View Filing Data

Print Document View Excel Document

DEI Statement - shares	6 Months Ended
DEI Statement - shares	Jun. 30, 2020	Aug. 07, 2020
Cover [Abstract]
Amendment Flag	false
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q2
Entity Central Index Key	0001781755
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2020
Document Transition Report	false
Entity File Number	001-39095
Entity Registrant Name	BRP GROUP, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	61-1937225
Entity Address, Address Line One	4211 W. Boy Scout Blvd.
Entity Address, City or Town	Tampa
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33607
City Area Code	866
Local Phone Number	279-0698
Title of 12(b) Security	Class A Common Stock, par value $0.01 per share
Trading Symbol	BRP
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		33,946,172

Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Current Assets
Cash and cash equivalents	$ 194,378	$ 67,689
Restricted cash	10,058	3,382
Premiums, commissions and fees receivable, net	102,575	58,793
Prepaid expenses and other current assets	3,205	3,019
Due from related parties	121	43
Total current assets	310,337	132,926
Property and equipment, net	6,358	3,322
Other assets	7,994	5,600
Intangible assets, net	209,453	92,450
Goodwill	335,526	164,470
Total assets	869,668	398,768
Current Liabilities
Premiums payable to insurance companies	110,512	50,541
Producer commissions payable	13,223	7,470
Accrued expenses and other current liabilities	16,650	12,334
Current portion of contingent earnout liabilities	4,212	2,480
Total current liabilities	144,597	72,825
Revolving lines of credit	226,000	40,363
Contingent earnout liabilities, less current portion	74,323	46,289
Other liabilities	2,114	2,017
Total liabilities	447,034	161,494
Mezzanine Equity
Redeemable noncontrolling interest	71	23
Stockholders' Equity Attributable to BRP Group, Inc.
Additional paid-in capital	235,520	82,425
Accumulated deficit	(10,770)	(8,650)
Notes receivable from stockholders	(573)	(688)
Total stockholders’ equity attributable to BRP Group, Inc.	224,514	73,285
Noncontrolling interest	198,049	163,966
Total stockholders’ equity	422,563	237,251
Total liabilities, mezzanine equity and stockholders’ equity	869,668	398,768
Common Class A
Stockholders' Equity Attributable to BRP Group, Inc.
Common stock	333	194
Common Class B
Stockholders' Equity Attributable to BRP Group, Inc.
Common stock	4	4
Variable Interest Entity, Primary Beneficiary
Current Assets
Cash and cash equivalents	60	47
Premiums, commissions and fees receivable, net	167	75
Total current assets	227	122
Property and equipment, net	26	31
Other assets	5	7
Total assets	258	160
Current Liabilities
Premiums payable to insurance companies	59	6
Producer commissions payable	1	15
Accrued expenses and other current liabilities	7	29
Total liabilities	$ 67	$ 50

Balance Sheet Parenthetical - $ / shares	Jun. 30, 2020	Dec. 31, 2019
Common Class A
Par value	$ 0.01	$ 0.01
Shares authorized	300,000,000	300,000,000
Shares issued	33,302,477	19,362,984
Shares outstanding	33,302,477	19,362,984
Common Class B
Par value	$ 0.0001	$ 0.0001
Shares authorized	50,000,000	50,000,000
Shares issued	45,458,763	43,257,738
Shares outstanding	45,458,763	43,257,738

Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Revenues:
Commissions and fees	$ 51,268	$ 33,060	$ 105,427	$ 62,897
Operating expenses:
Commissions, employee compensation and benefits	39,263	23,994	73,811	40,280
Other operating expenses	9,546	6,389	18,431	10,391
Amortization expense	4,450	2,835	8,046	3,711
Change in fair value of contingent consideration	4,581	(971)	6,242	(3,757)
Depreciation expense	240	149	405	276
Total operating expenses	58,080	32,396	106,935	50,901
Operating income (loss)	(6,812)	664	(1,508)	11,996
Interest expense, net	(1,047)	(3,623)	(1,632)	(5,213)
Income (loss) before income taxes	(7,859)	(2,959)	(3,140)	6,783
Income tax provision	0	0	12	0
Net income (loss)	(7,859)	(2,959)	(3,152)	6,783
Less: net income (loss) attributable to noncontrolling interests	(4,271)	(2,959)	(1,032)	6,783
Net loss attributable to BRP Group, Inc.	(3,588)	0	(2,120)	0
Comprehensive income (loss)	(7,859)	(2,959)	(3,152)	6,783
Comprehensive income (loss) attributable to noncontrolling interests	(4,271)	(2,959)	(1,032)	6,783
Comprehensive loss attributable to BRP Group, Inc.	$ (3,588)	$ 0	$ (2,120)	$ 0
Basic and diluted net loss per share	$ (0.18)		$ (0.11)
Basic and diluted weighted-average shares of Class A common stock outstanding	20,426,082		19,959,828

Consolidated Statements of Stockholders' /Members' Equity (Deficit) and Mezzanine Equity (Unaudited) - USD ($) $ in Thousands	Total	APIC	Accumulated Deficit	Members’ Deficit	Notes Receivable from Stockholders/ Members	Noncontrolling Interest	Redeemable Noncontrolling Interest	Redeemable Members’ Capital	Common Class A Common Stock	Common Class B Common Stock
Balance at beginning of period, stockholders'/members' equity (deficit) at Dec. 31, 2018	$ (62,759)			$ (63,606)	$ (90)	$ 937
Balance at beginning of period, mezzanine equity at Dec. 31, 2018							$ 46,208	$ 39,354
Stockholders' Equity [Roll Forward]
Net income (loss)	2,829			2,697		132	2,321	1,633
Contributions							34
Contributions through issuance of member notes receivable	(263)				(310)	47	263
Repayment of member notes receivable	144				144
Issuance and vesting of Management Incentive Units	360			360
Issuance of common units	998			612		386
Issuance of common units	5,509							5,509
Repurchase redemption value adjustments								(1,323)
Equity issued in business combinations	1,000					1,000	30,963
Redemptions and repurchases of common stock/ common units								(11,177)
Change in the redemption value of redeemable interests	(66,542)			(66,542)			(10,958)	77,500
Distributions	(2,468)			(2,390)		(78)	(2,925)	(900)
Balance at end of period, stockholders'/members' equity (deficit) at Jun. 30, 2019	(126,701)			(128,869)	(256)	2,424
Balance at end of period, mezzanine equity at Jun. 30, 2019							65,906	110,596
Balance at beginning of period, stockholders'/members' equity (deficit) at Mar. 31, 2019	(89,860)			(91,956)	(355)	2,451
Balance at beginning of period, mezzanine equity at Mar. 31, 2019							41,391	73,688
Stockholders' Equity [Roll Forward]
Net income (loss)	(2,568)			(2,607)		39	788	(1,179)
Contributions							19
Repayment of member notes receivable	99				99
Issuance and vesting of Management Incentive Units	230			230
Issuance of common units	612			612
Equity issued in business combinations							30,963
Change in the redemption value of redeemable interests	(33,271)			(33,271)			(5,479)	38,750
Distributions	(1,943)			(1,877)		(66)	(1,776)	(663)
Balance at end of period, stockholders'/members' equity (deficit) at Jun. 30, 2019	(126,701)			$ (128,869)	(256)	2,424
Balance at end of period, mezzanine equity at Jun. 30, 2019							65,906	$ 110,596
Balance at beginning of period (in shares) at Dec. 31, 2019									19,362,984	43,257,738
Balance at beginning of period, stockholders'/members' equity (deficit) at Dec. 31, 2019	237,251	$ 82,425	$ (8,650)		(688)	163,966			$ 194	$ 4
Balance at beginning of period, mezzanine equity at Dec. 31, 2019							23
Stockholders' Equity [Roll Forward]
Net income (loss)	(3,189)		(2,120)			(1,069)	37
Issuance of Class A common stock in offering, net of underwriting discounts and offering costs (in shares)									13,225,000	(2,475,000)
Issuance of Class A common stock in offering, net of underwriting discounts and offering costs	135,259	144,525				(9,398)			$ 132
Contributions							11
Issuance of common units	0
Equity issued in business combinations (in shares)									487,534	4,805,572
Equity issued in business combinations	52,130	7,672				44,453			$ 5
Share-based compensation, net of forfeitures (in shares)									186,197
Share-based compensation, net of forfeitures	2,289	1,692				595			$ 2
Redemptions and repurchases of common stock (in shares)									40,762	(129,547)
Redemptions and repurchases of common stock/ common units	(1,292)	(794)				(498)
Repayment of stockholder notes receivable	115				115
Change in the redemption value of redeemable interests	0
Balance at end of period (in shares) at Jun. 30, 2020									33,302,477	45,458,763
Balance at end of period, stockholders'/members' equity (deficit) at Jun. 30, 2020	422,563	235,520	(10,770)		(573)	198,049			$ 333	$ 4
Balance at end of period, mezzanine equity at Jun. 30, 2020							71
Balance at beginning of period (in shares) at Mar. 31, 2020									19,847,354	43,544,362
Balance at beginning of period, stockholders'/members' equity (deficit) at Mar. 31, 2020	254,805	90,443	(7,182)		(647)	171,988			$ 199	$ 4
Balance at beginning of period, mezzanine equity at Mar. 31, 2020							39
Stockholders' Equity [Roll Forward]
Net income (loss)	(7,880)		(3,588)			(4,292)	21
Issuance of Class A common stock in offering, net of underwriting discounts and offering costs (in shares)									13,225,000	(2,475,000)
Issuance of Class A common stock in offering, net of underwriting discounts and offering costs	135,259	144,525				(9,398)			$ 132
Contributions							11
Equity issued in business combinations (in shares)										4,518,948
Equity issued in business combinations	39,953					39,953
Share-based compensation, net of forfeitures (in shares)									189,361
Share-based compensation, net of forfeitures	1,644	1,346				296			$ 2
Redemptions and repurchases of common stock (in shares)									40,762	(129,547)
Redemptions and repurchases of common stock/ common units	(1,292)	(794)				(498)
Repayment of stockholder notes receivable	74				74
Balance at end of period (in shares) at Jun. 30, 2020									33,302,477	45,458,763
Balance at end of period, stockholders'/members' equity (deficit) at Jun. 30, 2020	$ 422,563	$ 235,520	$ (10,770)		$ (573)	$ 198,049			$ 333	$ 4
Balance at end of period, mezzanine equity at Jun. 30, 2020							$ 71

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Cash flows from operating activities:
Net income (loss)	$ (3,152)	$ 6,783
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	8,451	3,987
Change in fair value of contingent consideration	6,242	(3,757)
Share-based compensation expense	3,117	31
Payment of contingent earnout consideration in excess of purchase price accrual	(1,316)	0
Amortization of deferred financing costs	195	731
Loss on extinguishment of debt	0	115
Issuance and vesting of Management Incentive Units	0	360
Participation unit compensation	0	61
Changes in operating assets and liabilities, net of effect of acquisitions:
Premiums, commissions and fees receivable, net	(9,464)	8,309
Prepaid expenses and other current assets	(334)	(439)
Due from related parties	(78)	114
Accounts payable, accrued expenses and other current liabilities	39,983	(7,981)
Other liabilities	0	548
Net cash provided by operating activities	43,644	8,862
Cash flows from investing activities:
Capital expenditures	(2,619)	(780)
Investment in business venture	0	(200)
Cash consideration paid for asset acquisitions, net of cash received	(695)	(375)
Cash consideration paid for business combinations, net of cash received	(224,112)	(76,186)
Net cash used in investing activities	(227,426)	(77,541)
Cash flows from financing activities:
Proceeds from issuance of Class A common stock, net of underwriting discounts	167,346	0
Repurchase/redemption of LLC Units and Class B common stock	(32,610)	0
Payment of common stock offering costs	(769)	0
Payment of contingent and guaranteed earnout consideration	(665)	(813)
Proceeds from revolving line of credit	185,637	55,795
Proceeds from related party debt	0	38,920
Payments on long-term debt	0	(205)
Payments of debt issuance costs and debt extinguishment costs	(1,918)	(15)
Proceeds from repayment of stockholder/member notes receivable	115	144
Repurchase of common units	0	(12,500)
Distributions	0	(6,292)
Other	11	1,479
Net cash provided by financing activities	317,147	76,513
Net increase in cash and cash equivalents and restricted cash	133,365	7,834
Cash and cash equivalents and restricted cash at beginning of period	71,071	7,995
Cash and cash equivalents and restricted cash at end of period	204,436	15,829
Supplemental schedule of cash flow information:
Cash paid during the period for interest	1,486	4,102
Disclosure of non-cash investing and financing activities:
Equity issued in business combinations	52,130	31,963
Contingent earnout consideration issuances	25,188	25,619
Change in the redemption value of redeemable interests	0	66,542
Capitalization of issuance to redeemable common member	0	5,509
Debt issuance costs added to revolving line of credit	0	2,554
Transfer of long-term debt to revolving line of credit	$ 0	$ 1,820

Business and Basis of Presentation (Notes)	6 Months Ended
Business and Basis of Presentation (Notes)	Jun. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business and Basis of Presentation	Business and Basis of Presentation BRP Group, Inc. (“BRP Group” or the “Company”) was incorporated in the state of Delaware on July 1, 2019. BRP Group was formed for the purpose of completing an initial public offering of its common stock and related transactions in order to carry on the business of Baldwin Risk Partners, LLC (“BRP”) as a publicly-traded entity. On October 28, 2019, BRP Group completed an initial public offering of its Class A common stock (the “Initial Public Offering”) and became the sole managing member of BRP. The consolidated financial statements of BRP Group have been presented as a combination of the financial results of BRP Group and BRP as of the earliest period presented as discussed further under Principles of Consolidation below. BRP Group is a diversified insurance agency and services organization that markets and sells insurance products and services to its customers throughout the U.S., although a significant portion of the Company’s business is concentrated in the southeastern U.S. BRP Group and its subsidiaries operate through four reportable segments (“Operating Groups”), including Middle Market, Specialty, MainStreet, and Medicare, which are discussed in more detail in Note 15. Public Offering On June 29, 2020, the Company completed a public offering of 13,225,000 shares of its Class A common stock, including 1,725,000 shares sold pursuant to the underwriters’ over-allotment option. The shares were sold at an offering price of $13.25 per share for net proceeds of $166.6 million after deducting underwriting discounts and commissions of $7.9 million and offering expenses of $769,000. Principles of Consolidation The consolidated financial statements include the accounts of BRP Group and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. As the sole manager of BRP, BRP Group operates and controls all the business and affairs of BRP, and has the sole voting interest in, and controls the management of, BRP. Accordingly, BRP Group began consolidating BRP in its consolidated financial statements as of the closing date of the Initial Public Offering, resulting in a noncontrolling interest related to the LLC Units held by BRP’s LLC members (the “LLC Units”) on its consolidated financial statements. BRP and BRP Group have been under the common control of the Company’s Chairman, Lowry Baldwin, before and after the reorganization transactions undertaken in connection with the Initial Public Offering (the “Reorganization Transactions”). Prior to the Reorganization Transactions, Mr. Baldwin held a controlling interest in Baldwin Investment Group Holdings, LLC (“BIGH”), which was the controlling owner of BRP through its majority ownership of BRP’s common units. In addition, Mr. Baldwin was the sole shareholder of BRP Group. Upon reorganization, BRP Group became the sole managing member of BRP. Holders of the Class B common stock hold a majority of the voting power of BRP Group and stockholders of the then majority of the Class B common stock, including BIGH, executed a Voting Agreement in which they agreed to vote in the same manner as Mr. Baldwin. As a result, Mr. Baldwin continued to control BRP Group subsequent to the Initial Public Offering and Reorganization Transactions. Accordingly, we have accounted for the Reorganization Transactions as a transaction between entities under common control in accordance with Accounting Standards Codification (“ASC”) Topic 805-50, Business Combinations - Related Issues, under which the financial information of BRP Group has been combined with that of BRP as of the earliest period presented. The Company has prepared these consolidated financial statements in accordance with ASC Topic 810, Consolidation (“Topic 810”). Topic 810 requires that if an enterprise is the primary beneficiary of a variable interest entity, the assets, liabilities, and results of operations of the variable interest entity should be included in the consolidated financial statements of the enterprise. The Company has recognized certain entities as variable interest entities of which the Company is the primary beneficiary and has included the accounts of these entities in the consolidated financial statements. Refer to Note 4 for additional information regarding the Company’s variable interest entities. Topic 810 also requires that the equity of a noncontrolling interest shall be reported on the condensed consolidated balance sheets within total equity of the Company. Certain redeemable noncontrolling interests are reported on the condensed consolidated balance sheets as mezzanine equity. Topic 810 also requires revenues, expenses, gains, losses, net income or loss, and other comprehensive income or loss to be reported in the consolidated financial statements at consolidated amounts, which include amounts attributable to the owners of the parent and the noncontrolling interests. Noncontrolling Interest Noncontrolling interests are reported at historical cost basis adjusted for cumulative earnings or loss allocations and classified as a component of stockholders’ equity on the condensed consolidated balance sheets. Noncontrolling interest as presented as of June 30, 2020 and December 31, 2019 and for the six months ended June 30, 2020 and 2019 consists of the noncontrolling interest holdings of BRP Group subsequent to the Company’s reorganization in connection with the Initial Public Offering. The controlling interest holdings of BRP for the period from January 1, 2019 through June 30, 2019 have been reclassified to noncontrolling interest holdings of BRP Group for presentation of activity for the three and six months ended June 30, 2019. Unaudited Interim Financial Reporting The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. Accordingly, they do not include all the information and related notes required by GAAP for complete consolidated financial statements. In the opinion of management, all adjustments, consisting of recurring accruals, considered necessary for fair statement have been included. The accompanying balance sheet for the year ended December 31, 2019 was derived from audited financial statements but does not include all disclosures required by GAAP. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2019 included in the Company’s Annual Report on Form 10-K filed with the SEC on March 24, 2020. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. Significant estimates underlying the accompanying consolidated financial statements include the application of guidance for revenue recognition, including determination of allowances for estimated policy cancellations, business combinations and purchase price allocation, impairment of long-lived assets including goodwill, and valuation of the Tax Receivable Agreement liability and share-based compensation. Changes in Presentation Certain prior year amounts have been reclassified to conform to current year presentation. Recent Accounting Pronouncements As an emerging growth company, the Jumpstart Our Business Startups (“JOBS”) Act permits the Company an extended transition period for complying with new or revised accounting standards affecting public companies. The Company has elected to use this extended transition period and adopt certain new accounting standards on the private company timeline, which means that the Company’s financial statements may not be comparable to the financial statements of public companies that comply with such new or revised accounting standards on a non-delayed basis. The Company has elected the extended transition period for the adoption of the Accounting Standards Updates (“ASUs”) below, except those where early adoption was both permitted and elected. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”). The guidance in ASU 2016-02 supersedes the lease recognition requirements in Accounting Standards Codification (“ASC”) Topic 840, Leases. ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases, along with additional qualitative and quantitative disclosures. The FASB has subsequently issued several additional ASUs related to leases, which improved upon, provided interpretation of and transition relief for, the guidance issued in ASU 2016-02 and extended the adoption date for nonpublic business entities. This guidance is effective for the fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted. The Company is currently evaluating the full effect that the adoption of this standard will have on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Statements (“ASU 2016-13”), which amends the guidance for recognizing credit losses on financial instruments measured at amortized cost. ASU 2016-13 replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The FASB has subsequently issued several additional ASUs related to credit losses, which improved upon, provided interpretation of and transition relief for, the guidance issued in ASU 2016-13 and extended the adoption date for nonpublic business entities. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022, with early adoption permitted. The Company is currently evaluating the full effect that the adoption of this standard will have on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820) (“Topic 820”): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). This update modifies the disclosure requirements related to fair value measurement by removing certain disclosure requirements related to the fair value hierarchy. This update also modifies existing disclosure requirements related to measurement uncertainty and adds new disclosure requirements, such as disclosing the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and disclosing the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The Company adopted the guidance in ASU 2018-13 effective January 1, 2020, which impacted the presentation of the fair value measurements disclosure in Note 13 but did not otherwise impact the Company’s consolidated financial statements.

Significant Accounting Policies (Notes)	6 Months Ended
Significant Accounting Policies (Notes)	Jun. 30, 2020
Accounting Policies [Abstract]
Significant Accounting Policies	Significant Accounting Policies There have been no material changes in the Company’s significant accounting policies from those that were disclosed for the year ended December 31, 2019 in the Company’s Annual Report on Form 10-K filed with the SEC on March 24, 2020, except as noted below. Self-Insurance Reserve The Company converted to a self-insured health insurance plan beginning in March 2020 for which it carries an insurance program with specific retention levels or high per-claim deductibles for expected losses. The Company records a liability for all unresolved claims and for an estimate of incurred but not reported ("IBNR") claims at the anticipated cost that falls below its specified retention levels or per-claim deductible amounts. In establishing reserves, the Company considers actuarial assumptions and judgments regarding economic conditions and the frequency and severity of claims. The Company had an IBNR reserve of $458,000 at June 30, 2020, which is included in accrued expenses and other current liabilities on the condensed consolidated balance sheets. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents. The Company manages this risk using high creditworthy financial institutions. Interest-bearing accounts and noninterest-bearing accounts are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. Deposits exceed amounts insured by the FDIC. The Company has not experienced any losses from its deposits.

Business Combinations (Notes)

6 Months Ended

Jun. 30, 2020

Business Combinations [Abstract]

Business Combination Disclosure

Business Combinations

The Company completed nine business combinations for an aggregate purchase price of $309.4 million during the six months ended June 30, 2020. In accordance with ASC Topic 805, Business Combinations (“Topic 805”), total consideration was first allocated to the fair value of assets acquired, including liabilities assumed, with the excess being recorded as goodwill. For financial statement purposes, goodwill is not amortized but rather is evaluated for impairment at least annually or more frequently if an event or change in circumstances occurs that indicates goodwill may be impaired. Goodwill is deductible for tax purposes and will be amortized over a period of 15 years.

The recorded purchase price for certain of the foregoing business combinations includes an estimation of the fair value of contingent consideration obligations associated with potential earnout provisions, which are generally based on recurring commissions and fees revenue. The contingent earnout consideration amounts identified in the tables below are measured at fair value within Level 3 of the fair value hierarchy as discussed further in Note 13. Any subsequent changes in the fair value of contingent earnout liabilities will be recorded in the condensed consolidated statements of comprehensive income (loss) when incurred.

The recorded purchase price for certain business combinations also includes an estimation of the fair value of noncontrolling interests, which are calculated based on a valuation of the entity with the relevant percentage applied.

The Company completed the following nine business combinations during the six months ended June 30, 2020:


•	Lanier, a Middle Market Partner effective January 1, 2020, was made to expand the Company’s Middle Market presence in the healthcare, higher education, construction, property and non-profit businesses throughout Florida and other states.


•	Highland, a Specialty Partner effective January 1, 2020, was made to expand the Company’s Specialty presence in the healthcare and cyber insurance businesses and to add capabilities within the real estate business.


•	AgencyRM, a Medicare Partner effective February 1, 2020, was made to expand the Company’s Medicare business presence in Texas.


•	VibrantUSA, a Medicare Partner effective February 1, 2020, was made to expand the Company’s Medicare business presence in Washington.


•	IRP, a Middle Market Partner effective April 1, 2020, was made to expand the Company’s capabilities within the energy and infrastructure business.


•	Southern Protective Group, a Middle Market Partner effective May 1, 2020, was made to expand the Company's risk consulting capabilities in the medical malpractice market.


•	Pendulum, a Specialty Partner effective May 1, 2020, was made to expand the Company's specialty risk consulting capabilities in the long-term care and senior living markets.


•	Rosenthal, a Middle Market Partner effective June 1, 2020, was made to expand the Company’s capabilities within the habitational real estate industry.


•	TBA/RBA, a Middle Market Partner effective June 1, 2020, was made to expand the Company’s employee benefits business in Tennessee and across the Southeastern U.S.

The operating results of these business combinations have been included in the condensed consolidated statements of comprehensive income (loss) since their respective acquisition dates. The Company recognized total revenues and net income from these business combinations of $17.7 million and $2.2 million, respectively, for the six months ended June 30, 2020.

Acquisition-related costs incurred in connection with these business combinations are recorded in other operating expenses in the condensed consolidated statements of comprehensive income (loss). The Company incurred acquisition-related costs from these business combinations of $1.4 million for the six months ended June 30, 2020.

The table below provides a summary of the total consideration and the estimated purchase price allocations made for each of the business acquisitions that became effective during the six months ended June 30, 2020. The "All Others" column includes amounts for the AgencyRM, VibrantUSA, Southern Protective Group and Pendulum business combinations.



(in thousands)	Lanier			Highland			IRP			Rosenthal			TBA/RBA			All Others			Totals
Cash consideration paid	$	24,450		$	6,603		$	26,223		$	75,936		$	76,272		$	22,253		$	231,737
Fair value of contingent earnout consideration	1,628			788			5,521			7,051			7,000			3,200			25,188
Fair value of equity interest	6,119			4,500			7,535			10,147			21,427			2,402			52,130
Deferred payment	—			—			—			—			300			—			300
Total consideration	$	32,197		$	11,891		$	39,279		$	93,134		$	104,999		$	27,855		$	309,355

Cash	$	2,413		$	1,542		$	1,694		$	954		$	—		$	1,022		$	7,625
Premiums, commissions and fees receivable	2,494			5,977			3,229			4,734			8,731			1,598			26,763
Property and equipment	294			—			123			—			—			27			444
Other assets	168			13			22			11			—			16			230
Intangible assets																			—
Purchased customer accounts	6,308			—			8,262			33,670			53,900			4,993			107,133
Distributor relationships	—			6,500			—			—			—			8,100			14,600
Carrier relationships	—			659			—			—			—			—			659
Software	—			—			—			—			—			565			565
Trade names	—			214			—			939			179			57			1,389
Goodwill	23,739			4,228			30,250			56,253			44,264			12,322			171,056
Total assets acquired	35,416			19,133			43,580			96,561			107,074			28,700			330,464
Premiums and producer commissions payable	(2,954		)	(6,374		)	(4,301		)	(3,427		)	(2,075		)	(584		)	(19,715		)
Accrued expenses and other current liabilities	(265		)	(868		)	—			—			—			(261		)	(1,394		)
Total liabilities acquired	(3,219		)	(7,242		)	(4,301		)	(3,427		)	(2,075		)	(845		)	(21,109		)
Net assets acquired	$	32,197		$	11,891		$	39,279		$	93,134		$	104,999		$	27,855		$	309,355

Maximum potential contingent earnout consideration ⁽¹⁾	$	11,000		$	2,450		$	44,399		$	30,843		$	30,147		$	8,689		$	127,528

__________


(1)	IRP has an uncapped earnout. The maximum potential earnout consideration represented has been calculated assuming 50% compound annual revenue growth for three years.

Due to the complexity of valuing the consideration paid and the purchase price allocation and the timing of these activities, certain amounts included in the condensed consolidated financial statements may be provisional and subject to additional adjustments within the measurement period as permitted by Topic 805. Any measurement period adjustments related to prior period business combinations are reflected as current period adjustments in accordance with Topic 805. The Company did not have any measurement period adjustments during the six months ended June 30, 2020.

The factors contributing to the recognition of the amount of goodwill are based on expanding business presence into new geographic locations and service markets, strategic benefits that are expected to be realized from acquiring the Partners’ assembled workforce in addition to other synergies gained from integrating the Partners’ operations into our consolidated structure.

The intangible assets acquired in connection with business combinations during the six months ended June 30, 2020 have the following estimated weighted-average lives:



	Weighted-Average Life
Purchased customer accounts	19.1 years
Distributor relationships	20.0 years
Carrier relationships	0.8 years
Software	2.0 years
Trade names	4.3 years

Future annual estimated amortization expense over the next five years for intangible assets acquired in connection with business combinations during the six months ended June 30, 2020 is as follows:



(in thousands)	Amount
For the remainder of 2020	$	4,780
2021	8,775
2022	8,490
2023	8,313
2024	8,096

The following unaudited pro forma consolidated results of operations are provided for illustrative purposes only and have been presented as if the acquisitions of Lanier, Highland, AgencyRM, VibrantUSA, IRP, Southern Protective Group, Pendulum, Rosenthal and TBA/RBA occurred on January 1, 2019. This unaudited pro forma information should not be relied upon as being indicative of the historical results that would have been obtained if the acquisitions had occurred on that date, nor of the results that may be obtained in the future.



	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(in thousands, except per share data)	2020			2019			2020		2019
Pro forma results:
Revenues	$	55,821		$	50,809		$	133,905	$	105,645
Net income (loss)	(8,178		)	(4,115		)	6,144		8,656
Net income (loss) attributable to BRP Group, Inc.	(2,845		)				2,030

Basic earnings (loss) per share	$	(0.14	)				$	0.10
Diluted earnings (loss) per share	$	(0.14	)				$	0.10
Weighted-average shares of Class A common stock outstanding - basic	20,426						19,983
Weighted-average shares of Class A common stock outstanding - diluted	20,426						20,344

Variable Interest Entities (Notes)

6 Months Ended

Jun. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Variable Interest Entities

Topic 810 requires a reporting entity to consolidate a variable interest entity (“VIE”) when the reporting entity has a variable interest or combination of variable interests that provide the entity with a controlling financial interest in the VIE. The Company continually assesses whether it has a controlling financial interest in each of its VIEs to determine if it is the primary beneficiary of the VIE and should, therefore, consolidate each of the VIEs. A reporting entity is considered to have a controlling financial interest in a VIE if it has (i) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance, and (ii) the obligation to absorb the losses of, or the right to receive benefits from, the VIE that could potentially be significant to the VIE.

The Company determined that it is the primary beneficiary of its VIEs, which, at June 30, 2019, included The Villages Insurance Partners, LLC (“TVIP”) and the Company’s joint ventures, BKS-IPEO JV Partners, LLC (“iPEO”), Laureate Insurance Partners, LLC (“Laureate”), BKS Smith, LLC (“Smith”), BKS MS, LLC (“Saunders”) and BKS Partners Galati Marine Solutions, LLC (“Galati”). In connection with the Reorganization Transactions and Initial Public Offering in October 2019, the Company acquired the equity interests of TVIP and iPEO, which became wholly-owned subsidiaries of BRP and, accordingly, are no longer VIEs of the Company at June 30, 2020 and December 31, 2019. The Company has consolidated its VIEs into the consolidated financial statements.

Total revenues and expenses of the Company’s consolidated VIEs included in the condensed consolidated statements of comprehensive income (loss) were $165,000 and $150,000, respectively, for the three months ended June 30, 2020 and $3.1 million and $1.9 million, respectively, for the three months ended June 30, 2019. Total revenues and expenses of the Company’s consolidated VIEs included in the condensed consolidated statements of comprehensive income (loss) were $403,000 and $339,000, respectively, for the six months ended June 30, 2020 and $7.8 million and $4.7 million, respectively, for the six months ended June 30, 2019. The revenues and expenses of TVIP and iPEO are included in the revenues and expenses of the Company’s consolidated VIEs for the three and six months ended June 30, 2019.

The assets of the consolidated VIEs can only be used to settle the obligations of the consolidated VIEs and the creditors of the liabilities of the consolidated VIEs do not have recourse to the Company. The following tables provide a summary of the carrying amounts of the assets and liabilities of the Company’s consolidated VIEs at each of the balance sheet dates:



	At June 30, 2020
(in thousands)	Laureate		Smith		Saunders		Total
Assets
Cash and cash equivalents	$	58	$	—	$	2	$	60
Premiums, commissions and fees receivable, net	—		88		79		167
Total current assets	58		88		81		227
Property and equipment, net	26		—		—		26
Other assets	5		—		—		5
Total assets	$	89	$	88	$	81	$	258
Liabilities
Premiums payable to insurance companies	$	7	$	49	$	3	$	59
Producer commissions payable	1		—		—		1
Accrued expenses and other current liabilities	7		—		—		7
Total liabilities	$	15	$	49	$	3	$	67



	At December 31, 2019
(in thousands)	Laureate		Smith		Saunders		Total
Assets
Cash and cash equivalents	$	46	$	1	$	—	$	47
Premiums, commissions and fees receivable, net	—		44		31		75
Total current assets	46		45		31		122
Property and equipment, net	31		—		—		31
Other assets	5		—		2		7
Total assets	$	82	$	45	$	33	$	160
Liabilities
Premiums payable to insurance companies	$	3	$	—	$	3	$	6
Producer commissions payable	2		5		8		15
Accrued expenses and other current liabilities	4		25		—		29
Total liabilities	$	9	$	30	$	11	$	50

Revenue (Notes)

6 Months Ended

Jun. 30, 2020

Revenue from Contract with Customer [Abstract]

Revenue

The following table provides disaggregated commissions and fees revenue by major source:



	For the Three Months Ended June 30,				For the Six Months Ended June 30,
(in thousands)	2020		2019		2020		2019
Direct bill revenue⁽¹⁾	$	22,430	$	15,990	$	50,539	$	35,594
Agency bill revenue⁽²⁾	20,256		12,261		36,685		16,831
Profit-sharing revenue⁽³⁾	2,626		1,837		7,750		6,290
Policy fee and installment fee revenue⁽⁴⁾	3,653		2,393		7,035		2,393
Consulting and service fee revenue⁽⁵⁾	793		579		1,508		1,226
Other income⁽⁶⁾	1,510		—		1,910		563
Total commissions and fees	$	51,268	$	33,060	$	105,427	$	62,897

__________


(1)	Direct bill revenue represents commission revenue earned by facilitating the arrangement between individuals or businesses and Insurance Company Partners by providing insurance placement services to Clients, primarily for private risk management, commercial risk management, employee benefits and Medicare insurance types.


(2)	Agency bill revenue primarily represents commission revenue earned by facilitating the arrangement between individuals or businesses and Insurance Company Partners by providing insurance placement services to Clients. The Company acts as an agent on behalf of the Client for the term of the insurance policy.


(3)	Profit-sharing revenue represents bonus-type revenue that is earned by the Company as a sales incentive provided by certain Insurance Company Partners.

(4)

Policy fee revenue represents revenue earned for acting in the capacity of an MGA on behalf of the Insurance Company Partner and fulfilling certain services including delivery of policy documents, processing payments and other administrative functions. Installment fee revenue represents revenue earned by the Company for providing payment processing services on behalf of the Insurance Company Partner related to policy premiums paid on an installment basis.


(5)	Service fee revenue is earned by receiving negotiated fees in lieu of a commission and consulting revenue is earned by providing specialty insurance consulting.


(6)	Other income consists of Medicare marketing income that is based on agreed-upon cost reimbursement for fulfilling specific targeted marketing campaigns in addition to other fee income and premium financing income generated across all Operating Groups.

The application of ASC Topic 606, Revenue from Contracts with Customers (“Topic 606”), requires the use of management judgment. The following are the areas of most significant judgment as it relates to Topic 606:


•	The Company considers the policyholders as representative of its customers in the majority of contractual relationships, with the exception of contracts in its Medicare operating segment, where the Insurance Company Partner is considered its customer.

•

Contracts in the Medicare operating segment are multi-year arrangements in which the Company is entitled to renewal commissions. However, the Company has applied a constraint to renewal commission that limits revenue recognized on new policies to the policy year in effect, and revenue recognized on renewed policies to the receipt of periodic cash, when a risk of significant reversals exists based on: (i) insufficient history; and (ii) the influence of external factors outside of the Company’s control, including policyholder discretion over plans and Insurance Company Partner relationship, political influence, and a contractual provision, which limits the Company’s right to receive renewal commissions to ongoing compliance and regulatory approval of the relevant Insurance Company Partner and compliance with the Centers for Medicare and Medicaid Services.


•	The Company recognizes separately contracted commissions revenue at the effective date of insurance placement and considers any ongoing interaction with the customer to be immaterial in the context of the contract.


•	Variable consideration includes estimates of direct bill commissions, a reserve for policy cancellations and an estimate of profit-sharing revenue.


•	Costs to obtain a contract are deferred and recognized over five years, which represents management’s estimate of the average period over which a Client maintains its initial coverage relationship with the original Insurance Company Partner.

•

Due to the relatively short time period between the information gathering phase and binding insurance coverage, the Company has determined that costs to fulfill contracts are not significant. Therefore, costs to fulfill a contract are expensed as incurred.

Contract Assets and Liabilities (Notes)

6 Months Ended

Jun. 30, 2020

Contract with Customer, Asset and Liability [Abstract]

Contract Assets and Liabilities

Contract assets arise when the Company recognizes revenue for amounts which have not yet been billed and contract liabilities relate to payments received in advance of performance under the contract before the transfer of a good or service to the customer. Contract assets are included in premiums, commissions and fees receivable, net and contract liabilities are included in accrued expenses and other current liabilities on the condensed consolidated balance sheets. The balances of contract assets and liabilities arising from contracts with customers are as follows:



(in thousands)	June 30, 2020		December 31, 2019
Contract assets	$	74,126	$	47,337
Contract liabilities	4,213		5,349

During the six months ended June 30, 2020, the Company recognized revenue of $4.5 million related to the contract liabilities balance at December 31, 2019.

Deferred Commission Expense (Notes)

6 Months Ended

Jun. 30, 2020

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Deferred Commission Expense

The Company pays an incremental amount of compensation in the form of producer commissions on new business. In accordance with ASC Topic 340, Other Assets and Deferred Costs, these incremental costs are deferred and amortized over five years, which represents management’s estimate of the average benefit period. Deferred commission expense represents employee commissions that are capitalized and not yet expensed. The table below provides a rollforward of deferred commission expense for each of the three and six months ended June 30, 2020 and 2019:



	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(in thousands)	2020			2019			2020			2019
Balance at beginning of period	$	3,792		$	3,003		$	3,621		$	2,882
Costs capitalized	617			333			1,109			681
Amortization	(349		)	(242		)	(670		)	(469		)
Balance at end of period	$	4,060		$	3,094		$	4,060		$	3,094

Intangible Assets, Net and Goodwill (Notes)

6 Months Ended

Jun. 30, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets, Net and Goodwill

The Company recognizes certain separately identifiable intangible assets acquired in connection with business combinations and asset acquisitions. Refer to Note 3 for a summary of intangible assets acquired in connection with business combinations during the six months ended June 30, 2020. Intangible assets consist of the following:



	June 30, 2020							December 31, 2019
(in thousands)	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Purchased customer accounts	$	161,815	$	(12,800	)	$	149,015	$	53,987	$	(9,143	)	$	44,844
Software	31,161		(8,196		)	22,965		30,590		(5,070		)	25,520
Distributor relationships	27,600		(816		)	26,784		13,000		(331		)	12,669
Carrier relationships	7,859		(687		)	7,172		7,200		(170		)	7,030
Trade names	4,002		(485		)	3,517		2,613		(226		)	2,387
Totals	$	232,437	$	(22,984	)	$	209,453	$	107,390	$	(14,940	)	$	92,450

Amortization expense recorded for intangible assets was $4.5 million and $2.8 million for the three months ended June 30, 2020 and 2019, respectively, and $8.0 million and $3.7 million for the six months ended June 30, 2020 and 2019, respectively.

Refer to Note 3 for a summary of goodwill recorded in connection with business combinations during the six months ended June 30, 2020. The changes in carrying value of goodwill by Operating Group for the period are as follows:



(in thousands)	Middle Market		Specialty		MainStreet		Medicare		Total
Balance at December 31, 2019	$	52,932	$	60,115	$	38,892	$	12,531	$	164,470
Goodwill of acquired businesses	159,743		6,219		—		5,094		171,056
Balance at June 30, 2020	$	212,675	$	66,334	$	38,892	$	17,625	$	335,526

Long-term Debt (Notes)	6 Months Ended
Long-term Debt (Notes)	Jun. 30, 2020
Debt Disclosure [Abstract]
Long-term Debt	Long-Term Debt The Company has a syndicated credit agreement with JPMorgan as successor agent and lead arranger (the “JPMorgan Credit Agreement”), which has a maturity date of September 23, 2024. At December 31, 2019, the JPMorgan Credit Agreement provided for an aggregate borrowing capacity of $225.0 million under a revolving credit commitment (the “Revolving Credit Commitment”), of which no more than $65.0 million of the aggregate borrowing capacity is available for working capital purposes and the entirety of which is available to fund acquisitions. On March 12, 2020, the Company entered into the Incremental Facility Amendment No. 1 to the JP Morgan Credit Agreement to increase the aggregate borrowing capacity to $300.0 million. The Company capitalized debt issuance costs related to the amendment of $230,000 during the six months ended June 30, 2020. On June 18, 2020, the Company executed the Incremental Facility Amendment No. 3 to the JPMorgan Credit Agreement, which (i) increased the aggregate borrowing capacity to $400.0 million and (ii) added a new lender to the syndicate. All other terms of the JPMorgan Credit Agreement remain unchanged. The Company capitalized debt issuance costs related to the amendment of $1.7 million during the six months ended June 30, 2020. At June 30, 2020 and December 31, 2019, the variable rate in effect for the JPMorgan Credit Agreement was the London Interbank Offered Rate due to a repricing option. The applicable interest rate on the Revolving Credit Commitment was 2.19% and 3.81% at June 30, 2020 and December 31, 2019, respectively. The JPMorgan Credit Agreement requires the Company to meet certain financial covenants and comply with customary affirmative and negative covenants as listed in the underlying agreement. The Company was in compliance with these covenants at June 30, 2020.

Related Party Transactions (Notes)	6 Months Ended
Related Party Transactions (Notes)	Jun. 30, 2020
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions Commission Revenue The Company serves as a broker for Holding Company of the Villages, Inc. (“Villages”), a related party entity. Commission revenue recorded as a result of these transactions was $452,000 and $133,000 for the three months ended June 30, 2020 and 2019, respectively, and $721,000 and $443,000 for the six months ended June 30, 2020 and 2019, respectively. The Company serves as a broker for certain entities in which a member of our board of directors has a material interest. Commission revenue recorded as a result of these transactions was $2,000 and $4,000 for the three months ended June 30, 2020 and 2019, respectively, and $124,000 and $118,000 for the six months ended June 30, 2020 and 2019, respectively. Rent Expense The Company has various agreements to lease office space from wholly-owned subsidiaries of Villages. Total rent expense incurred with respect to Villages and its wholly-owned subsidiaries was $151,000 and $125,000 for the three months ended June 30, 2020 and 2019, respectively, and $284,000 and $249,000 for the six months ended June 30, 2020 and 2019, respectively. The Company has various agreements to lease office space from other related parties. Total rent expense incurred with respect to related parties other than Villages was $516,000 and $149,000 for the three months ended June 30, 2020 and 2019, respectively, and $764,000 and $298,000 for the six months ended June 30, 2020 and 2019, respectively. LLC Unit Redemptions In connection with the public offering of our Class A common stock in June 2020, we repurchased 1,875,000 LLC Units from Lowry Baldwin, the Company's Chairman, 450,000 LLC Units from Elizabeth Krystyn, one of the Company's founders, and 150,000 LLC Units from Laura Sherman, one of the Company's founders, at a price per LLC Unit equal to the price per share paid by the underwriters in the public offering.

Share-Baed Compensation (Notes)

6 Months Ended

Jun. 30, 2020

Share-based Payment Arrangement [Abstract]

Share-Based Compensation

The Company has an Omnibus Incentive Plan (the “Omnibus Plan”) to motivate and reward employees (“Colleagues”) and other individuals to perform at the highest level and contribute significantly to the Company’s success, thereby furthering the best interests of its shareholders. The Omnibus Plan provides for the Company to make awards of 1,948,414 shares of Class A common stock at June 30, 2020. During the six months ended June 30, 2020, the Company granted restricted stock under the Omnibus Plan to its non-employee directors, executives and Colleagues, including those executives and Colleagues who onboarded in connection with our Partnerships. Shares of restricted stock issued to directors and executives during the six months ended June 30, 2020 generally vested immediately upon issuance while shares issued to Colleagues generally cliff vest after 3 to 5 years.

The following table summarizes the activity for non-vested awards granted by the Company under the Omnibus Plan:



	Shares		Weighted-Average Grant-Date Fair Value Per Share		Weighted-Average Contractual Term (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2019	330,244		$	14.00	3.66	$	677
Granted	238,691		11.22		1.88
Vested and settled	(152,206	)	11.08			—
Forfeited	(18,705	)	14.01
Outstanding at June 30, 2020	398,024		$	13.45	3.40	$	1,522

The Company recognizes share-based compensation expense for the Omnibus Plan net of actual forfeitures. The Company recorded share-based compensation expense of $600,000 and $1.2 million in connection with the Omnibus Plan and Management Incentive Units Plan for the three and six months ended June 30, 2020, respectively, which is included in commissions, employee compensation and benefits expense in the condensed consolidated statements of comprehensive income (loss).

Earnings (Loss) Per Share (Notes)

6 Months Ended

Jun. 30, 2020

Earnings Per Share [Abstract]

Earnings Per Share

Earnings (Loss) Per Share

Basic earnings (loss) per share is computed by dividing net income attributable to BRP Group, Inc. by the weighted-average number of shares of Class A common stock outstanding during the period. Diluted earnings (loss) per share is computed giving effect to all potentially dilutive shares of Class B common stock.

The shares of Class B common stock do not share in the earnings or losses attributable to BRP Group, and therefore, are not participating securities. Accordingly, a separate presentation of basic and diluted earnings per share of Class B common stock under the two-class method has not been included. The 45,458,763 shares of Class B common stock have been excluded in computing diluted net earnings per share because including them on an “if-converted” basis would have an anti-dilutive effect. In addition, the 398,024 shares of unvested restricted Class A common stock were excluded from the diluted calculation, as their inclusion would have been anti-dilutive as the Company was in a net loss position.

The following is a calculation of the basic and diluted weighted-average number of shares of Class A common stock outstanding and earnings per share for the three and six months ended June 30, 2020.



(in thousands, except per share data)	For the Three Months Ended June 30, 2020			For the Six Months Ended June 30, 2020
Basic and diluted net loss per share:
Net loss attributable to BRP Group, Inc.	$	(3,588	)	$	(2,120	)
Shares used for basic net loss per share:
Basic and diluted weighted-average shares of Class A common stock outstanding	20,426			19,960
Basic and diluted net loss per share	$	(0.18	)	$	(0.11	)

Fair Value Measurements (Notes)

6 Months Ended

Jun. 30, 2020

Fair Value Disclosures [Abstract]

Fair Value Measurements

Topic 820 established a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). The three levels of the fair value hierarchy under Topic 820 are described below:


Level 1:	Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access.


Level 2:	Inputs to the valuation methodology are quoted market prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.


Level 3:	Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

An asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

Methodologies used for assets and liabilities measured at fair value on a recurring basis at June 30, 2020 and December 31, 2019 are based on limited unobservable inputs. These methods may produce a fair value calculation that may not be indicative of the net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

The following table summarizes the Company’s assets and liabilities measured at fair value on a recurring basis within each level of the fair value hierarchy:



(in thousands)	June 30, 2020		December 31, 2019
Level 3
Contingently returnable consideration	$	387	$	70
Level 3 Assets	$	387	$	70

Contingent earnout liabilities	$	78,535	$	48,769
Level 3 Liabilities	$	78,535	$	48,769

The Company’s contingently returnable consideration at June 30, 2020 and December 31, 2019 represents a contingent right of return from a Partner to reimburse the Company for a portion of the purchase price as part of the Partnership transaction. The fair value of the contingently returnable consideration is based on sales projections for the acquired entity, which are reassessed each reporting period. Based on the Company’s ongoing assessment of the fair value of contingently returnable consideration, the Company recorded a net increase in the estimated fair value of such asset of $317,000 for the six months ended June 30, 2020. The Company has assessed the maximum refund relating to the contingently returnable consideration to be $1.3 million at June 30, 2020.

The fair value of contingent earnout liabilities is based on sales projections for the acquired entities, which are reassessed each reporting period. Based on the Company’s ongoing assessment of the fair value of contingent earnout liability, the Company recorded a net increase in the estimated fair value of such liabilities of $6.6 million for the six months ended June 30, 2020. The Company has assessed the maximum estimated exposure to the contingent earnout liabilities to be $227.3 million at June 30, 2020.

The Company measures contingently returnable consideration and contingent earnout liabilities at fair value at each reporting period using significant unobservable inputs classified within Level 3 of the fair value hierarchy. The Company uses a probability weighted value analysis as a valuation technique to convert future estimated cash flows to a single present value amount. The significant unobservable inputs used in the fair value measurements are sales projections over the earnout period, and the probability outcome percentages assigned to each scenario. Significant increases or decreases to either of these inputs would result in a significantly higher or lower asset or liability with a higher asset capped by the contractual maximum of the contingently returnable consideration and a higher liability capped by the contractual maximum of the contingent earnout liabilities. Ultimately, the asset and liability will be equivalent to the amount settled, and the difference between the fair value estimate and amount settled will be recorded in earnings for business combinations, or as a reduction of the cost of the assets acquired for asset acquisitions. Refer to Note 3 for additional information regarding contingently returnable consideration and contingent earnout consideration recorded in connection with business acquisitions.

The fair value of the contingent earnout liabilities is based on the present value of the expected future payments to be made to Partners in accordance with the provisions outlined in the respective purchase agreements, which is a Level 3 fair value measurement. In determining fair value, the Company estimates the Partner’s future performance using financial projections developed by management for the Partner and market participant assumptions that were derived for revenue growth or profitability based on earnings before income taxes, depreciation and amortization (“EBITDA”). Revenue and EBITDA growth rates generally ranged from 10% to 20%. The Company estimates future payments using the earnout formula and performance targets specified in each purchase agreement and these financial projections. These payments are discounted to present value using a risk-adjusted rate that takes into consideration market-based rates of return that reflect the ability of the Partner to achieve the targets. These discount rates generally ranged from 6.50% to 18.00%. Changes in financial projections, market participant assumptions for revenue growth and profitability, or the risk-adjusted discount rate, would result in a change in the fair value of contingent consideration.

The following table sets forth a summary of the changes in the fair value of the Company’s contingently returnable consideration and contingent earnout liabilities, which are measured at fair value on a recurring basis utilizing Level 3 assumptions in their valuation:



	For the Three Months Ended June 30,								For the Six Months Ended June 30,
	2020					2019			2020					2019
(in thousands)	Contingently Returnable Consideration		Contingent Earnout Liabilities			Contingent Earnout Liabilities			Contingently Returnable Consideration		Contingent Earnout Liabilities			Contingent Earnout Liabilities
Balance at beginning of period	$	258	$	53,855		$	6,463		$	70	$	48,769		$	9,249
Fair value of contingent consideration issuances	—		21,951			25,619			—		25,188			25,619
Change in fair value of contingent consideration	129		4,710			(971		)	317		6,559			(3,757		)
Payment of contingent consideration	—		(1,981		)	—			—		(1,981		)	—
Balance at end of period	$	387	$	78,535		$	31,111		$	387	$	78,535		$	31,111

The change in fair value of contingent consideration during the six months ended June 30, 2020 and 2019 related entirely to assets and liabilities that were held at the end of the respective periods.

Fair Value of Other Financial Instruments

The fair value of the Revolving Credit Commitment is classified as Level 2 within the fair value hierarchy. Fair value is based on an estimate using a discounted cash flow analysis based on current borrowing rates for similar types of borrowing arrangements. The fair value of the Revolving Credit Commitment was approximately $220.9 million at June 30, 2020 compared to a carrying value of $226.0 million. The carrying amount of the Revolving Credit Commitment of $40.4 million approximated fair value at December 31, 2019 as a result of the JPMorgan Credit Agreement having been amended and restated at market terms on December 19, 2019.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Commitments and Contingencies	6 Months Ended
Commitments and Contingencies	Jun. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies The Company is involved in various claims and legal actions arising in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company’s consolidated financial position, results of operations or liquidity.

Segment Reporting (Notes)

6 Months Ended

Jun. 30, 2020

Segment Reporting [Abstract]

Segment Reporting

Segment Information

BRP Group’s business is divided into four Operating Groups: Middle Market, Specialty, MainStreet, and Medicare.


•	Middle Market provides private risk management, commercial risk management and employee benefits solutions for mid-to-large size businesses and high net worth individuals and families.

•

Specialty represents a wholesale co-brokerage platform that delivers specialty insurers, professionals, individuals and niche industry businesses expanded access to exclusive specialty markets, capabilities and programs requiring complex underwriting and placement. Specialty also represents a leading technology platform, MGA of the Future, which is a national renter’s insurance product distributed via sub-agent partners and property management software providers, which has expanded distribution capabilities for new products through our wholesale and retail networks.


•	MainStreet offers personal insurance, commercial insurance and life and health solutions to individuals and businesses in their communities.


•	Medicare offers consultation for government assistance programs and solutions, including traditional Medicare and Medicare Advantage, to seniors and Medicare-eligible individuals through a network of agents.

In the Middle Market, MainStreet, and Specialty Operating Groups, the Company generates commissions and fees from insurance placement under both agency bill and direct bill arrangements. In addition, the Company generates profit sharing income in each of those segments based on either the underlying book of business or performance, such as loss ratios. In the Middle Market Operating Group only, the Company generates fees from service fee and consulting arrangements. Service fee arrangements are in place with certain customers in lieu of commission arrangements.

In the Medicare Operating Group, the Company generates commissions and fees in the form of direct bill insurance placement and marketing income. Marketing income is earned through co-branded marketing campaigns with the Company’s Insurance Company Partners.

The Company’s chief operating decision maker, the chief executive officer, uses net income before interest, taxes, depreciation, amortization, and one-time transactional-related expenses or non-recurring items to manage resources and make decisions about the business. There are no intersegment net sales that occurred during the reporting periods.

Summarized financial information concerning the Company’s Operating Groups is shown in the following tables. The “Corporate and Other” column includes any expenses not allocated to the Operating Groups and corporate-related items, including related party and third-party interest expense. Service center expenses and other overhead are allocated to the Company’s Operating Groups based on either revenue or headcount as applicable to each expense.



	For the Three Months Ended June 30, 2020
(in thousands)	Middle Market		Specialty			MainStreet		Medicare			Corporate and Other			Total
Commissions and fees	$	20,718	$	19,456		$	7,704	$	3,390		$	—		$	51,268
Net income (loss)	2,425		(3,223		)	956		(167		)	(7,850		)	(7,859		)



	For the Three Months Ended June 30, 2019
(in thousands)	Middle Market		Specialty			MainStreet		Medicare		Corporate and Other			Total
Commissions and fees	$	12,106	$	12,934		$	5,769	$	2,251	$	—		$	33,060
Net income (loss)	2,280		(767		)	1,311		605		(6,388		)	(2,959		)



	For the Six Months Ended June 30, 2020
(in thousands)	Middle Market		Specialty			MainStreet		Medicare		Corporate and Other			Total
Commissions and fees	$	42,750	$	36,872		$	16,012	$	9,793	$	—		$	105,427
Net income (loss)	10,614		(4,912		)	2,200		2,447		(13,501		)	(3,152		)



	For the Six Months Ended June 30, 2019
(in thousands)	Middle Market		Specialty			MainStreet		Medicare		Corporate and Other			Total
Commissions and fees	$	28,645	$	15,765		$	12,300	$	6,187	$	—		$	62,897
Net income (loss)	10,180		(600		)	3,580		2,445		(8,822		)	6,783



(in thousands)	Middle Market		Specialty		MainStreet		Medicare		Corporate and Other		Total
Total assets at June 30, 2020	$	446,363	$	178,815	$	58,806	$	32,700	$	152,984	$	869,668
Total assets at December 31, 2019	105,353		154,983		60,253		17,533		60,646		398,768

Subsequent Events (Notes)	6 Months Ended
Subsequent Events (Notes)	Jun. 30, 2020
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On July 9, 2020, the Company repaid $125.0 million of debt under the Revolving Credit Commitment with proceeds received from its public offering completed in June. Business Partnerships Effective July 31, 2020, the Company purchased certain assets and intellectual and intangible rights and assumed certain liabilities of Fletcher Financial Group, Inc. The Partnership was made to expand its Medicare business presence in Washington. The Company has not yet completed its evaluation and determination of consideration paid, certain assets and liabilities acquired, or treatment of this transaction as either a business combination or asset acquisition in accordance with Topic 805. Effective July 31, 2020, the Company purchased certain assets and intellectual and intangible rights and assumed certain liabilities of Medicare Insurance Advisors, Inc. The Partnership was made to expand its Medicare business presence in Tennessee. The Company has not yet completed its evaluation and determination of consideration paid, certain assets and liabilities acquired, or treatment of this transaction as either a business combination or asset acquisition in accordance with Topic 805.

Significant Accounting Policies (Policies)	6 Months Ended
Significant Accounting Policies (Policies)	Jun. 30, 2020
Accounting Policies [Abstract]
Principles of Consolidation	The consolidated financial statements include the accounts of BRP Group and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. As the sole manager of BRP, BRP Group operates and controls all the business and affairs of BRP, and has the sole voting interest in, and controls the management of, BRP. Accordingly, BRP Group began consolidating BRP in its consolidated financial statements as of the closing date of the Initial Public Offering, resulting in a noncontrolling interest related to the LLC Units held by BRP’s LLC members (the “LLC Units”) on its consolidated financial statements. BRP and BRP Group have been under the common control of the Company’s Chairman, Lowry Baldwin, before and after the reorganization transactions undertaken in connection with the Initial Public Offering (the “Reorganization Transactions”). Prior to the Reorganization Transactions, Mr. Baldwin held a controlling interest in Baldwin Investment Group Holdings, LLC (“BIGH”), which was the controlling owner of BRP through its majority ownership of BRP’s common units. In addition, Mr. Baldwin was the sole shareholder of BRP Group. Upon reorganization, BRP Group became the sole managing member of BRP. Holders of the Class B common stock hold a majority of the voting power of BRP Group and stockholders of the then majority of the Class B common stock, including BIGH, executed a Voting Agreement in which they agreed to vote in the same manner as Mr. Baldwin. As a result, Mr. Baldwin continued to control BRP Group subsequent to the Initial Public Offering and Reorganization Transactions. Accordingly, we have accounted for the Reorganization Transactions as a transaction between entities under common control in accordance with Accounting Standards Codification (“ASC”) Topic 805-50, Business Combinations - Related Issues, under which the financial information of BRP Group has been combined with that of BRP as of the earliest period presented. The Company has prepared these consolidated financial statements in accordance with ASC Topic 810, Consolidation (“Topic 810”). Topic 810 requires that if an enterprise is the primary beneficiary of a variable interest entity, the assets, liabilities, and results of operations of the variable interest entity should be included in the consolidated financial statements of the enterprise. The Company has recognized certain entities as variable interest entities of which the Company is the primary beneficiary and has included the accounts of these entities in the consolidated financial statements. Refer to Note 4 for additional information regarding the Company’s variable interest entities. Topic 810 also requires that the equity of a noncontrolling interest shall be reported on the condensed consolidated balance sheets within total equity of the Company. Certain redeemable noncontrolling interests are reported on the condensed consolidated balance sheets as mezzanine equity. Topic 810 also requires revenues, expenses, gains, losses, net income or loss, and other comprehensive income or loss to be reported in the consolidated financial statements at consolidated amounts, which include amounts attributable to the owners of the parent and the noncontrolling interests.
Use of Estimates	The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. Significant estimates underlying the accompanying consolidated financial statements include the application of guidance for revenue recognition, including determination of allowances for estimated policy cancellations, business combinations and purchase price allocation, impairment of long-lived assets including goodwill, and valuation of the Tax Receivable Agreement liability and share-based compensation.
Changes in Presentation	Certain prior year amounts have been reclassified to conform to current year presentation.
Recent Accounting Pronouncements	As an emerging growth company, the Jumpstart Our Business Startups (“JOBS”) Act permits the Company an extended transition period for complying with new or revised accounting standards affecting public companies. The Company has elected to use this extended transition period and adopt certain new accounting standards on the private company timeline, which means that the Company’s financial statements may not be comparable to the financial statements of public companies that comply with such new or revised accounting standards on a non-delayed basis. The Company has elected the extended transition period for the adoption of the Accounting Standards Updates (“ASUs”) below, except those where early adoption was both permitted and elected. In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”). The guidance in ASU 2016-02 supersedes the lease recognition requirements in Accounting Standards Codification (“ASC”) Topic 840, Leases. ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases, along with additional qualitative and quantitative disclosures. The FASB has subsequently issued several additional ASUs related to leases, which improved upon, provided interpretation of and transition relief for, the guidance issued in ASU 2016-02 and extended the adoption date for nonpublic business entities. This guidance is effective for the fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted. The Company is currently evaluating the full effect that the adoption of this standard will have on its consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Statements (“ASU 2016-13”), which amends the guidance for recognizing credit losses on financial instruments measured at amortized cost. ASU 2016-13 replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The FASB has subsequently issued several additional ASUs related to credit losses, which improved upon, provided interpretation of and transition relief for, the guidance issued in ASU 2016-13 and extended the adoption date for nonpublic business entities. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022, with early adoption permitted. The Company is currently evaluating the full effect that the adoption of this standard will have on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820) (“Topic 820”): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). This update modifies the disclosure requirements related to fair value measurement by removing certain disclosure requirements related to the fair value hierarchy. This update also modifies existing disclosure requirements related to measurement uncertainty and adds new disclosure requirements, such as disclosing the changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period and disclosing the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. The Company adopted the guidance in ASU 2018-13 effective January 1, 2020, which impacted the presentation of the fair value measurements disclosure in Note 13 but did not otherwise impact the Company’s consolidated financial statements.
Self Insurance Reserve	The Company converted to a self-insured health insurance plan beginning in March 2020 for which it carries an insurance program with specific retention levels or high per-claim deductibles for expected losses. The Company records a liability for all unresolved claims and for an estimate of incurred but not reported ("IBNR") claims at the anticipated cost that falls below its specified retention levels or per-claim deductible amounts. In establishing reserves, the Company considers actuarial assumptions and judgments regarding economic conditions and the frequency and severity of claims. The Company had an IBNR reserve of $458,000 at June 30, 2020, which is included in accrued expenses and other current liabilities on the condensed consolidated balance sheets.

Business Combinations (Tables)

6 Months Ended

Jun. 30, 2020

Business Combinations [Abstract]

Schedule of Business Acquisitions



(in thousands)	Lanier			Highland			IRP			Rosenthal			TBA/RBA			All Others			Totals
Cash consideration paid	$	24,450		$	6,603		$	26,223		$	75,936		$	76,272		$	22,253		$	231,737
Fair value of contingent earnout consideration	1,628			788			5,521			7,051			7,000			3,200			25,188
Fair value of equity interest	6,119			4,500			7,535			10,147			21,427			2,402			52,130
Deferred payment	—			—			—			—			300			—			300
Total consideration	$	32,197		$	11,891		$	39,279		$	93,134		$	104,999		$	27,855		$	309,355

Cash	$	2,413		$	1,542		$	1,694		$	954		$	—		$	1,022		$	7,625
Premiums, commissions and fees receivable	2,494			5,977			3,229			4,734			8,731			1,598			26,763
Property and equipment	294			—			123			—			—			27			444
Other assets	168			13			22			11			—			16			230
Intangible assets																			—
Purchased customer accounts	6,308			—			8,262			33,670			53,900			4,993			107,133
Distributor relationships	—			6,500			—			—			—			8,100			14,600
Carrier relationships	—			659			—			—			—			—			659
Software	—			—			—			—			—			565			565
Trade names	—			214			—			939			179			57			1,389
Goodwill	23,739			4,228			30,250			56,253			44,264			12,322			171,056
Total assets acquired	35,416			19,133			43,580			96,561			107,074			28,700			330,464
Premiums and producer commissions payable	(2,954		)	(6,374		)	(4,301		)	(3,427		)	(2,075		)	(584		)	(19,715		)
Accrued expenses and other current liabilities	(265		)	(868		)	—			—			—			(261		)	(1,394		)
Total liabilities acquired	(3,219		)	(7,242		)	(4,301		)	(3,427		)	(2,075		)	(845		)	(21,109		)
Net assets acquired	$	32,197		$	11,891		$	39,279		$	93,134		$	104,999		$	27,855		$	309,355

Maximum potential contingent earnout consideration ⁽¹⁾	$	11,000		$	2,450		$	44,399		$	30,843		$	30,147		$	8,689		$	127,528

__________

(1)

IRP has an uncapped earnout. The maximum potential earnout consideration represented has been calculated assuming 50% compound annual revenue growth for three years.

Schedule of Weighted-Average Useful Lives of Intangible Assets Acquired in Business Combinations

The intangible assets acquired in connection with business combinations during the six months ended June 30, 2020 have the following estimated weighted-average lives:



	Weighted-Average Life
Purchased customer accounts	19.1 years
Distributor relationships	20.0 years
Carrier relationships	0.8 years
Software	2.0 years
Trade names	4.3 years

Schedule of Future Amortization Expense for Intangible Assets Acquired in Business Combinations

Future annual estimated amortization expense over the next five years for intangible assets acquired in connection with business combinations during the six months ended June 30, 2020 is as follows:



(in thousands)	Amount
For the remainder of 2020	$	4,780
2021	8,775
2022	8,490
2023	8,313
2024	8,096

Schedule of Pro Forma Information



	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(in thousands, except per share data)	2020			2019			2020		2019
Pro forma results:
Revenues	$	55,821		$	50,809		$	133,905	$	105,645
Net income (loss)	(8,178		)	(4,115		)	6,144		8,656
Net income (loss) attributable to BRP Group, Inc.	(2,845		)				2,030

Basic earnings (loss) per share	$	(0.14	)				$	0.10
Diluted earnings (loss) per share	$	(0.14	)				$	0.10
Weighted-average shares of Class A common stock outstanding - basic	20,426						19,983
Weighted-average shares of Class A common stock outstanding - diluted	20,426						20,344

Variable Interest Entities (Tables)

6 Months Ended

Jun. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Variable Interest Entities

The following tables provide a summary of the carrying amounts of the assets and liabilities of the Company’s consolidated VIEs at each of the balance sheet dates:



	At June 30, 2020
(in thousands)	Laureate		Smith		Saunders		Total
Assets
Cash and cash equivalents	$	58	$	—	$	2	$	60
Premiums, commissions and fees receivable, net	—		88		79		167
Total current assets	58		88		81		227
Property and equipment, net	26		—		—		26
Other assets	5		—		—		5
Total assets	$	89	$	88	$	81	$	258
Liabilities
Premiums payable to insurance companies	$	7	$	49	$	3	$	59
Producer commissions payable	1		—		—		1
Accrued expenses and other current liabilities	7		—		—		7
Total liabilities	$	15	$	49	$	3	$	67



	At December 31, 2019
(in thousands)	Laureate		Smith		Saunders		Total
Assets
Cash and cash equivalents	$	46	$	1	$	—	$	47
Premiums, commissions and fees receivable, net	—		44		31		75
Total current assets	46		45		31		122
Property and equipment, net	31		—		—		31
Other assets	5		—		2		7
Total assets	$	82	$	45	$	33	$	160
Liabilities
Premiums payable to insurance companies	$	3	$	—	$	3	$	6
Producer commissions payable	2		5		8		15
Accrued expenses and other current liabilities	4		25		—		29
Total liabilities	$	9	$	30	$	11	$	50

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

Revenue (Tables)

6 Months Ended

Jun. 30, 2020

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregated Revenue

The following table provides disaggregated commissions and fees revenue by major source:



	For the Three Months Ended June 30,				For the Six Months Ended June 30,
(in thousands)	2020		2019		2020		2019
Direct bill revenue⁽¹⁾	$	22,430	$	15,990	$	50,539	$	35,594
Agency bill revenue⁽²⁾	20,256		12,261		36,685		16,831
Profit-sharing revenue⁽³⁾	2,626		1,837		7,750		6,290
Policy fee and installment fee revenue⁽⁴⁾	3,653		2,393		7,035		2,393
Consulting and service fee revenue⁽⁵⁾	793		579		1,508		1,226
Other income⁽⁶⁾	1,510		—		1,910		563
Total commissions and fees	$	51,268	$	33,060	$	105,427	$	62,897

__________


(1)	Direct bill revenue represents commission revenue earned by facilitating the arrangement between individuals or businesses and Insurance Company Partners by providing insurance placement services to Clients, primarily for private risk management, commercial risk management, employee benefits and Medicare insurance types.


(2)	Agency bill revenue primarily represents commission revenue earned by facilitating the arrangement between individuals or businesses and Insurance Company Partners by providing insurance placement services to Clients. The Company acts as an agent on behalf of the Client for the term of the insurance policy.


(3)	Profit-sharing revenue represents bonus-type revenue that is earned by the Company as a sales incentive provided by certain Insurance Company Partners.

(4)


(5)	Service fee revenue is earned by receiving negotiated fees in lieu of a commission and consulting revenue is earned by providing specialty insurance consulting.

(6)

Other income consists of Medicare marketing income that is based on agreed-upon cost reimbursement for fulfilling specific targeted marketing campaigns in addition to other fee income and premium financing income generated across all Operating Groups.

Contract Assets and Liabilities (Tables)

6 Months Ended

Jun. 30, 2020

Contract with Customer, Asset and Liability [Abstract]

Schedule of Contract Assets and Liabilities

The balances of contract assets and liabilities arising from contracts with customers are as follows:



(in thousands)	June 30, 2020		December 31, 2019
Contract assets	$	74,126	$	47,337
Contract liabilities	4,213		5,349

Deferred Commission Expense (Tables)

6 Months Ended

Jun. 30, 2020

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of Deferred Commission Expense

The table below provides a rollforward of deferred commission expense for each of the three and six months ended June 30, 2020 and 2019:



	For the Three Months Ended June 30,						For the Six Months Ended June 30,
(in thousands)	2020			2019			2020			2019
Balance at beginning of period	$	3,792		$	3,003		$	3,621		$	2,882
Costs capitalized	617			333			1,109			681
Amortization	(349		)	(242		)	(670		)	(469		)
Balance at end of period	$	4,060		$	3,094		$	4,060		$	3,094

Intangible Assets, Net and Goodwill (Tables)

6 Months Ended

Jun. 30, 2020

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets

Intangible assets consist of the following:



	June 30, 2020							December 31, 2019
(in thousands)	Gross Carrying Value		Accumulated Amortization			Net Carrying Value		Gross Carrying Value		Accumulated Amortization			Net Carrying Value
Purchased customer accounts	$	161,815	$	(12,800	)	$	149,015	$	53,987	$	(9,143	)	$	44,844
Software	31,161		(8,196		)	22,965		30,590		(5,070		)	25,520
Distributor relationships	27,600		(816		)	26,784		13,000		(331		)	12,669
Carrier relationships	7,859		(687		)	7,172		7,200		(170		)	7,030
Trade names	4,002		(485		)	3,517		2,613		(226		)	2,387
Totals	$	232,437	$	(22,984	)	$	209,453	$	107,390	$	(14,940	)	$	92,450

Schedule of Goodwill

The changes in carrying value of goodwill by Operating Group for the period are as follows:



(in thousands)	Middle Market		Specialty		MainStreet		Medicare		Total
Balance at December 31, 2019	$	52,932	$	60,115	$	38,892	$	12,531	$	164,470
Goodwill of acquired businesses	159,743		6,219		—		5,094		171,056
Balance at June 30, 2020	$	212,675	$	66,334	$	38,892	$	17,625	$	335,526

Share-Based Compensation (Tables)

6 Months Ended

Jun. 30, 2020

Share-based Payment Arrangement [Abstract]

Schedule of Activity of Non-vested Awards under Omnibus Plan

The following table summarizes the activity for non-vested awards granted by the Company under the Omnibus Plan:



	Shares		Weighted-Average Grant-Date Fair Value Per Share		Weighted-Average Contractual Term (in years)	Aggregate Intrinsic Value (in thousands)
Outstanding at December 31, 2019	330,244		$	14.00	3.66	$	677
Granted	238,691		11.22		1.88
Vested and settled	(152,206	)	11.08			—
Forfeited	(18,705	)	14.01
Outstanding at June 30, 2020	398,024		$	13.45	3.40	$	1,522

Earnings (Loss) Per Share (Tables)

6 Months Ended

Jun. 30, 2020

Earnings Per Share [Abstract]

Schedule of Earnings Per Share

The following is a calculation of the basic and diluted weighted-average number of shares of Class A common stock outstanding and earnings per share for the three and six months ended June 30, 2020.



(in thousands, except per share data)	For the Three Months Ended June 30, 2020			For the Six Months Ended June 30, 2020
Basic and diluted net loss per share:
Net loss attributable to BRP Group, Inc.	$	(3,588	)	$	(2,120	)
Shares used for basic net loss per share:
Basic and diluted weighted-average shares of Class A common stock outstanding	20,426			19,960
Basic and diluted net loss per share	$	(0.18	)	$	(0.11	)

Fair Value Measurements (Tables)

6 Months Ended

Jun. 30, 2020

Fair Value Disclosures [Abstract]

Schedule of Fair Value by Balance Sheet Grouping

The following table summarizes the Company’s assets and liabilities measured at fair value on a recurring basis within each level of the fair value hierarchy:



(in thousands)	June 30, 2020		December 31, 2019
Level 3
Contingently returnable consideration	$	387	$	70
Level 3 Assets	$	387	$	70

Contingent earnout liabilities	$	78,535	$	48,769
Level 3 Liabilities	$	78,535	$	48,769

Schedule of Changes in Liabilities Measured at Fair Value on a Recurring Basis



	For the Three Months Ended June 30,								For the Six Months Ended June 30,
	2020					2019			2020					2019
(in thousands)	Contingently Returnable Consideration		Contingent Earnout Liabilities			Contingent Earnout Liabilities			Contingently Returnable Consideration		Contingent Earnout Liabilities			Contingent Earnout Liabilities
Balance at beginning of period	$	258	$	53,855		$	6,463		$	70	$	48,769		$	9,249
Fair value of contingent consideration issuances	—		21,951			25,619			—		25,188			25,619
Change in fair value of contingent consideration	129		4,710			(971		)	317		6,559			(3,757		)
Payment of contingent consideration	—		(1,981		)	—			—		(1,981		)	—
Balance at end of period	$	387	$	78,535		$	31,111		$	387	$	78,535		$	31,111

Segment Reporting (Tables)

6 Months Ended

Jun. 30, 2020

Segment Reporting [Abstract]

Summarized Financial Information by Operating Group



	For the Three Months Ended June 30, 2020
(in thousands)	Middle Market		Specialty			MainStreet		Medicare			Corporate and Other			Total
Commissions and fees	$	20,718	$	19,456		$	7,704	$	3,390		$	—		$	51,268
Net income (loss)	2,425		(3,223		)	956		(167		)	(7,850		)	(7,859		)



	For the Three Months Ended June 30, 2019
(in thousands)	Middle Market		Specialty			MainStreet		Medicare		Corporate and Other			Total
Commissions and fees	$	12,106	$	12,934		$	5,769	$	2,251	$	—		$	33,060
Net income (loss)	2,280		(767		)	1,311		605		(6,388		)	(2,959		)



	For the Six Months Ended June 30, 2020
(in thousands)	Middle Market		Specialty			MainStreet		Medicare		Corporate and Other			Total
Commissions and fees	$	42,750	$	36,872		$	16,012	$	9,793	$	—		$	105,427
Net income (loss)	10,614		(4,912		)	2,200		2,447		(13,501		)	(3,152		)



	For the Six Months Ended June 30, 2019
(in thousands)	Middle Market		Specialty			MainStreet		Medicare		Corporate and Other			Total
Commissions and fees	$	28,645	$	15,765		$	12,300	$	6,187	$	—		$	62,897
Net income (loss)	10,180		(600		)	3,580		2,445		(8,822		)	6,783



(in thousands)	Middle Market		Specialty		MainStreet		Medicare		Corporate and Other		Total
Total assets at June 30, 2020	$	446,363	$	178,815	$	58,806	$	32,700	$	152,984	$	869,668
Total assets at December 31, 2019	105,353		154,983		60,253		17,533		60,646		398,768

Business and Basis of Presentation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		6 Months Ended
	Jun. 29, 2020	Jun. 30, 2020	Jun. 30, 2019
Class of Stock [Line Items]
Date of incorporation or formation		Jul. 01, 2019
Proceeds from issuance of Class A common stock, net of underwriting discounts		$ 167,346	$ 0
Common Class A
Class of Stock [Line Items]
Offering price per share	$ 13.25
Proceeds from issuance of Class A common stock, net of underwriting discounts	$ 166,600
Underwriting discounts and commissions	7,900
Offering expenses	$ 769
Common Class A \| Offering
Class of Stock [Line Items]
Shares of stock sold	13,225,000
Common Class A \| Over-Allotment Option
Class of Stock [Line Items]
Shares of stock sold	1,725,000

Significant Accounting Policies - Additional Information (Details)	Jun. 30, 2020 USD ($)
Accounting Policies [Abstract]
IBNR reserve	$ 458,000,000
Cash, FDIC Insured Amount	$ 250,000

Business Combinations - Additional Information (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2020 USD ($)
Business Acquisition [Line Items]
Number of Businesses Acquired	9
Business combinations aggregate purchase price	$ 309,355
Goodwill, amortization period for tax purposes	15 years
Total revenues recognized from business combinations	$ 17,700
Net income recognized from business combinations	2,200
Acquisition related costs incurred	1,400
Lanier
Business Acquisition [Line Items]
Business combinations aggregate purchase price	$ 32,197
Effective date of acquisition	Jan. 01, 2020
Highland
Business Acquisition [Line Items]
Business combinations aggregate purchase price	$ 11,891
Effective date of acquisition	Jan. 01, 2020
Agency
Business Acquisition [Line Items]
Effective date of acquisition	Feb. 01, 2020
Vibrant
Business Acquisition [Line Items]
Effective date of acquisition	Feb. 01, 2020
IRP
Business Acquisition [Line Items]
Business combinations aggregate purchase price	$ 39,279
Effective date of acquisition	Apr. 01, 2020
Southern Protective Group
Business Acquisition [Line Items]
Effective date of acquisition	May 01, 2020
Pendulum
Business Acquisition [Line Items]
Effective date of acquisition	May 01, 2020
Rosenthal
Business Acquisition [Line Items]
Business combinations aggregate purchase price	$ 93,134
Effective date of acquisition	Jun. 01, 2020
TBA/RBA
Business Acquisition [Line Items]
Business combinations aggregate purchase price	$ 104,999
Effective date of acquisition	Jun. 01, 2020

Business Combinations - Schedule of Business Acquisitions (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 01, 2020	May 01, 2020	Apr. 01, 2020	Jan. 01, 2020
Business Combination, Consideration Transferred [Abstract]
Cash consideration paid	$ 231,737
Fair value of contingent earnout consideration	25,188	$ 25,619
Fair value of equity interest	52,130	$ 31,963
Business Combination, Consideration Transferred, Liabilities Incurred	300
Total consideration	309,355
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Cash	7,625
Premiums, commissions and fees receivable	26,763
Property and equipment	444
Other assets	230
Goodwill	171,056
Total assets acquired	330,464
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]
Premiums and producer commissions payable	(19,715)
Accrued expenses and other current liabilities	(1,394)
Total liabilities acquired	(21,109)
Net assets acquired	309,355
Maximum potential contingent earnout consideration (1)	127,528
Lanier
Business Combination, Consideration Transferred [Abstract]
Cash consideration paid	24,450
Fair value of contingent earnout consideration	1,628
Fair value of equity interest	6,119
Total consideration	32,197
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Cash						$ 2,413
Premiums, commissions and fees receivable						2,494
Property and equipment						294
Other assets						168
Goodwill						23,739
Total assets acquired						35,416
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]
Premiums and producer commissions payable						(2,954)
Accrued expenses and other current liabilities						(265)
Total liabilities acquired						(3,219)
Net assets acquired						32,197
Maximum potential contingent earnout consideration (1)						11,000
Highland
Business Combination, Consideration Transferred [Abstract]
Cash consideration paid	6,603
Fair value of contingent earnout consideration	788
Fair value of equity interest	4,500
Total consideration	11,891
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Cash						1,542
Premiums, commissions and fees receivable						5,977
Property and equipment						0
Other assets						13
Goodwill						4,228
Total assets acquired						19,133
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]
Premiums and producer commissions payable						(6,374)
Accrued expenses and other current liabilities						(868)
Total liabilities acquired						(7,242)
Net assets acquired						11,891
Maximum potential contingent earnout consideration (1)						2,450
IRP
Business Combination, Consideration Transferred [Abstract]
Cash consideration paid	26,223
Fair value of contingent earnout consideration	5,521
Fair value of equity interest	7,535
Total consideration	$ 39,279
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Cash					$ 1,694
Premiums, commissions and fees receivable					3,229
Property and equipment					123
Other assets					22
Goodwill					30,250
Total assets acquired					43,580
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]
Premiums and producer commissions payable					(4,301)
Accrued expenses and other current liabilities					0
Total liabilities acquired					(4,301)
Net assets acquired					39,279
Maximum potential contingent earnout consideration (1)					44,399
Compound annual revenue growth rate	50.00%
Period to which compound annual revenue growth rate has been applied	3 years
Rosenthal
Business Combination, Consideration Transferred [Abstract]
Cash consideration paid	$ 75,936
Fair value of contingent earnout consideration	7,051
Fair value of equity interest	10,147
Total consideration	93,134
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Cash			$ 954
Premiums, commissions and fees receivable			4,734
Property and equipment			0
Other assets			11
Goodwill			56,253
Total assets acquired			96,561
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]
Premiums and producer commissions payable			(3,427)
Accrued expenses and other current liabilities			0
Total liabilities acquired			(3,427)
Net assets acquired			93,134
Maximum potential contingent earnout consideration (1)			30,843
TBA/RBA
Business Combination, Consideration Transferred [Abstract]
Cash consideration paid	76,272
Fair value of contingent earnout consideration	7,000
Fair value of equity interest	21,427
Business Combination, Consideration Transferred, Liabilities Incurred	300
Total consideration	104,999
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Cash			0
Premiums, commissions and fees receivable			8,731
Property and equipment			0
Other assets			0
Goodwill			44,264
Total assets acquired			107,074
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]
Premiums and producer commissions payable			(2,075)
Accrued expenses and other current liabilities			0
Total liabilities acquired			(2,075)
Net assets acquired			104,999
Maximum potential contingent earnout consideration (1)			30,147
All Others
Business Combination, Consideration Transferred [Abstract]
Cash consideration paid	22,253
Fair value of contingent earnout consideration	3,200
Fair value of equity interest	2,402
Total consideration	27,855
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Cash				$ 1,022
Premiums, commissions and fees receivable				1,598
Property and equipment				27
Other assets				16
Goodwill				12,322
Total assets acquired				28,700
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]
Premiums and producer commissions payable				(584)
Accrued expenses and other current liabilities				(261)
Total liabilities acquired				(845)
Net assets acquired				27,855
Maximum potential contingent earnout consideration (1)				8,689
Purchased customer accounts
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets	107,133
Purchased customer accounts \| Lanier
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets						6,308
Purchased customer accounts \| Highland
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets						0
Purchased customer accounts \| IRP
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets					8,262
Purchased customer accounts \| Rosenthal
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets			33,670
Purchased customer accounts \| TBA/RBA
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets			53,900
Purchased customer accounts \| All Others
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets				4,993
Distributor relationships
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets	14,600
Distributor relationships \| Lanier
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets						0
Distributor relationships \| Highland
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets						6,500
Distributor relationships \| IRP
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets					0
Distributor relationships \| Rosenthal
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets			0
Distributor relationships \| TBA/RBA
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets			0
Distributor relationships \| All Others
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets				8,100
Carrier relationships
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets	659
Carrier relationships \| Lanier
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets						0
Carrier relationships \| Highland
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets						659
Carrier relationships \| IRP
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets					0
Carrier relationships \| Rosenthal
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets			0
Carrier relationships \| TBA/RBA
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets			0
Carrier relationships \| All Others
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets				0
Software
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets	565
Software \| Lanier
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets						0
Software \| Highland
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets						0
Software \| IRP
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets					0
Software \| Rosenthal
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets			0
Software \| TBA/RBA
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets			0
Software \| All Others
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets				565
Trade names
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets	$ 1,389
Trade names \| Lanier
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets						0
Trade names \| Highland
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets						$ 214
Trade names \| IRP
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets					$ 0
Trade names \| Rosenthal
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets			939
Trade names \| TBA/RBA
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets			$ 179
Trade names \| All Others
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Intangible assets				$ 57

Business Combinations - Schedule of Weighted-Average Lives of Intangible Assets Acquired in Business Combinations (Details)	6 Months Ended
	Jun. 30, 2020
Purchased customer accounts
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted Average Life	19 years 1 month 6 days
Distributor relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted Average Life	20 years
Carrier relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted Average Life	9 months 18 days
Software
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted Average Life	2 years
Trade names
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted Average Life	4 years 3 months 18 days

Business Combinations - Schedule of Future Amortization of Intangible Assets Acquired in Business Combinations (Details) $ in Thousands	Jun. 30, 2020 USD ($)
Business Combinations [Abstract]
For the remainder of 2020	$ 4,780
2021	8,775
2022	8,490
2023	8,313
2024	$ 8,096

Business Combinations - Schedule of Pro Forma Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Business Acquisition, Pro Forma Information [Abstract]
Revenues	$ 55,821	$ 50,809	$ 133,905	$ 105,645
Net income (loss)	(8,178)	$ (4,115)	6,144	$ 8,656
Net income (loss) attributable to BRP Group, Inc.	$ (2,845)		$ 2,030
Basic earnings (loss) per share	$ (0.14)		$ 0.10
Diluted earnings (loss) per share	$ (0.14)		$ 0.10
Weighted-average shares of Class A common stock outstanding - basic	20,426		19,983
Weighted-average shares of Class A common stock outstanding - diluted	20,426		20,344

Variable Interest Entities - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Variable Interest Entity [Line Items]
Net income (loss)	$ (7,859)	$ (2,959)	$ (3,152)	$ 6,783
Variable Interest Entity, Primary Beneficiary
Variable Interest Entity [Line Items]
Revenues	165	3,100	403	7,800
Net income (loss)	$ 150	$ 1,900	$ 339	$ 4,700

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=118930883&loc=SL7669619-108580

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 50
-Paragraph 1A
-Subparagraph (a)(1)
-URI http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=118930883&loc=SL7669625-108580

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 50
-Paragraph 1A
-Subparagraph (c)(1)
-URI http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI http://asc.fasb.org/extlink&oid=115929826&loc=d3e8736-108599

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 55
-Paragraph 4J
-URI http://asc.fasb.org/extlink&oid=116874947&loc=SL4591551-111686

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=118932676&loc=d3e3000-108585

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 45
-Paragraph 19
-URI http://asc.fasb.org/extlink&oid=108774443&loc=SL4569616-111683

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=115929826&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 55
-Paragraph 4K
-URI http://asc.fasb.org/extlink&oid=116874947&loc=SL4591552-111686

+ Details

Variable Interest Entities - Schedule of Variable Interest Entities (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Current Assets
Cash and cash equivalents	$ 194,378	$ 67,689
Premiums, commissions and fees receivable, net	102,575	58,793
Total current assets	310,337	132,926
Property and equipment, net	6,358	3,322
Other assets	7,994	5,600
Total assets	869,668	398,768
Liabilities
Premiums payable to insurance companies	110,512	50,541
Producer commissions payable	13,223	7,470
Accrued expenses and other current liabilities	16,650	12,334
Liabilities	447,034	161,494
Variable Interest Entity, Primary Beneficiary
Current Assets
Cash and cash equivalents	60	47
Premiums, commissions and fees receivable, net	167	75
Total current assets	227	122
Property and equipment, net	26	31
Other assets	5	7
Total assets	258	160
Liabilities
Premiums payable to insurance companies	59	6
Producer commissions payable	1	15
Accrued expenses and other current liabilities	7	29
Liabilities	67	50
Variable Interest Entity, Primary Beneficiary \| Laureate
Current Assets
Cash and cash equivalents	58	46
Premiums, commissions and fees receivable, net	0	0
Total current assets	58	46
Property and equipment, net	26	31
Other assets	5	5
Total assets	89	82
Liabilities
Premiums payable to insurance companies	7	3
Producer commissions payable	1	2
Accrued expenses and other current liabilities	7	4
Liabilities	15	9
Variable Interest Entity, Primary Beneficiary \| Smith
Current Assets
Cash and cash equivalents	0	1
Premiums, commissions and fees receivable, net	88	44
Total current assets	88	45
Property and equipment, net	0	0
Other assets	0	0
Total assets	88	45
Liabilities
Premiums payable to insurance companies	49	0
Producer commissions payable	0	5
Accrued expenses and other current liabilities	0	25
Liabilities	49	30
Variable Interest Entity, Primary Beneficiary \| Saunders
Current Assets
Cash and cash equivalents	2	0
Premiums, commissions and fees receivable, net	79	31
Total current assets	81	31
Property and equipment, net	0	0
Other assets	0	2
Total assets	81	33
Liabilities
Premiums payable to insurance companies	3	3
Producer commissions payable	0	8
Accrued expenses and other current liabilities	0	0
Liabilities	$ 3	$ 11

Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
Revenue (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Disaggregation of Revenue [Line Items]
Total commissions and fees	$ 51,268	$ 33,060	$ 105,427	$ 62,897
Capitalized contract cost, amortization period	5 years		5 years
Direct Bill Revenue
Disaggregation of Revenue [Line Items]
Commissions and fees	$ 22,430	15,990	$ 50,539	35,594
Agency Bill Revenue
Disaggregation of Revenue [Line Items]
Commissions and fees	20,256	12,261	36,685	16,831
Profit Sharing Revenue
Disaggregation of Revenue [Line Items]
Commissions and fees	2,626	1,837	7,750	6,290
Policy Fee and Installment Fee Revenue
Disaggregation of Revenue [Line Items]
Commissions and fees	3,653	2,393	7,035	2,393
Consulting and Service Fee Revenue
Disaggregation of Revenue [Line Items]
Commissions and fees	793	579	1,508	1,226
Other Income
Disaggregation of Revenue [Line Items]
Commissions and fees	$ 1,510	$ 0	$ 1,910	$ 563

Schedule of Contract Assets and Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Contract with Customer, Asset and Liability [Abstract]
Contract assets	$ 74,126	$ 47,337
Contract liabilities	$ 4,213	$ 5,349

Contract Assets and Liabilities - Additional Information (Details) $ in Millions	6 Months Ended
	Jun. 30, 2020 USD ($)
Contract with Customer, Asset and Liability [Abstract]
Revenue recognized related to contract liabilities	$ 4.5

Schedule of Deferred Commission Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Schedule of Deferred Commission Expense [Roll Forward]
Balance at beginning of period	$ 3,792	$ 3,003	$ 3,621	$ 2,882
Costs capitalized	617	333	1,109	681
Amortization	(349)	(242)	(670)	(469)
Balance at end of period	$ 4,060	$ 3,094	$ 4,060	$ 3,094

Intangible Assets, Net and Goodwill - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 232,437	$ 107,390
Accumulated Amortization	(22,984)	(14,940)
Net Carrying Value	209,453	92,450
Purchased customer accounts
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	161,815	53,987
Accumulated Amortization	(12,800)	(9,143)
Net Carrying Value	149,015	44,844
Software
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	31,161	30,590
Accumulated Amortization	(8,196)	(5,070)
Net Carrying Value	22,965	25,520
Distributor relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	27,600	13,000
Accumulated Amortization	(816)	(331)
Net Carrying Value	26,784	12,669
Carrier relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	7,859	7,200
Accumulated Amortization	(687)	(170)
Net Carrying Value	7,172	7,030
Trade names
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	4,002	2,613
Accumulated Amortization	(485)	(226)
Net Carrying Value	$ 3,517	$ 2,387

Intangible Assets, Net and Goodwill - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization for intangible assets	$ 4,450	$ 2,835	$ 8,046	$ 3,711

Intangible Assets, Net and Goodwill - Schedule of Goodwill (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2020 USD ($)
Goodwill [Roll Forward]
Balance at December 31, 2019	$ 164,470
Goodwill of acquired businesses	171,056
Balance at June 30, 2020	335,526
Middle Market
Goodwill [Roll Forward]
Balance at December 31, 2019	52,932
Goodwill of acquired businesses	159,743
Balance at June 30, 2020	212,675
Specialty
Goodwill [Roll Forward]
Balance at December 31, 2019	60,115
Goodwill of acquired businesses	6,219
Balance at June 30, 2020	66,334
MainStreet
Goodwill [Roll Forward]
Balance at December 31, 2019	38,892
Goodwill of acquired businesses	0
Balance at June 30, 2020	38,892
Medicare
Goodwill [Roll Forward]
Balance at December 31, 2019	12,531
Goodwill of acquired businesses	5,094
Balance at June 30, 2020	$ 17,625

Long-term Debt - Additional Information (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 18, 2020	Mar. 12, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Debt issuance costs capitalized	$ 1,918	$ 15
JPMorgan Credit Agreement
Debt Instrument [Line Items]
Maturity date	Sep. 23, 2024
Maximum borrowing amount			$ 400,000	$ 300,000	$ 225,000
Amount available for working capital purposes					$ 65,000
Interest rate	2.19%				3.81%
Incremental Facility Amendment No. 1 \| JPMorgan Credit Agreement
Debt Instrument [Line Items]
Debt issuance costs capitalized	$ 230
Incremental Facility Amendment No. 3 \| JPMorgan Credit Agreement
Debt Instrument [Line Items]
Debt issuance costs capitalized	$ 1,700

Related Party Transactions - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Villages Broker Commissions
Related Party Transaction [Line Items]
Related party commissions revenue		$ 452	$ 133	$ 721	$ 443
Director Broker Commissions
Related Party Transaction [Line Items]
Related party commissions revenue		2	4	124	118
Villages Leased Facilities
Related Party Transaction [Line Items]
Related party rent expense		151	125	284	249
Other Related Parties Leased Facilities
Related Party Transaction [Line Items]
Related party rent expense		$ 516	$ 149	$ 764	$ 298
LLC Units \| Lowry Baldwin
Related Party Transaction [Line Items]
Stock repurchased during period (in shares)	1,875,000
LLC Units \| Elizabeth Krystyn
Related Party Transaction [Line Items]
Stock repurchased during period (in shares)	450,000
LLC Units \| Laura Sherman
Related Party Transaction [Line Items]
Stock repurchased during period (in shares)	150,000

Share-Based Payment Compensation - Additional Information (Details) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2020 USD ($) shares	Jun. 30, 2020 USD ($) shares
Omnibus Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense \| $	$ 600	$ 1,200
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award Vesting Period		3 years
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award Vesting Period		5 years
Common Class A \| Omnibus Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of awards authorized by Plan \| shares	1,948,414	1,948,414

Share-Based Compensation - Schedule of Activity of Non-vested Awards under omnibus Plan (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2020	Dec. 31, 2019
Share-based Payment Arrangement [Abstract]
Outstanding, Number of Shares	398,024	330,244
Outstanding, Weighted Average Grant Date Fair Value	$ 13.45	$ 14.00
Outstanding, Weighted Average Remaining Contractual Terms	3 years 4 months 24 days	3 years 7 months 28 days
Outstanding, Aggregate Intrinsic Value	$ 1,522	$ 677
Granted, Number of Shares	238,691
Granted, Weighted Average Grant Date Fair Value	$ 11.22
Granted, Weighted Average Remaining Contractual Terms	1 year 10 months 17 days
Vested and Settled, Number of Shares	(152,206)
Vested and Settled, Weighted Average Grant Date Fair Value	$ 11.08
Vested and Settled, Aggregate Intrinsic Value	$ 0
Forfeited, Number of Shares	(18,705)
Forfeited, Weighted Average Grant Date Fair Value	$ 14.01

Earnings (Loss) Per Share (Details)	6 Months Ended
Earnings (Loss) Per Share (Details)	Jun. 30, 2020 shares
Class B Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings (loss) per share (in shares)	45,458,763
Unvested Restricted Class A Common Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings (loss) per share (in shares)	398,024

Earnings (Loss) Per Share Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2020
Basic and diluted net loss per share:
Net loss attributable to BRP Group, Inc.	$ (3,588)	$ (2,120)
Basic and diluted weighted-average shares of Class A common stock outstanding	20,426,082	19,959,828
Basic and diluted net loss per share	$ (0.18)	$ (0.11)

Fair Value Measurements - Schedule of Fair Value by Balance Sheet Grouping (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Level 3 Assets	$ 869,668	$ 398,768
Level 3 Liabilities	447,034	161,494
Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Contingently returnable consideration	387	70
Level 3 Assets	387	70
Contingent earnout liabilities	78,535	48,769
Level 3 Liabilities	$ 78,535	$ 48,769

Fair Value Measurements - Additional Information (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2020 USD ($)	Dec. 31, 2019 USD ($)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Change in estimated fair value of contingently returnable consideration	$ 317
Maximum estimated refund tor contingently returnable consideration	1,300
Change in estimated fair value of contingent earnout liabilities	6,600
Maximum estimated exposure to contingent earnout liabilities	227,300
Fair value of Revolving Credit Commitment	220,900	$ 40,400
Carrying value of Revolving Credit Commitment	$ 226,000	$ 40,363
Revenue or EBITDA Growth Rate \| Minimum
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent earnout liability input	0.10
Revenue or EBITDA Growth Rate \| Maximum
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent earnout liability input	0.20
Discount Rate \| Minimum
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent earnout liability input	0.0650
Discount Rate \| Maximum
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Contingent earnout liability input	0.1800

Fair Value Measurements - Schedule of Changes in Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Contingently Returnable Consideration
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at beginning of period	$ 258		$ 70
Change in fair value of contingent consideration	129		317
Balance at end of period	387		387
Contingent Earnout Liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance at beginning of period	53,855	$ 6,463	48,769	$ 9,249
Fair value of contingent consideration issuances	21,951	25,619	25,188	25,619
Change in fair value of contingent consideration	4,710	(971)	6,559	(3,757)
Payment of contingent consideration	(1,981)		(1,981)
Balance at end of period	$ 78,535	$ 31,111	$ 78,535	$ 31,111

Segment Reporting - Additional Information (Details)	6 Months Ended
Segment Reporting - Additional Information (Details)	Jun. 30, 2020 segment
Segment Reporting [Abstract]
Number of Operating Segments	4

Segment Reporting - Summarized Financial Information by Operating Group (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Segment Reporting Information [Line Items]
Commissions and fees	$ 51,268	$ 33,060	$ 105,427	$ 62,897
Net income (loss)	(7,859)	(2,959)	(3,152)	6,783
Total assets	869,668		869,668		$ 398,768
Middle Market
Segment Reporting Information [Line Items]
Commissions and fees	20,718	12,106	42,750	28,645
Net income (loss)	2,425	2,280	10,614	10,180
Total assets	446,363		446,363		105,353
Specialty
Segment Reporting Information [Line Items]
Commissions and fees	19,456	12,934	36,872	15,765
Net income (loss)	(3,223)	(767)	(4,912)	(600)
Total assets	178,815		178,815		154,983
MainStreet
Segment Reporting Information [Line Items]
Commissions and fees	7,704	5,769	16,012	12,300
Net income (loss)	956	1,311	2,200	3,580
Total assets	58,806		58,806		60,253
Medicare
Segment Reporting Information [Line Items]
Commissions and fees	3,390	2,251	9,793	6,187
Net income (loss)	(167)	605	2,447	2,445
Total assets	32,700		32,700		17,533
Corporate and Other
Segment Reporting Information [Line Items]
Commissions and fees	0	0	0	0
Net income (loss)	(7,850)	$ (6,388)	(13,501)	$ (8,822)
Total assets	$ 152,984		$ 152,984		$ 60,646

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

+ Details

Subsequent Events (Details) $ in Millions	Jul. 09, 2020 USD ($)
Revolving Credit Facility \| Subsequent Event [Member]
Related Party Transaction [Line Items]
Debt repaid	$ 125.0