
Yeah, I've given you the net EPS or the net earnings number, and the composition between tax credits or pre-tax income or loss, and all that's down to about a $2 million.
That's an after-tax number you're giving us.
Correct.
That $10 million next year, is an after-tax number also?
Yes.
Okay, what would drive positively or negatively? I mean, what are the sort of two or three macro or operational things that will get you on or off that track?
First of all, in order for us to move from making $6 to $10 million a year to making up to $40 million a year, we have to move from operating under temporary permits to operating under permanent permits. That usually takes six to nine months to get that done. We figure that for 2010, we'll be working hard to get our permanent regulatory permit. That's one thing.
When did the clock start in that six to nine months?
Started basically the first of the year.
Okay.
It also depends on when you can go back in and ask for an extension, too.
Right. After 9/30, you haven't gone to permanent. Something's delayed you a little bit.
Yeah, it can be anything from regulatory, just bottlenecks, to that they've asked for slight modifications to something we're doing. There's equipment issues. In one plant, we had to put a small piece of tin over the operating conveyor belt in order to push the rain off. There's a lot of things as we try to get these plants operating efficiently that just takes a while to do it. We had that same situation under our Section 29 plants 15 years ago.
Okay, is there anything else, macro Obama proposals or one way or another that?
No, not that we're saying. You always have the issue that utilities may use coal to fire their spike load needs. A lot of these plants are in the South, they will run primarily in the summer during the air conditioning season. Right now, you've got low natural gas prices, these plants could run natural gas rather than coal. In addition to just getting them to work, getting the regulatory permits, you'll have the seasonality in what the utilities are doing to burn coal. If natural gas prices remain low, they may not burn as much coal, and they'll use natural gas. There's just the decision the utilities have to make on what fuel they're going to use.
That's bad or that's good? That's bad if they do more gas?
Well, I think that we'd always like to have our plants running full out, but we don't plan for that. The $40 million estimate that we have, that's not a full-out running estimate. We do plan for displacement.
Okay. Just to make Pat do a little bit of work, and to hear from my old friend. Basically, no change in the market. Rates are down as much as they've been going down. Operationally, 2010's going to be same sort of environment as 2009. That's the message?
Yeah, Bob, we're at that place in the market, you and I have seen this many times before, where the existing book of business that a company is renewing, they're doing everything they can to hold rate. New business is being put on the books at substantial discounts. What you've got is a situation where if it's a good account, it goes out to competition. You're 10% to 12% to 15% off in a competitive environment. If they renew with the existing carrier, and what a lot of our guys are doing is just basically going and saying, "Look, let's see if we can renew this thing months early at 3%-5% off." Many times, carriers are saying, "Nope, don't want to do that. We're not giving rate right now." If that thing goes out to bid, it's going to come down 10%-12%.
Someone else is going to write it, be very happy about it. One guy was actually pretty funny. I was in a production meeting last week, one of our guys said that he had two carriers in. He said, "You're not really happy with the book you're on, but you really want this company's book. They're not really happy with the book they're on, but they want your book. Why don't we swap them?" It's very much sort of the same situation. If there's competition, rates are coming down.
Got you. Thank you.
Thanks, Bob.
Our next question comes from Jay Gelb of Barclays Capital. Please state your question.
Thanks. First.
Morning, Jay.
Morning. How are you, Pat?
I'm great, thanks.
Hey, Doug. On the organic growth, it looks like there was $7 million or so pulled forward in supplemental. The minus 2.8% organic growth, that includes that benefit, right? It seems like organic growth would've been less excluding that one-timer. I'm trying to get a sense of.
Jay Gelb, that's actually not right. The 7.2 got pulled forward, but don't forget the 5.9 that got pulled out also. Of the table on Page two of eight, we've levelized for the two timing items in terms of computing organic growth compared to 2009. The 7.9 is mostly offset by the 5.9. The 2.8 that you look there puts the two years on an apples-to-apples basis for the purposes of computing the organic growth computation.
Okay, that's helpful.
Yeah.
Next, can you talk about the ability to improve the stated pre-tax margins in brokers going forward? EBITDAC was up a little year-over-year, stated appears to be down somewhat.
Yeah, we think that, like we talked about in the January call, because of the 4% workforce reduction, that should pick us up $20 million net-net after escalation of benefits and medical costs, et cetera. That might offset the continued declining organic growth. We're hoping to hold margins compared to prior year. I wouldn't expect a substantial increase in our margins going forward.
Okay.
For 2010.
Right. Then for the RIMS feedback on some of the larger brokers accepting contingent commissions, it seems like they've pulled back from prior stances. Does that change Gallagher's view at all in terms of accepting contingents?
Oh, no, Jay. This is Pat. I think we've been very, very clear on our position on this from the outset. I think the Eliot Spitzer era was a very painful era. The one thing that came out of that pain, which is probably good for our industry, is transparency. We've stated all along that we are willing to, not only willing, we do, in fact, disclose every single item of compensation to every single client that we have. If a client chooses not to participate in either a contingent commission or a supplemental commission, we pull them out of those calculations. That's been our stand from the beginning. Transparency is good. Supplemental commissions are good. Contingent commissions are not evil, and they're disclosed and agreed by our clients.
All right. Great. Thank you.
Thanks, Jay.
Our next question comes from Meyer Shields of Stifel, Nicolaus. Please state your question.
Thanks. Morning, everyone.
Morning, Meyer.
Doug, let me start with one question for you. When we look at the compensation cost per average FTE, it's up a little bit more than 4% in both brokerage and risk management. Is that impacted at all by the fact that headcounts were changing significantly over the past couple of quarters?
I think that that number is being influenced by the Liberty transaction, where we brought in a predominant number, mostly producers, and that's what skewed that number up.
Okay. We shouldn't use that as a compensation run rate.
Here's the thing, is I think it's a good number to use. Internally, if we track it for administrative and mid-office and back office, that's a good metric. The problem that you have there is that because our producers are on a formula, it distorts that calculation. I wouldn't use that as a metric for your purpose.
Okay. Thank you. Can you give any guidance in terms of the combined ratio range that underlies your estimate of supplemental commission flow?
No, it's important to understand, Meyer. Supplemental commissions, they're set and fixed for the year. The carriers, when they settled with the AGs, agreed that those commissions would be set and disclosable in the year that they were being paid and given to us as brokers. At the end of the year, they are allowed, so it'd be fourth quarter to first quarter of this year next, they are allowed to look back and to reset that supplemental commission. if company X is paying us a 2% supplemental commission. during the year, for whatever reason, our relationship with them does not perform well, they are very capable of looking into 2011 and saying, "You made 2% last year. I'm paying you 1% this year," going forward into 2011. It's not something that you calculate off the loss ratio.
They're allowed to look back and basically determine, based on their view of the relationship, what the go-forward commission's going to be. one of the reasons that we're disclosing this is, in fact, these things can be all over the board next year.
Okay. what would've been in 2011 would've been based on 2010 in any event?
Exactly right.
Okay. I'm sorry, I had that confused. Last question, I guess also with Doug. In your revenue guidance, you talked about $8 million-$10 million of acquired revenues?
Correct.
That's only based on revenues, I'm sorry, on acquisitions done to date. Is that right?
Correct.
Okay.
It does include the First City deal that we announced the first week of April. Through what we've announced thus far today, that's another $8 million-$10 million per quarter going forward.
Great. Okay, thanks so much.
Thanks, Meyer.
Thanks, man.
Our next question comes from Mike Rascher of Piper Jaffray. Please state your question.
Thank you. Good morning, everyone.
Hi.
Hi.
Congratulations on your quarter.
Thank you.
Pat, early on in your comments, you had mentioned a growing pipeline. Was that specific to M&A or new business in general?
That's both, actually. I think I'm really pleased with the pipeline in terms of mergers and acquisitions, but I'm also excited about our sales force management tool that we're putting in, which is going to let us manage and measure our pipeline for prospects, literally by branch, by producer.
Okay. I guess I'm just trying to square that with some of your other comments in terms of the economy and how it impacts your business, no exposure growth and that. I guess can you share with us a little bit more insight into how you see through that, and perhaps part of that is the tool that you're utilizing?
No, I think there are a couple separate things here. Everybody's talking about green shoots in the economy. We're seeing different economic measures showing that maybe we're coming out of this recession, and that's all good news for us. Having said that, in the first quarter, we saw no real economic positive impact on our clients' exposure units. We're not seeing payrolls increase. We're not seeing sales jump. We are hearing from our production force that it looks like things have bottomed out. The accounts that we're renewing right now are not renewing saying, "Take my sales up 15%." They're no longer saying, "Take my sales down 25%," and literally a year ago right now, we were hearing from many clients, "Take my sales or take my construction revenues down 50%." That seems to have abated. That's positive for us, but we're not seeing the growth from that.
We will get healthy when our clients get healthy.
Okay. Fair enough. That's helpful. Regarding M&A, there's been some conversation around Marsh & McLennan sort of maybe not having some impact on pricing. Your thoughts or comments around that, do they fit your sort of, I guess, knitting in terms of the types of entities that you'd be looking at?
Well, they're a new and positive entrant into the M&A space that we've been in for the last 10, 15 years. Our typical deal is probably smaller than they would be looking at. They've done a couple of very nice deals in the last quarter or so, you're still looking at a space in the U.S. alone with something on the order of 18,000 agents and brokers out there. That's not people, that's firms. Frankly, we don't bump into each other that often.
Fair enough. Thank you very much.
Thanks, man.
Our next question comes from Brian Desrubio of Yield Capital. Please state your question.
Good morning, guys.
Morning, Brian.
Two questions, both relating to M&A. First, we've had two acquisitions since the beginning of the year that have been international, the Brazilian brokerage firm and then again in London. Is this the start of a change in focus away from just buying U.S.-based brokers and looking more abroad?
Well, Brian, I'd say it's fair to say that literally for the last 20 years, we've done acquisitions internationally. It's not a change in focus whatsoever. I think we're more active internationally than we have been, which is clearly a very thought-out strategy. The Brazilian deal, by the way, was a very small deal. It's a great toehold for us in an emerging market. You'll recall that two years ago, we did a similar type of thing in the Caribbean.
One year ago, we did a deal that was similar in Perth, Australia. We've been active internationally. Yes, it is a focus for us.
Okay. I know it's always hard to say, more of a balance or more of a where 90% of your acquisitions may have been U.S.-based, you could probably see that declining over the next couple of years?
Absolutely.
Okay. Second question, again on acquisitions. As I'm thinking about the potential change in capital gains rates for the end of this year, can you sort of give us a sense of the capacity that you guys have, both in terms of the number and the dollar amount of brokers you could potentially buy if you sort of get a rush to beat the increased tax rate before the end of the year?
Brian, that's a very good question, and I predict that we're going to have that opportunity. I also predict it's not going to just be this year. Remember, the nice thing about what we're doing is that we are buying in three separate divisions. You have our property/casualty retail operation, you have our benefits operation, and then you have what we call our specialty marketing and international. The capacity, if we were to ramp up and do 8 deals in a quarter, people might go, "Oh my gosh, that's an awful lot. That's a real ramp-up." When you realize you split that by three operations, there's a lot of capacity for us to be able to bring new deals into the company. If we do get a rush by the end of the year, we'll be able to handle that.
I'll let Doug talk about capacity, $ amounts, and that type of thing. You're onto something here, which I think is very important. I believe there will be both a rush to quality, and that is a cultural quality as well as an organizational quality. I do believe that the capital gains rates are going to be a big influence, and I do believe that the complexity, in particular, of what's going on in the benefits area, is going to drive more people to seek housing inside an organization like ours. I'm very excited about our merger and acquisition opportunities. Doug, you can talk about what kind of volume we can handle in terms of financial.
I think that we could probably do $300 million worth of deals this year just on our current capacity. That's purchase price going out. If you pay 6.5 times EBITDA for it, maybe you can get somewhere around $40 million-$50 million worth of EBITDA. That's on an annualized basis.
Yes.
We have that kind of capacity. That's using a mix of cash and stock.
No, understood. Still doing about the 50/50?
Yeah, I think that probably the rest of the year we could do 50/50. We can go up to 75/25 stock. That's what we've been doing in the past a little bit, but we've got good cash flows that could handle that.
Okay. Actually, just the final question, the press release said you had $5.6 million of revenues. I think Pat mentioned a $36 million annualized. Pat, did you include the-
I included First City in that. That was closed in April.
Okay. That's 36, including the First City.
Correct.
Perfect. Thanks a lot, guys.
Thanks, Brian.
Thanks, Brian.
Our next question comes from Keith Walsh of Citigroup. Please state your question.
Hey, good morning, gentlemen. How are you?
Morning.
Morning, Keith.
A couple of questions. First, go back to Jay's question earlier. I'm kind of confused about the way you're reporting organic here with all these moving parts. I appreciate you trying to split this out for us, but I think it's more confusing than anything. When I look at the minus 2.8%, I'm getting a lower number the way I'm looking at it, I guess commissions plus fees and then kind of taking out the $17.2 million. Are you overstating organic this quarter relative to the way I should think about your business on an apples-to-apples basis, is sort of the question.
The answer to that, I'd say, is no, absolutely not. The industry has included supplementals and commissions and fees in the calculation of organic, has excluded contingent commission. We lay it all out for you here. You can compute it how you want to, we lay it out. Putting this on an apples-to-apples basis with the industry, we get 2.8%. Remember, that number is the delta over 2009. In the timing items line, if you see there, it says timing items, net, and then footnote 1, we had two timing items that have impact the first quarter of 2010 compared to 2009. We lost $5.9 million to the fourth quarter. We picked up $7.2 million from the first quarter of 2011. They net to $1.3.
In fact, what we've done is we've levelized for the computation of the 2.8%, the impact of these two timing items. I don't know what the other company's commissions and fees organic number is. If you just compute it on that, maybe you can get that from them. In terms of how we see this being done, we put ourselves consistent with the industry, and we've computed the delta between 2010 and 2009 on an apples-to-apples basis, and that's how we get 2.8%.
All right. Fair enough. We've got all the pieces here, we can do whatever way we want then.
That's the whole purpose of table 2, is to try to make sure that we're giving you an apples-to-apples comparison, and trying to put it consistent with the industry.
The second question, just looking at the chart you lay out below that with the contingents. When I look at that $14.2 million in 1Q 2010 or $15.5 million, let me say, that is embedded within your $204.2 commissions number?
No, it is separate from that.
Okay. The third question, just for Pat, you're just talking about unit growth, and you're still saying you're not seeing it yet. Is it likely that the customers are just still cautious and they're waiting until next year renewal before they start to sort of ramp up insurance buying again?
Yeah, I think so. I think that's a fair comment. When I talk to the insurance companies we work with, they feel that they're probably about, when you finish the second quarter, almost through the wave of return audits. Some will say through the second quarter, some will say they predict through the third quarter. I talked to one yesterday that says through the fourth quarter. Small accounts in particular, I think, are finally at a base point where you're not going to see any kind of return audits. You're going to start to see some additional premium audits, and larger accounts are probably a quarter or two away from that.
Great. Thank you very much.
Thanks, Keith.
Our next question comes from Allison Jacobowitz of Bank of America Merrill Lynch. Please state your question.
Hi. Pretty much most of my questions have been answered. I was just wondering if you could talk some, I don't think I heard you say about the pricing of acquisitions, what you're seeing happening with the price you're paying these days.
Sure.
Yeah, I think, Allison, I think the acquisition multiples have been coming down over the last couple of years. I think that anywhere between five and seven is kind of where the deals have been going out at. We'll probably get a little bit more aggressive on that toward the end of the year. Not substantially so, but a little bit more.
Thanks.
Thanks, Allison.
Thanks, Allison.
Just a reminder, if you would like to ask a question, please press star one on your telephone keypad. To remove yourself from the queue, please press star two. Our next question comes from Mark Hughes of SunTrust. Please state your question.
Thank you very much. Good morning.
Good morning, Mark.
On the risk management side, sounds like some stability in the last couple of months. You don't want to read too much into it, but anything you can attribute that to? Payroll stabilizing, claims frequency up, any more thoughts there?
I think that the recession, Mark, has really put a damper on the claim counts over the last two years, for two reasons. Economic activity. If you're not running three shifts, you're running two shifts, you're going to have fewer claims. Also, I believe employees, in particular, those employees that have minor injuries, just aren't reporting them. We've seen our medical-only losses drop substantially in 2009, which was an interesting phenomenon. What that tells me is that the guy that's got a minor injury, he's just going to go home and take care of it. He's really not wanting to set himself up to be noticed.
Do you think that has run its course and we've lapped that effect thus the stability?
I'd like to answer that at the next quarter. Two months, as I said, doesn't make a trend. I think, possibly, yes. I think that we're at a point where if economic activity picks up and people start to hire more people, if people feel a little more secure in their job, then yes, I think that claims counts could start to creep up again. Historically, this last couple of years has been a really interesting anomaly. It's been good for our clients. We're all in the business of trying to help them reduce costs. It's good to see claim counts go down. When economic activity picks up, there unfortunately are more injuries, and that looks like that might be coming around right now.
Great. Thank you.
Thanks.
Our next question comes from Meyer Shields of Stifel, Nicolaus. Please state your question.
Thanks. Doug or Pat, I guess I am not sure who to ask this to. When we look at the supplementals and contingents, should we assume that there is a rule of thumb in terms of what percentage of that will actually go out as compensation?
Our supplemental commission, by and large, most of it hits the bottom line. There is an element of that that we use in order to compensate some of our field management level. Maybe 10% of it, 15% of it we will set aside as a way to compensate field management. It is not a direct apples-to-apples allocation, but we use that as a way to fund the bonus pool to a certain extent.
It is important to note that supplemental commissions and contingents do not get run through producer formulas.
That is right.
Okay, great. Thank you.
Ladies and gentlemen, there are no further questions at this time. I will turn the conference back over to J. Patrick Gallagher Jr. for closing remarks.
Yeah. Thank you very much, Diego. I've just got one quick thing to say. I mentioned in the fourth quarter call that conditions that we face, I think are as tough as I've seen in my 36-year career. We continue to face those conditions. We face declining rates, a very soft economy, and aggressive competition. I'm proud of the fact that this quarter, the Gallagher team proved ourselves up to these challenges. We grew our company. As I said, I'm proud of that. Thank you for being with us this morning. We appreciate you being on the call. I know it's an early call. We appreciate you being here. Thank you, Diego. That's the end.
Thank you. This does conclude today's conference call. You may disconnect your lines at this time.