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Verisk's buyback-built EPS beat meets a court order to close the $2.35 billion AccuLynx deal

Verisk printed 14 percent adjusted EPS growth on a share count down 7.7 percent, while quarterly free cash flow fell 40.5 percent to $200 million. Delaware's highest court has ordered the company to complete the $2.35 billion AccuLynx takeover it tried to abandon.

Vincent JiangVincent Jiang · 3 min read
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Elizabeth Mann, chief financial officer of Verisk Analytics
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Elizabeth Mann, Verisk's chief financial officer, whose capital-return desk funded $1.9 billion of nine-month buybacks.

Verisk+6.88% — Verisk, up 6.88 percent as of its last quote, the Jersey City analytics firm that prices risk for insurers, delivered the quarter its holders expect this morning: revenue of $809 million, up 5.3 percent, or 7.4 percent in organic constant currency, which strips out currency swings and acquisitions 1. Adjusted EPS of $1.96 beat the $1.92 Zacks consensus by four cents 2.

Guidance held at a $7.60 adjusted EPS midpoint, though StockStory scored the $7.45–7.75 range slightly short of the Street, and the stock rose 4.5 percent to $208.26, about 27 times that midpoint 3. The wires had framed the morning as a test with the AccuLynx acquisition still pending 4.

The cash under the beat

The same filing carries the other numbers. GAAP net income fell 2.8 percent to $219 million on net interest expense of $53 million, up from $42.2 million, and losses on cost-based investments 1. Operating cash flow fell 33.8 percent to $267.2 million, and free cash flow fell 40.5 percent to $200 million, on higher cash taxes, collection timing and interest payments of $75.2 million, triple the prior year's $24.9 million 1.

The 14 percent adjusted EPS growth is mostly the denominator 1. Adjusted net income rose 5.4 percent to $253.8 million while diluted shares fell 7.7 percent, to 129.2 million from 139.9 million 1.

Net income has gone nowhere in ten quarters; the EPS growth is the share count

$150M$200M$250M$300M$350MQ2 '24Q4 '24Q2 '25Q4 '25Q2 '26$228.6M
Data
GAAP net income
Q1 '24$219.6M
Q2 '24$308.1M
Q3 '24$220.1M
Q4 '24$210.4M
Q1 '25$232.3M
Q2 '25$253.3M
Q3 '25$225.5M
Q4 '25$197.2M
Q1 '26$234.2M
Q2 '26$228.6M
GAAP net income by calendar quarter, USD millions, from Verisk's SEC filings, retrieved 5 November 2026. Source: Verisk Analytics quarterly figures, SEC filings.9

CFO Elizabeth Mann's capital-return desk funded $1.9 billion of repurchases, about 10.5 million shares at an average $185.46, in nine months 1. The 10-Q shows the plumbing: a $750 million draw on the revolving credit line, a facility borrowers draw and repay at will, repaid inside the quarter, plus a $500 million term loan and $999 million of new notes, against a stockholders' equity deficit of $1.11 billion 15.

Nine-month buybacks outran free cash flow more than two to one

2026 repurchases of $1.93 billion ran far past $824 million of free cash flow

  • Free cash flow
  • Share repurchases
$0M$500M$1,000M$1,500M$2,000MNine months 2025Nine months 2026$1,927.1M
Data
Free cash flowShare repurchases
Nine months 2025$915.8M$400.2M
Nine months 2026$824.3M$1,927.1M
Free cash flow, operating cash flow less capital expenditures, versus cash spent on share repurchases, nine months ended September 30, USD millions. Source: Verisk Q3 2026 earnings release, Form 8-K Exhibit 99.1.1

A $2.35 billion order from Delaware

The AccuLynx bill sits behind all of it. On July 29, 2025 Verisk agreed to buy ExactLogix, which operates as AccuLynx and sells job-management software to roofing contractors alongside Verisk's own Xactimate estimating tools, for $2.35 billion 56. It terminated on December 26, 2025, after the Federal Trade Commission missed the review deadline, then redeemed the $1.5 billion of deal notes at 101 percent, a $33.9 million loss 5.

A deadline Verisk missed itself, and a court that would not look away

The missed deadline was self-inflicted, the court found: Verisk told the FTC it had never cut off integration talks with an AccuLynx competitor, and the FTC had evidence it had done exactly that with ServiceTitan−0.74% — ServiceTitan, down 0.74 percent as of its last quote 6. Judge Bonnie David of Delaware's Court of Chancery entered a final order on August 14 requiring Verisk to keep pursuing FTC clearance and close; the Delaware Supreme Court affirmed on October 23 without adding new analysis 58. Verisk says it will proceed, subject to FTC review, with no guarantee of closing 67.

What the cash has to cover

Cash on hand is $556.8 million and the undrawn revolving line holds $1,245.1 million 5. A closing at $2.35 billion implies fresh borrowing on interest expense already guided to $190–200 million for 2026 1.

The counterpoint belongs to Mann: nine-month free cash flow is down 10 percent, not 40, the drop reflects timing, collections and cash taxes, and subscriptions grew 8.2 percent in constant currency 1. Watch fourth-quarter cash conversion, the FTC docket and the $700 million of buyback authorization still standing 1. Each of those dollars now competes with a court-ordered $2.35 billion purchase 567.

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