10-Q

United States

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________________________________________

Form 10-Q

þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

for the quarterly period ended March 31, 2018

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

for the transition period from ____ to ____

Commission file number 1-10356

CRAWFORD & COMPANY

(Exact name of Registrant as specified in its charter)

Georgia	58-0506554
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)
5335 Triangle Parkway
Peachtree Corners, Georgia	30092
(Address of principal executive offices)	(Zip Code)

(404) 300-1000

(Registrant's telephone number, including area code)

____________________________________________________________

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes þ          Noo

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files).                        Yes þ          Noo

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer", "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	o	Accelerated filer	þ
Non-accelerated filer	o	(Do not check if a smaller reporting company)
		Smaller reporting company	o
		Emerging growth company	o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yeso          Noþ

The number of shares outstanding of each class of the Registrant's common stock, as of April 30, 2018, was as follows:

Class A Common Stock, $1.00 par value: 30,577,075

Class B Common Stock, $1.00 par value: 24,448,104

CRAWFORD & COMPANY

Quarterly Report on Form 10-Q

Quarter Ended March 31, 2018

Table of Contents

		Page
Part I. Financial Information
Item 1.	Financial Statements:	3
	Condensed Consolidated Statements of Operations (unaudited) for the three months ended March 31, 2018 and 2017	3
	Condensed Consolidated Statements of Comprehensive Income (unaudited) for the three months ended March 31, 2018 and 2017	4
	Condensed Consolidated Balance Sheets (unaudited) as of March 31, 2018 and December 31, 2017	5
	Condensed Consolidated Statements of Cash Flows (unaudited) for the three months ended March 31, 2018 and 2017	7
	Condensed Consolidated Statements of Shareholders' Investment (unaudited) as of and for the three months ended March 31, 2018 and 2017	8
	Notes to Condensed Consolidated Financial Statements (unaudited)	9
	Review Report of Independent Registered Public Accounting Firm	26
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	41
Item 4.	Controls and Procedures	41
Part II. Other Information
Item 1A.	Risk Factors	42
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	42
Item 6.	Exhibits	43
Signatures		44

Part I — Financial Information

Item 1. Financial Statements

CRAWFORD & COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Unaudited

	Three Months Ended March 31,
(In thousands, except per share amounts)	2018		2017
Revenues:
Revenues before reimbursements	$	273,104	$	267,267
Reimbursements	17,283		12,263
Total Revenues	290,387		279,530
Costs and Expenses:
Costs of services provided, before reimbursements	197,619		192,737
Reimbursements	17,283		12,263
Total costs of services	214,902		205,000
Selling, general, and administrative expenses	61,660		59,992
Corporate interest expense, net of interest income of $423 and $183, respectively	2,564		2,036
Restructuring and special charges	—		605
Total Costs and Expenses	279,126		267,633
Other Income, net	1,135		561
Income Before Income Taxes	12,396		12,458
Provision for Income Taxes	3,966		4,835
Net Income	8,430		7,623
Net Loss Attributable to Noncontrolling Interests and Redeemable Noncontrolling Interests	139		41
Net Income Attributable to Shareholders of Crawford & Company	$	8,569	$	7,664
Earnings Per Share - Basic:
Class A Common Stock	$	0.16	$	0.15
Class B Common Stock	$	0.14	$	0.13
Earnings Per Share - Diluted:
Class A Common Stock	$	0.16	$	0.14
Class B Common Stock	$	0.14	$	0.12
Weighted-Average Shares Used to Compute Basic Earnings Per Share:
Class A Common Stock	31,199		31,409
Class B Common Stock	24,472		24,690
Weighted-Average Shares Used to Compute Diluted Earnings Per Share:
Class A Common Stock	31,761		32,248
Class B Common Stock	24,472		24,690
Cash Dividends Per Share:
Class A Common Stock	$	0.07	$	0.07
Class B Common Stock	$	0.05	$	0.05

(See accompanying notes to condensed consolidated financial statements)

3

CRAWFORD & COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Unaudited

	Three Months Ended March 31,
(In thousands)	2018			2017
Net Income	$	8,430		$	7,623
Other Comprehensive Income:
Net foreign currency translation income, net of tax of $0 and $0, respectively	7,540			878
Amortization of actuarial losses for retirement plans included in net periodic pension cost, net of tax of $938 and $989 respectively	1,629			1,783
Other Comprehensive Income	9,169			2,661
Comprehensive Income	17,599			10,284
Comprehensive (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests	(90		)	855
Comprehensive Income Attributable to Shareholders of Crawford & Company	$	17,509		$	11,139

(See accompanying notes to condensed consolidated financial statements)

4

CRAWFORD & COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

Unaudited

			*
(In thousands)	March 31, 2018		December 31, 2017
ASSETS
Current Assets:
Cash and cash equivalents	$	63,956	$	54,011
Accounts receivable, less allowance for doubtful accounts of $11,982 and $12,588, respectively	173,554		174,172
Unbilled revenues, at estimated billable amounts	132,915		108,745
Income taxes receivable	4,109		7,987
Prepaid expenses and other current assets	24,651		25,452
Total Current Assets	399,185		370,367
Net Property and Equipment	41,869		41,664
Other Assets:
Goodwill	98,462		96,916
Intangible assets arising from business acquisitions, net	96,224		97,147
Capitalized software costs, net	88,627		89,824
Deferred income tax assets	23,398		24,359
Other noncurrent assets	72,134		67,659
Total Other Assets	378,845		375,905
TOTAL ASSETS	$	819,899	$	787,936

*    Derived from the audited Consolidated Balance Sheet

(See accompanying notes to condensed consolidated financial statements)

5

CRAWFORD & COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS — CONTINUED

Unaudited

				*
(In thousands, except par value amounts)	March 31, 2018			December 31, 2017
LIABILITIES AND SHAREHOLDERS' INVESTMENT
Current Liabilities:
Short-term borrowings	$	24,546		$	24,641
Accounts payable	41,982			49,303
Accrued compensation and related costs	64,670			75,892
Self-insured risks	11,994			13,407
Income taxes payable	3,193			2,703
Deferred rent	15,839			15,717
Other accrued liabilities	43,740			36,563
Deferred revenues	37,182			37,794
Current installments of long-term debt and capital leases	557			571
Total Current Liabilities	243,703			256,591
Noncurrent Liabilities:
Long-term debt and capital leases, less current installments	242,202			200,460
Deferred revenues	24,083			22,515
Accrued pension liabilities	81,550			87,035
Other noncurrent liabilities	27,084			27,596
Total Noncurrent Liabilities	374,919			337,606
Redeemable Noncontrolling Interests	6,447			6,775
Shareholders' Investment:
Class A common stock, $1.00 par value; 50,000 shares authorized; 30,529 and 31,439 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively	30,529			31,439
Class B common stock, $1.00 par value; 50,000 shares authorized; 24,448 and 24,502 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively	24,448			24,502
Additional paid-in capital	54,647			53,170
Retained earnings	267,682			269,686
Accumulated other comprehensive loss	(187,537		)	(196,477		)
Shareholders' Investment Attributable to Shareholders of Crawford & Company	189,769			182,320
Noncontrolling interests	5,061			4,644
Total Shareholders' Investment	194,830			186,964
TOTAL LIABILITIES AND SHAREHOLDERS' INVESTMENT	$	819,899		$	787,936

*    Derived from the audited Consolidated Balance Sheet

(See accompanying notes to condensed consolidated financial statements)

6

CRAWFORD & COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Unaudited

	Three Months Ended March 31,
(In thousands)	2018			2017
Cash Flows From Operating Activities:
Net income	$	8,430		$	7,623
Reconciliation of net income to net cash used in operating activities:
Depreciation and amortization	11,440			10,180
Stock-based compensation	1,565			1,296
Accounts receivable, net	2,848			(9,296		)
Unbilled revenues, net	(20,180		)	(5,729		)
Accrued or prepaid income taxes	4,839			2,866
Accounts payable and accrued liabilities	(13,594		)	(17,028		)
Deferred revenues	239			1,906
Accrued retirement costs	(10,143		)	(10,445		)
Prepaid expenses and other operating activities	932			(1,888		)
Net cash used in operating activities	(13,624		)	(20,515		)
Cash Flows From Investing Activities:
Acquisitions of property and equipment	(5,141		)	(695		)
Capitalization of computer software costs	(5,717		)	(5,432		)
Payments for business acquisitions, net of cash acquired	—			(36,029		)
Other investing activities	—			96
Net cash used in investing activities	(10,858		)	(42,060		)
Cash Flows From Financing Activities:
Cash dividends paid	(3,421		)	(3,441		)
Payments related to shares received for withholding taxes under stock-based compensation plans	—			(436		)
Proceeds from shares purchased under employee stock-based compensation plans	14			37
Repurchases of common stock	(3,925		)	—
Increases in short-term and revolving credit facility borrowings	50,408			58,727
Payments on short-term and revolving credit facility borrowings	(10,000		)	(5,386		)
Payments on capital lease obligations	(125		)	(416		)
Net cash provided by financing activities	32,951			49,085
Effects of exchange rate changes on cash and cash equivalents	1,476			718
Increase (Decrease) in cash and cash equivalents	9,945			(12,772		)
Cash and cash equivalents at beginning of year	54,011			81,569
Cash and cash equivalents at end of period	$	63,956		$	68,797

(See accompanying notes to condensed consolidated financial statements)

7

CRAWFORD & COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' INVESTMENT

Unaudited

(In thousands)

	Common Stock												Accumulated			Shareholders' Investment Attributable to
2018	Class A Non-Voting			Class B Voting			Additional Paid-In Capital			Retained Earnings			Other Comprehensive Loss			Shareholders of Crawford & Company			Noncontrolling Interests		Total Shareholders' Investment
Balance at January 1, 2018	$	31,439		$	24,502		$	53,170		$	269,686		$	(196,477	)	$	182,320		$	4,644	$	186,964
Net income (1)	—			—			—			8,569			—			8,569			188		8,757
Other comprehensive income	—			—			—			—			8,940			8,940			229		9,169
Cash dividends paid	—			—			—			(3,421		)	—			(3,421		)	—		(3,421		)
Stock-based compensation	—			—			1,565			—			—			1,565			—		1,565
Repurchases of Common Stock	(1,012		)	(54		)	—			(7,794		)	—			(8,860		)	—		(8,860		)
Common stock activity, net	102			—			(88		)	—			—			14			—		14
Cumulative-effect adjustment of ASC 606 adoption	—			—			—			642			—			642			—		642
Balance at March 31, 2018	$	30,529		$	24,448		$	54,647		$	267,682		$	(187,537	)	$	189,769		$	5,061	$	194,830

(See accompanying notes to condensed consolidated financial statements)

	Common Stock										Accumulated			Shareholders' Investment Attributable to
2017	Class A Non-Voting		Class B Voting		Additional Paid-In Capital			Retained Earnings			Other Comprehensive Loss			Shareholders of Crawford & Company			Noncontrolling Interests			Total Shareholders' Investment
Balance at January 1, 2017	$	31,296	$	24,690	$	48,108		$	261,562		$	(211,773	)	$	153,883		$	5,381		$	159,264
Net income (1)	—		—		—			7,664			—			7,664			137			7,801
Other comprehensive income (loss)	—		—		—			—			3,475			3,475			(814		)	2,661
Cash dividends paid	—		—		—			(3,441		)	—			(3,441		)	—			(3,441		)
Stock-based compensation	—		—		1,296			—			—			1,296			—			1,296
Common stock activity, net	231		—		(629		)	—			—			(398		)	—			(398		)
Acquisition of noncontrolling interests	—		—		34			—			—			34			(715		)	(681		)
Cumulative-effect adjustment of ASU 2016-09	—		—		—			692			—			692			—			692
Balance at March 31, 2017	$	31,527	$	24,690	$	48,809		$	266,477		$	(208,298	)	$	163,205		$	3,989		$	167,194

(See accompanying notes to condensed consolidated financial statements)

¹⁾The total net income presented in the consolidated statements of shareholders' investment for the three months ended March 31, 2018 and 2017 excludes $327 and $178 respectively, in net loss attributable to the redeemable noncontrolling interests.

8

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

Based in Atlanta, Georgia, Crawford & Company ("Crawford" or "the Company") is the world's largest publicly listed independent provider of claims management solutions to the risk management and insurance industry, as well as to self-insured entities, with an expansive global network serving clients in more than 70 countries.

Shares of the Company's two classes of common stock are traded on the New York Stock Exchange ("NYSE") under the symbols CRD-A and CRD-B, respectively. The Company's two classes of stock are substantially identical, except with respect to voting rights and the Company's ability to pay greater cash dividends on the non-voting Class A Common Stock than on the voting Class B Common Stock, subject to certain limitations. In addition, with respect to mergers or similar transactions, holders of Class A Common Stock must receive the same type and amount of consideration as holders of Class B Common Stock, unless different consideration is approved by the holders of 75% of the Class A Common Stock, voting as a class. The Company's website is www.crawfordandcompany.com. The information contained on, or hyperlinked from, the Company's website is not a part of, and is not incorporated by reference into, this report.

1. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X promulgated by the United States Securities and Exchange Commission (the "SEC"). Accordingly, these unaudited condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. Operating results for the three months ended, and the Company's financial position as of, March 31, 2018 are not necessarily indicative of the results or financial position that may be expected for the year ending December 31, 2018 or for other future periods. The financial results from the Company's operations outside of the U.S., Canada, the Caribbean, and certain subsidiaries in the Philippines, are reported and consolidated on a two-month delayed basis (fiscal year-end of October 31) as permitted by GAAP in order to provide sufficient time for accumulation of their results.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. In the opinion of management, all adjustments (consisting only of normal recurring accruals and adjustments) considered necessary for a fair presentation have been included. There have been no material changes to our significant accounting policies and estimates from those disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 other than as disclosed herein.

Certain prior period amounts among the segments have been reclassified to conform to the current presentation. These reclassifications had no effect on the Company's reported consolidated results. Significant intercompany transactions have been eliminated in consolidation.

The Condensed Consolidated Balance Sheet information presented herein as of December 31, 2017 has been derived from the audited consolidated financial statements as of that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017.

The Company consolidates the liabilities of its deferred compensation plan and the related assets, which are held in a rabbi trust and also considered a variable interest entity ("VIE") of the Company. The rabbi trust was created to fund the liabilities of the Company's deferred compensation plan. The Company is considered the primary beneficiary of the rabbi trust because the Company directs the activities of the trust and can use the assets of the trust to satisfy the liabilities of the Company's deferred compensation plan. At March 31, 2018 and December 31, 2017, the liabilities of the deferred compensation plan were $9,320,000 and $9,337,000, respectively, which represented obligations of the Company rather than of the rabbi trust, and the values of the assets held in the related rabbi trust were $16,618,000 and $16,538,000, respectively. These liabilities and assets are included in "Other noncurrent liabilities" and "Other noncurrent assets," respectively, on the Company's unaudited Condensed Consolidated Balance Sheets.

9

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

The Company owns 51% of the capital stock of Lloyd Warwick International Limited ("LWI"). The Company has also agreed to provide financial support to LWI of up to approximately $10,000,000. Because of this controlling financial interest, and because Crawford has the obligation to absorb certain of LWI's losses through the additional financial support that LWI may require, LWI is considered a VIE of the Company. LWI also does not meet the business scope exception, as Crawford provides more than half of its financial support, and because LWI lacks sufficient equity at risk to permit it to carry on its activities without this additional financial support. Creditors of LWI have no recourse to Crawford's general credit. Accordingly, Crawford is considered the primary beneficiary and consolidates LWI. Total assets and liabilities of LWI as of March 31, 2018 were $10,646,000 and $11,009,000, respectively. Total assets and liabilities of LWI as of December 31, 2017 were $10,083,000 and $10,685,000, respectively. Included in LWI's total liabilities is a loan from Crawford of $8,926,000 and $8,580,000 as of March 31, 2018 and December 31, 2017, respectively.

Noncontrolling interests represent the minority shareholders' share of the net income or loss and shareholders' investment in consolidated subsidiaries. Noncontrolling interests are presented as a component of shareholders' investment in the unaudited Condensed Consolidated Balance Sheets and reflect the initial fair value of these investments by noncontrolling shareholders, along with their proportionate share of the income or loss of the subsidiaries, less any dividends or distributions. Noncontrolling interests that are redeemable at the option of the holder are presented outside of shareholders' investment as "Redeemable Noncontrolling Interests" and are carried at either their initial fair value plus any profits or losses or estimated redemption value if an adjustment is required.

2. Recently Issued Accounting Standards

Adoption of New Accounting Standards

Derivatives and Hedging-Targeted Improvements to Accounting for Hedging Activities

In August 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-12, "Targeted Improvements to Accounting for Hedging Activities." The ASU was issued to improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. Additionally, the amendments in this update simplify the application of the hedge accounting guidance. The Company has elected to early adopt this ASU for the period ended March 31, 2018, with no impact on its results of operations, financial condition and cash flows. The Company is not currently a party to any derivative contracts.

Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting

In May 2017, the FASB issued ASU 2017-9, "Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting." The ASU was issued to provide clarity and reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The amendments in this update provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The update is effective for annual periods beginning after December 15, 2017, and interim periods thereafter. The Company adopted this ASU for the period ended March 31, 2018, with no material impact on its results of operations, financial condition and cash flows.

10

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost

In March 2017, the FASB issued ASU 2017-7, "Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." The ASU requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. If a separate line item or items are used to present the other components of net benefit cost, that line item or items must be appropriately described. If a separate line item or items are not used, the line item or items used in the income statement to present the other components of net benefit cost must be disclosed. The amendments in this update also allow only the service cost component to be eligible for capitalization when applicable. The Company adopted this guidance retrospectively for the period ended March 31, 2018 with a resulting reclassification with the service cost component of net periodic pension cost and net periodic postretirement benefit cost continuing to be reflected within the cost of services provided, before reimbursements and selling, general, and administrative expenses line items of the Consolidated Statements of Operations based on where the compensation costs of the pertinent employees are presented and the other components being reclassified within Other Income. This entry resulted in a reclassification of the other components for the quarter ended March 31, 2018 and 2017, to "Other Income, net" of $885,000 and $183,000, respectively.

Intra-Entity Transfers of Assets Other Than Inventory

In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory." The update was issued to improve the accounting for income tax consequences of intra-entity transfers of assets other than inventory. The initiative is designed to reduce the complexity in accounting standards. Under the amendment an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the amendments in this update eliminate the exception for an intra-entity transfer of an asset other than inventory. The Company adopted this ASU for the period ended March 31, 2018, with no impact to its results of operations, financial condition and cash flows.

Classification of Certain Cash Receipts and Cash Payments in the Statement of Cash Flows

In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments." The update addresses diversity in cash flow reporting issues. The guidance specifically addresses issues concerning debt repayment costs, settlement of zero coupon debt instruments, contingent consideration payments made after a business combination, proceeds from insurance claims and corporate owned life insurance beneficial interests in securitization transactions, and distributions from equity method investees. The guidance also clarifies how the predominant principle should be applied when cash receipts and cash payments have more than one class of cash flows. The Company adopted this guidance for the period ended March 31, 2018, with no material impact to the statement of cash flows.

11

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

Revenue from Contracts with Customers

In May 2014, the FASB issued ASU 2014-09 "Revenue from Contracts with Customers" together with its subsequent related amendments in 2015 and 2016, collectively referred to as ASC 606. ASC 606 also includes Subtopic 340-40, Other Assets and Deferred Costs - Contracts with Customers, which requires the deferral of incremental costs of obtaining a contract with a customer. The new standard is effective for annual periods beginning after December 15, 2017, including interim periods within those reporting periods. ASC 606 supersedes the revenue recognition requirements in ASC 605 “Revenue Recognition,” and requires entities to recognize revenues when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted ASC 606 as of January 1, 2018 (“transition date”) using the modified retrospective transition method, and applied the new guidance to contracts not substantially completed at the transition date. As a result of adopting ASC 606, the Company recognized a cumulative-effect adjustment to the opening balance of retained earnings.

The cumulative effect of the changes made to the Company's Condensed Consolidated Balance Sheets as of January 1, 2018 are as follows:

			Transition Adjustments						Adjusted Balances
(in thousands)	December 31, 2017*		Crawford Claims Solutions			Crawford Specialty Solutions			January 1, 2018
Assets:
Unbilled revenues, at estimated billable amounts	$	108,745	$	1,150		$	—		$	109,895
Deferred income tax assets	24,359		(285		)	77			24,151
Liabilities:
Deferred revenues (current)	37,794		—			300			38,094
Shareholders' Investment:
Retained earnings	269,686		865			(223		)	270,328
* Derived from the audited Consolidated Balance Sheets

The Crawford Claims Solutions transition adjustment relates to a change in the method utilized to measure the satisfaction of the performance obligation for short term claims loss adjusting service contracts that were in process as of the transition date. The performance obligation for these contracts is satisfied over a short period of time, on average within 30 days. Under ASC 606, revenue is recognized based on historical claim closure rates and claim type applied utilizing a portfolio approach based on time elapsed for these claims. The Crawford Specialty Solutions transition adjustment relates to a change in the method utilized to measure the satisfaction of the performance obligation for a small number of fixed fee contracts within our Garden City Group service line. There was no transition adjustment for Crawford TPA Solutions: Broadspire.

See Note 3 for further details on the Company's revenue recognition implementation and policies.

Pending Adoption of Recently Issued Accounting Standards

Earning Per Share-Distinguishing Liabilities from Equity-Derivatives and Hedging

In July 2017, the FASB issued ASU 2017-11, "Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception." The ASU Part I changes the classification analysis of certain equity-linked financial instruments with down round features and the related disclosures. Part II of the amendments recharacterizes the indefinite deferral of certain provisions of Topic 480 and do not have an accounting effect. The update is effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the effect this ASU will have on its results of operations, financial condition and cash flows, however, it does not expect any impact.

12

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

Financial Accounting for Leases

In February 2016, the FASB issued ASU 2016-02, "Financial Accounting for Leases." Under this update, a lessee will be required to recognize assets and liabilities for leases with lease terms of more than 12 months. Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP, which requires only capital leases to be recognized on the balance sheet, this ASU will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. The update is effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted. The Company plans to elect the practical expedients upon transition that will retain the lease classification and initial direct costs for any leases that exist prior to adoption of the standard. The Company is updating its inventory of real estate, equipment, and automobile leases for attributes required by this ASU.

Measurement of Credit Losses on Financial Instruments

In June 2016, the FASB issued ASU 2016-13, "Measurement of Credit Losses on Financial Instruments." This update replaces the incurred loss methodology to record credit losses with a methodology that reflects the expected credit losses for financial assets not accounted for at fair value with gains and losses recognized through income. The amendment is effective for annual periods beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company is currently evaluating the effect this amendment may have on its results of operations, financial condition and cash flows.

13

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

3. Revenue Recognition

The Company adopted ASC 606 using the modified retrospective method for those contracts which were not substantially completed as of the transition date. The reported results for the three months ended March 31, 2018, reflect the application of the guidance of ASC 606 while the reported results for the three months ended March 31, 2017, were prepared under the guidance of ASC 605.

There was no significant impact to any of the line items within the Company's Condensed Consolidated Statements of Operations or Condensed Consolidated Balance Sheets as a result of applying ASC 606 for the three months ended March 31, 2018.

Revenue from Contracts with Customers

Revenues are recognized when control of the promised services are transferred to the Company's customers in an amount that reflects the consideration expected to be entitled to in exchange for those services. Revenues are recognized net of any sales, use or value added taxes collected from customers, which are subsequently remitted to governmental authorities. As the Company completes its performance obligations which are identified below, it has an unconditional right to consideration as outlined in the Company's contracts. Generally the Company's accounts receivable are expected to be collected in less than two months, in accordance with the underlying payment terms.

The Company's Crawford Claims Solutions segment generates revenue for claims management services provided to insurance companies and self-insured entities related to property, casualty and catastrophe losses caused by physical damage to commercial and residential real property and certain types of personal property. The Company charges on a fee-per-claim basis for each optional purchase of the claims management services exercised by its customer. Revenue is recognized over time as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type for fixed fee claims applied utilizing a portfolio approach based on time elapsed for these claims. For claims billed on a time and expense incurred basis, which are considered variable consideration, the Company recognizes revenue at the amount in which it has the right to invoice for services performed. These methods of revenue recognition are the most accurate depiction of the transfer of the claims management services to the customer. The Company also generates revenue by providing on-demand inspection, verification and other task specific field services for businesses and consumers. Task assignment services are single optional purchase performance obligations which are generally satisfied at a point in time when the control of the service is transferred to the customer. Therefore revenue is recognized when the customer receives the service requested.

The following table presents Crawford Claims Solutions revenues before reimbursements disaggregated by geography for the three months ended March 31, 2018. The Company considers all Crawford Claims Solutions revenues to be derived from one service line.

(in thousands)	U.S.		U.K.		Canada		Australia		Europe		Rest of World		Total
Total Crawford Claims Solutions Revenues before Reimbursements	$	38,526	$	15,137	$	13,102	$	10,573	$	7,697	$	5,407	$	90,442

The Company's TPA Solutions: Broadspire segment is a third party administrator that generates revenue through its Claims Management and Medical Management service lines.

The Claims Management service line includes Workers' Compensation, Liability, Property and Disability Claims Management. This service line also performs additional services such as Accident & Health claims programs, including affinity type claims, and disability and leave management services. Each claim referred by the customer is considered an additional optional purchase of claims management services under the agreement with the customer. The transaction price is readily available from the contract and is fixed for each service. Revenue is recognized over time as services are provided as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document, and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type applied utilizing a portfolio approach based on time elapsed for these claims as the Company believes this is the most accurate depiction of the transfer of the claims management services to its customer. This service line also provides Risk

14

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

Management Information Services. For non-claim services, revenue is recognized over time as services are provided and control of these services are transferred to the customer. Revenue is recognized as time elapses as this is the most accurate depiction of the transfer of the service to the customer.

The Company's obligation to manage claims under the Claims Management service line can range from less than one year, on a one- or two-year basis or for the lifetime of the claim. Under certain claims management agreements, the Company receives consideration from a customer at contract inception prior to transferring services to the customer, however, it would begin performing services immediately. The period between a customer’s payment of consideration and the completion of the promised services could be greater than one year. There is no difference between the amount of promised consideration and the cash selling price of the promised services. The fee is billed upfront by the Company in order to provide customers with simplified and predictable ways of purchasing its services and it is customary to invoice service fees when the claim is assigned. The Company considered whether a significant financing component exists and determined that there is not a significant financing component at the contract level.

The Medical Management service line offers case managers who provide administration services by proactively managing medical treatment for claimants while facilitating an understanding of and participation in their rehabilitation process. Revenue for Medical Management services are recognized over time as the performance obligations are satisfied through the effort expended to manage the medical treatment for claimants and control of these services are transferred to the customer. Medical Management services are generally billed based on time incurred, are considered variable consideration, and revenue is recognized at the amount in which the Company has the right to invoice for services performed. This method of revenue recognition is the most accurate depiction of the transfer of the Medical Management service to the customer. Medical bill review services provide an analysis of medical charges for clients’ claims to identify opportunities for savings. Medical bill review services revenues are recognized over time as control of the service is transferred to the customer. Revenue is recognized based upon the transfer of the results of the medical bill review service to the customer as this is the most accurate depiction of the transfer of the service to the customer.

The following table presents TPA Solutions: Broadspire revenues before reimbursements disaggregated by service line and geography for the three months ended March 31, 2018.

(in thousands)	U.S.		U.K.		Canada		Europe		Rest of World		Total
Claims Management Services	$	36,706	$	3,250	$	9,458	$	7,919	$	390	$	57,723
Medical Management Services	42,514		—		—		—		—		42,514
Total Crawford TPA Solutions: Broadspire Revenues before Reimbursements	$	79,220	$	3,250	$	9,458	$	7,919	$	390	$	100,237

The Company's Crawford Specialty Services segment principally generates revenues through its Global Technical Services, Contractor Connection and Garden City Group service lines.

The Global Technical Services service line generates revenues for claims management services provided to insurance companies and self-insured entities related to large, complex losses with technical adjusting and industry experts servicing a broad range of industries. Revenue is recognized over time as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type for fixed fee claims, applied utilizing a portfolio approach based on time elapsed for these claims. For claims billed on a time and expense incurred basis, which are considered variable consideration, the Company recognizes revenue at the amount in which it has the right to invoice for services performed. These methods of revenue recognition are the most accurate depiction of the transfer of the claims management services to the customer.

The Contractor Connection service line generates revenue through its independently managed contractor network, with approximately 6,000 credentialed residential and commercial contractors. Contractor Connection generally generates revenue by receiving a fee for each project that is sold by its network of contractors. Revenue is recognized at a point in time once the consumer accepts the contractor’s proposal as Contractor Connection’s performance obligation of referring projects to its contractors has been completed and the Company is entitled to consideration at that time. The contractor takes control of the service upon the consumer’s acceptance of the contractor’s proposal.

15

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

The Garden City Group service line generates revenues by performing legal settlement administration services on behalf of law firms, corporations, government agencies, and courts. The Garden City Group's services include identifying and qualifying class members, handling written, electronic, and telephonic communications with claimants, and determining and dispensing settlement payments. Garden City Group further provides back-office business process outsourcing services encompassing fulfillment, mail intake, call center and multimedia outreach solutions, payment distribution, and product recall needs. Revenues for professional services, such as project management and oversight, legal counsel, administrative and information technology systems support, are recognized over time as the performance obligations are satisfied through the effort expended to administer projects and control of these services are transferred to the customer. Professional services are generally billed on a time and expense incurred basis, are considered variable consideration, and revenue is recognized at the amount in which the Company has the right to invoice for services performed. Transaction support services, such as mail intake and payment distribution, are considered stand ready performance obligations and are accounted for as a series of distinct services and recognized over time as control of these services are transferred to the customer. The nature of the performance obligations for these services is a promise that consists of standing ready to provide services, or making services available for a customer to use, as and when the customer decides to do so. Revenues for transaction support services are recognized over time as the performance obligations are satisfied through the effort expended to perform the support services and control of these services are transferred to the customer. Transaction support services are generally billed based on per unit rates, are considered variable consideration, and revenue is recognized at the amount in which we have the right to invoice for services performed. These methods of revenue recognition for professional and transaction support services are the most accurate depiction of the transfer of the legal settlement administration services to the customer.

The following table presents Crawford Specialty Services revenues before reimbursements disaggregated by service line and geography for the three months ended March 31, 2018.

(in thousands)	U.S.		U.K.		Canada		Australia		Europe		Rest of World		Total
Global Technical Services	$	10,140	$	11,015	$	6,315	$	5,206	$	5,556	$	6,033	$	44,265
Contractor Connection	17,882		2,077		1,822		426		—		—		22,207
Garden City Group	15,447		—		506		—		—		—		15,953
Total Crawford Specialty Solutions Revenues before Reimbursements	$	43,469	$	13,092	$	8,643	$	5,632	$	5,556	$	6,033	$	82,425

In the normal course of business, the Company's operating segments incur certain out-of-pocket expenses that are thereafter reimbursed by its customers. The Company controls the promised good or service before it is transferred to its customer, therefore it is a principal in the transaction. These out-of-pocket expenses and associated reimbursements are reported on a gross basis within expenses and revenues, respectively, in the Company's Condensed Consolidated Statements of Operations.

Arrangements with Multiple Performance Obligations

For claims management services, the Company typically has one performance obligation; however, it also provides the customer with an option to acquire additional services. The Company sells multiple lines of claims processing and different levels of processing depending on the complexity of the claims. The Company typically provides a menu of offerings from which the customer chooses to purchase at their option. The price of each service is separate and distinct and provides a separate and distinct value to the customer. Pricing is consistent for each service irrespective of the other services or quantities requested by the customer. For example, if the Company provides claims processing for both auto and general liability, those services are priced and delivered independently.

Contract Balances

The timing of revenue recognition, billings and cash collections result in billed accounts receivables, contract assets (reported as unbilled revenues at estimated billable amounts) and contract liabilities (reported as deferred revenues) on the Company’s Condensed Consolidated Balance Sheets. Unbilled revenues is a contract asset for revenue that has been recognized in advance of billing the customer, resulting from professional services delivered that we expect and are entitled to receive as consideration under certain contracts. Billing requirements vary by contract but substantially all unbilled revenues are billed within one year.

16

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

When the Company receives consideration from a customer prior to transferring services to the customer under the terms of certain claims management agreements, it records deferred revenues on the Company’s Condensed Consolidated Balance Sheets, which represents a contract liability. These fixed-fee service agreements typically result from the Crawford TPA Solutions: Broadspire segment and require the Company to handle claims on either a one- or two-year basis, or for the lifetime of the claim. In cases where it handles a claim on a non-lifetime basis, the Company typically receives an additional fee on each anniversary date that the claim remains open. For service agreements where it provides services for the life of the claim, the Company is paid one upfront fee regardless of the duration of the claim. The Company recognizes deferred revenues as revenues as it performs services and transfers control of the services to the customer and satisfies the performance obligation which it determines utilizing a portfolio approach.

The Company's deferred revenues for claims handled for one or two years are not as sensitive to changes in claim closing rates since the performance obligations are satisfied within a fixed length of time. Deferred revenues for lifetime claim handling are more sensitive to changes in claim closing rates since the Company is obligated to handle these claims to conclusion with no additional fees received for long-lived claims. For all fixed fee service agreements, revenues are recognized over the expected service periods, by type of claim. Based upon its historical averages, the Company closes approximately 98% of all cases referred to it under lifetime claim service agreements within five years from the date of referral. Also, within that five-year period, the percentage of cases remaining open in any one particular year has remained relatively consistent from period to period. Each quarter the Company evaluates its historical case closing rates by type of claim utilizing a portfolio approach and makes adjustments to deferred revenues as necessary. As a portfolio approach is utilized to recognize deferred revenues, any changes in estimates will impact timing of revenue recognition and any changes in estimates are recognized in the period in which they are determined.

The table below presents the deferred revenues balance as of the transition date and the significant activity affecting deferred revenues during the three months ended March 31, 2018:

(In Thousands)
Customer Contract Liabilities	Deferred Revenue
Balance at transition date (current and noncurrent)	$	60,609
Q1 2018 Additions	20,250
Revenue Recognized from the Balance at Beginning of Period	(12,440		)
Revenue Recognized from Q1 2018 Additions	(7,154		)
Balance as of March 31, 2018 (current and noncurrent)	$	61,265

Remaining Performance Obligations

As of March 31, 2018, we had $85.4 million of remaining performance obligations related to claims and non-claims services in which the price is fixed. Remaining performance obligations consist of deferred revenues as well as certain unbilled receivables that are considered contract assets. The Company expects to recognize approximately 70% of our remaining performance obligations as revenues within one year and the remaining balance thereafter. See the discussion below regarding the practical expedients elected for the disclosure of remaining performance obligations.

Costs to Obtain a Contract

The Company has an internal sales force compensation program where remuneration is based solely on the revenues recognized in the period and does not represent an incremental cost to the Company which provides a future benefit expected to be longer than one year and would meet the criteria to be capitalized and presented as a contract asset on the Condensed Consolidated Balance Sheet.

17

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

Practical Expedients Elected

As a practical expedient, the Company does not adjust the consideration in a contract for the effects of a significant financing component it expects, at contract inception, that the period between a customer’s payment of consideration and the transfer of promised services to the customer will be one year or less.

For claims management and legal settlement administration services that are billed on a time and expense incurred or per unit basis and revenue is recognized over time, the Company recognizes revenue at the amount to which it has the right to invoice for services performed.

The Company does not disclose the value of remaining performance obligations for (i) contracts for which it recognizes revenue at the amount to which it has the right to invoice for services performed, and (ii) contracts with variable consideration allocated entirely to a single performance obligation.

4. Income Taxes

The Company's consolidated effective income tax rate may change periodically due to changes in enacted tax rates, fluctuations in the mix of income earned from the Company's various domestic and international operations, which are subject to income taxes at different rates, the Company's ability to utilize net operating loss and tax credit carryforwards, and amounts related to uncertain income tax positions. The Company estimates that its effective income tax rate for 2018 will be approximately 32.0% after considering known discrete items. The provision for income taxes on consolidated income before income taxes totaled $4.0 million and $4.8 million for the three months ended March 31, 2018 and 2017, respectively. The overall effective tax rate decreased to 32.0% for the three months ended March 31, 2018 compared with 38.8% for the 2017 period due to enacted changes in U.S. tax law as a result of the December 2017 enactment of the Tax Cuts and Jobs Act (“the Tax Act”). The Tax Act significantly changes U.S. federal income tax law. The changes include, but are not limited to: a federal corporate rate reduction from 35% to 21%, limitations on the deductibility of interest expense and executive compensation, creation of a new minimum tax on global intangible low taxed income (“GILTI”), and a one-time U.S. tax liability on those earnings which have not previously been repatriated to the U.S. (the “Transition Tax”) as a result of the transition of U.S. international taxation from a worldwide tax system to a modified territorial tax system. 

The Company has estimated the impact of the Tax Act incorporating assumptions made based upon its current interpretation of the Tax Act and included them in its consolidated financial statements for the year ended December 31, 2017. The SEC Staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. The Company has recognized provisional tax impacts related to Transition Tax and revaluation of domestic deferred tax balances, and included those amounts in its consolidated financial statements for the year ended December 31, 2017. The actual impact of the Tax Act may differ from the Company's estimates due to, among other things, further refinement of our calculations, changes in interpretations and assumptions we have made, guidance that may be issued and actions we may take as a result of the Tax Act. The provision for income taxes for the three months ended March 31, 2018 did not reflect any material adjustments to the previously disclosed estimated impact of the Tax Act. As of March 31, 2018 the Company expects the accounting to be completed within the one year measurement period, as allowed under SAB 118.

18

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

5. Defined Benefit Pension Plans

Net periodic (benefit) cost related to all of the Company's defined benefit pension plans recognized in the Company's unaudited Condensed Consolidated Statements of Operations for the three months ended March 31, 2018 and 2017 included the following components:

	Three months ended
(in thousands)	March 31, 2018			March 31, 2017
Service cost	$	363		$	322
Interest cost	5,273			5,564
Expected return on assets	(8,768		)	(8,492		)
Amortization of actuarial loss	2,610			2,745
Net periodic (benefit) cost	$	(522	)	$	139

During the period ended March 31, 2018, the Company adopted ASU 2017-7 and retrospectively applied the presentation of the service costs and the other components of net periodic service costs in the income statement. For the three months ended March 31, 2018 and 2017, the non-service components of net periodic pension costs of $885,000 and $183,000 of income, respectively, are included in "Other Income, net" on the Condensed Consolidated Statement of Operations. For the period ended March 31, 2018, the Company made contributions of $3,000,000 and $1,381,000 to its U.S. and U.K. defined benefit pension plans, respectively, compared with contributions of $3,000,000 and $1,283,000, respectively, in the comparable 2017 period. The Company is not required to make any additional contributions to its U.S. or U.K. defined benefit pension plans for the remainder of 2018; however, the Company expects to make additional contributions of approximately $6,000,000 and $4,200,000 to its U.S. and U.K. plans, respectively during the remainder of 2018.

19

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

6. Net Income Attributable to Shareholders of Crawford & Company per Common Share

The Company computes earnings per share of its non-voting Class A Common Stock ("CRD-A") and voting Class B Common Stock ("CRD-B") using the two-class method, which allocates the undistributed earnings in each period to each class on a proportionate basis. The Company's Board of Directors has the right, but not the obligation, to declare higher dividends on the CRD-A shares than on the CRD-B shares, subject to certain limitations. In periods when the dividend is the same for CRD-A and CRD-B or when no dividends are declared or paid to either class, the two-class method generally will yield the same earnings per share for CRD-A and CRD-B. For the first quarter of 2018 and 2017, the Board of Directors declared a higher dividend on CRD-A than on CRD-B.

The computations of basic net income attributable to shareholders of Crawford & Company per common share were as follows:

	Three months ended
	March 31, 2018				March 31, 2017
(in thousands, except per share amounts)	CRD-A		CRD-B		CRD-A		CRD-B
Earnings per share - basic:
Numerator:
Allocation of undistributed earnings	$	2,885	$	2,263	$	2,364	$	1,859
Dividends paid	2,198		1,223		2,206		1,235
Net income attributable to common shareholders, basic	$	5,083	$	3,486	$	4,570	$	3,094
Denominator:
Weighted-average common shares outstanding, basic	31,199		24,472		31,409		24,690
Earnings per share - basic	$	0.16	$	0.14	$	0.15	$	0.13

The computations of diluted net income attributable to shareholders of Crawford & Company per common share were as follows:

	Three months ended
	March 31, 2018				March 31, 2017
(in thousands, except per share amounts)	CRD-A		CRD-B		CRD-A		CRD-B
Earnings per share - diluted:
Numerator:
Allocation of undistributed earnings	$	2,907	$	2,241	$	2,392	$	1,831
Dividends paid	2,198		1,223		2,206		1,235
Net income attributable to common shareholders, diluted	$	5,105	$	3,464	$	4,598	$	3,066
Denominator:
Weighted-average common shares outstanding, basic	31,199		24,472		31,409		24,690
Weighted-average effect of dilutive securities	562		—		839		—
Weighted-average common shares outstanding, diluted	31,761		24,472		32,248		24,690
Earnings per share - diluted	$	0.16	$	0.14	$	0.14	$	0.12

20

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

Listed below are the shares excluded from the denominator in the above computation of diluted earnings per share for CRD-A because their inclusion would have been antidilutive:

	Three months ended
(in thousands)	March 31, 2018	March 31, 2017
Shares underlying stock options excluded	1,039	559
Performance stock grants excluded because performance conditions have not been met (1)	845	431

⁽¹⁾  Compensation cost is recognized for these performance stock grants based on expected achievement rates; however, no consideration is given to these performance stock grants when calculating diluted earnings per share until the performance measurements have been achieved.

The following table details shares issued during the three months ended March 31, 2018 and March 31, 2017. These shares are included from their dates of issuance in the weighted-average common shares used to compute basic and diluted earnings per share for CRD-A in the table above. There were no shares of CRD-B issued during either of these periods.

	Three months ended
(in thousands)	March 31, 2018	March 31, 2017
CRD-A issued under Non-Employee Director Stock Plan	99	80
CRD-A issued under the U.K. ShareSave Scheme	3	2
CRD-A issued under the Executive Stock Bonus Plan	—	149

Effective July 29, 2017, the Company's Board of Directors authorized the repurchase of up to 2,000,000 shares of CRD-A or CRD-B (or both) through July 2020 (the "2017 Repurchase Authorization"). Under the 2017 Repurchase Authorization, repurchases may be made for cash, in the open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable contractual and regulatory restrictions. At March 31, 2018, the Company had remaining authorization to repurchase 600,825 shares under the 2017 Repurchase Authorization.

During the three months ended March 31, 2018, the Company repurchased 1,011,958 shares of CRD-A and 53,888 shares of CRD-B at an average cost of $8.28 and $8.96, respectively. During the three months ended March 31, 2017 the Company did not repurchase any shares of CRD-A or CRD-B.

7. Accumulated Other Comprehensive Loss

Comprehensive income (loss) for the Company consists of the total of net income, foreign currency translation adjustments, and accrued pension and retiree medical liability adjustments. The changes in components of "Accumulated other comprehensive loss" ("AOCL"), net of taxes and noncontrolling interests, included in the Company's unaudited condensed consolidated financial statements were as follows:

	Three months ended March 31, 2018
(in thousands)	Foreign currency translation adjustments			Retirement liabilities (1)			AOCL attributable to shareholders of Crawford & Company
Beginning balance	$	(26,320	)	$	(170,157	)	$	(196,477	)
Other comprehensive income before reclassifications	7,311			—			7,311
Amounts reclassified from accumulated other comprehensive income	—			1,629			1,629
Net current period other comprehensive income	7,311			1,629			8,940
Ending balance	$	(19,009	)	$	(168,528	)	$	(187,537	)

21

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

	Three months ended March 31, 2017
(in thousands)	Foreign currency translation adjustments			Retirement liabilities (1)			AOCL attributable to shareholders of Crawford & Company
Beginning balance	$	(33,449	)	$	(178,324	)	$	(211,773	)
Other comprehensive income before reclassifications	1,692			—			1,692
Amounts reclassified from accumulated other comprehensive income	—			1,783			1,783
Net current period other comprehensive income	1,692			1,783			3,475
Ending balance	$	(31,757	)	$	(176,541	)	$	(208,298	)

⁽¹⁾  Retirement liabilities reclassified to net income are related to the amortization of actuarial losses and are included in "Other Income (Expense), net" in the Company's unaudited Condensed Consolidated Statements of Operations. See Note 5, "Defined Benefit Pension Plans" for additional details.

The other comprehensive loss amounts attributable to noncontrolling interests shown in the Company's unaudited Condensed Consolidated Statements of Shareholders' Investment are foreign currency translation adjustments.

8. Fair Value Measurements

The following table presents the Company's assets that are measured at fair value on a recurring basis and that are categorized using the fair value hierarchy:

			Fair Value Measurements at March 31, 2018
					Significant Other		Significant
			Quoted Prices in		Observable		Unobservable
			Active Markets		Inputs		Inputs
(in thousands)	Total		(Level 1)		(Level 2)		(Level 3)
Assets:
Money market funds (1)	$	10,193	$	10,193	$	—	$	—

⁽¹⁾  The fair values of the money market funds were based on recently quoted market prices and reported transactions in an active marketplace. Money market funds are included in the Company's unaudited Condensed Consolidated Balance Sheets as "Cash and cash equivalents."

Fair Value Disclosures

There were no transfers of assets between fair value levels during the three months ended March 31, 2018. The categorization of assets and liabilities within the fair value hierarchy and the measurement techniques are reviewed quarterly. Any transfers between levels are deemed to have occurred at the end of the quarter.

The fair values of accounts receivable, unbilled revenues, accounts payable and short-term borrowings approximate their respective carrying values due to the short-term maturities of the instruments. The interest rate on the Company's variable rate long-term debt resets at least every 90 days; therefore, the carrying value approximates fair value.

22

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

9. Segment Information

Financial information for the three months ended March 31, 2018 and 2017 related to the Company's reportable segments, including a reconciliation from segment operating earnings to income before income taxes, the most directly comparable GAAP financial measure, is presented below.

	Three months ended
(in thousands)	March 31, 2018			March 31, 2017
Revenues:
Crawford Claims Solutions	$	90,442		$	83,148
Crawford TPA Solutions: Broadspire	100,237			96,326
Crawford Specialty Solutions	82,425			87,793
Total segment revenues before reimbursements	273,104			267,267
Reimbursements	17,283			12,263
Total revenues	$	290,387		$	279,530
Segment Operating Earnings
Crawford Claims Solutions	$	715		$	2,434
Crawford TPA Solutions: Broadspire	7,824			7,968
Crawford Specialty Solutions	10,451			8,352
Total segment operating earnings	18,990			18,754
Deduct:
Unallocated corporate and shared (costs) and credits, net	(815		)	(461		)
Net corporate interest expense	(2,564		)	(2,036		)
Stock option expense	(450		)	(417		)
Amortization of customer-relationship intangible assets	(2,765		)	(2,777		)
Restructuring and special charges	—			(605		)
Income before income taxes	$	12,396		$	12,458

Intersegment transactions are not material for any period presented.

Operating earnings is the primary financial performance measure used by the Company's senior management and chief operating decision maker ("CODM") to evaluate the financial performance of the Company's three operating segments and make resource allocation and certain compensation decisions. The Company believes this measure is useful to others in that it allows them to evaluate segment operating performance using the same criteria used by the Company's senior management and CODM. Operating earnings will differ from net income computed in accordance with GAAP since operating earnings represent segment earnings before certain unallocated corporate and shared costs and credits, net corporate interest expense, stock option expense, amortization of customer-relationship intangible assets, restructuring and special charges, income taxes, and net income or loss attributable to noncontrolling interests and redeemable noncontrolling interests.

Segment operating earnings includes allocations of certain corporate and shared costs. If the Company changes its allocation methods or changes the types of costs that are allocated to its threeoperating segments, prior period amounts presented in the current period financial statements are adjusted to conform to the current allocation process.

23

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

The Company reported in its 2017 Form 10-K a subsequent event about an anticipated realignment of operating segment manager responsibilities subsequent to December 31, 2017. The Company has realigned its operating segments by moving to a global service line reporting structure consisting of Crawford Claims Solutions, which is comprised of Claims Field Operations, WeGoLook and Catastrophe Services service lines previously reported within the U.S. Services and International segments based on geography and responsibility, Crawford TPA Solutions: Broadspire, which is comprised of the previously reported Broadspire segment and third party administration services within the International segment, and Crawford Specialty Solutions, which is comprised of the previously reported Garden City Group segment and the Global Technical Services and Contractor Connection service lines within U.S. Services and International segments based on geography and responsibility.

Revenues before reimbursements by major service line in the Crawford TPA Solutions: Broadspire segment and the Crawford Specialty Solutions segment are shown in the following table. The Company considers all Crawford Claims Solutions revenues to be derived from one service line.

	Three months ended
(in thousands)	March 31, 2018		March 31, 2017
Crawford TPA Solutions: Broadspire
Claims Management	$	57,723	$	55,759
Medical Management Services	42,514		40,567
Total Revenues before Reimbursements--Crawford TPA Solutions: Broadspire	$	100,237	$	96,326
Crawford Specialty Solutions
Global Technical Services	$	44,265	$	40,704
Contractor Connection	22,207		27,141
Garden City Group	15,953		19,948
Total Revenues before Reimbursements--Crawford Specialty Solutions	$	82,425	$	87,793

10. Commitments and Contingencies

As part of the Company's credit facility, the Company maintains a letter of credit facility to satisfy certain of its own contractual requirements. At March 31, 2018, the aggregate committed amount of letters of credit outstanding under the credit facility was $14,229,000.

In the normal course of its business, the Company is sometimes named as a defendant or responsible party in suits or other actions by insureds or claimants contesting decisions made by the Company or its clients with respect to the settlement of claims. Additionally, certain clients of the Company have in the past brought, and may, in the future bring, claims for indemnification on the basis of alleged actions by the Company, its agents, or its employees in rendering services to clients. The majority of these claims are of the type covered by insurance maintained by the Company. However, the Company is responsible for the deductibles and self-insured retentions under various insurance coverages. In the opinion of Company management, adequate provisions have been made for such known and foreseeable risks.

The Company is subject to numerous federal, state, and foreign labor, employment, worker health and safety, antitrust and competition, environmental and consumer protection, import/export, anti-corruption, and other laws, and from time to time the Company faces claims and investigations by employees, former employees, and governmental entities under such laws. Such claims, investigations, and any litigation involving the Company could divert management's time and attention from the Company's business operations and could potentially result in substantial costs of defense, settlement or other disposition, which could have a material adverse effect on the Company's results of operations, financial position, and cash flows. In the opinion of Company management, adequate provisions have been made for any items that are probable and reasonably estimable.

11. Restructuring and Special Charges

The Company reported no restructuring and special charges for the three months ended March 31, 2018. Total restructuring charges for the three months ended March 31, 2017 were $605,000. The Company recorded no special charges for the three months ended March 31, 2017.

24

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

Restructuring charges for the three months ended March 31, 2017 of $605,000 were incurred for the implementation and phase in of the Company's Global Business Services Center in the Philippines and Global Technology Services Center in India (the "Centers") and other restructuring charges for asset impairments and lease termination costs.

The following table shows the restructuring charges incurred by type of activity:

	Three months ended
(in thousands)	March 31, 2018		March 31, 2017
Implementation and phase-in of the Centers	$	—	$	157
Asset impairments and lease termination costs	—		448
Total restructuring charges	$	—	$	605

Costs associated with the Centers were primarily for professional fees and severance costs. Asset impairments and lease termination costs were incurred for obsolete software and the exiting of certain leased facilities.

As ofMarch 31, 2018, the following liabilities remained on the Company's unaudited Condensed Consolidated Balance Sheets related to restructuring charges. Therollforward of these costs toMarch 31, 2018were as follows:

	Three months ended March 31, 2018
(in thousands)	Deferred rent				Accrued compensation and related costs			Other accrued liabilities			Total
Beginning balance, December 31, 2017	$	2,846			$	4,782		$	1,785		$	9,413
Additions	—			—	—			—			—
Adjustments to accruals	(322		)		—			—			(322		)
Cash payments	—				(3,447		)	(375		)	(3,822		)
Ending balance, March 31, 2018	$	2,524			$	1,335		$	1,410		$	5,269

25

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of

Crawford & Company

Results of Review of Interim Financial Statements

We have reviewed the accompanying condensed consolidated balance sheet of Crawford & Company (the Company) as of March 31, 2018, the related condensed consolidated statements of operations, comprehensive income, cash flows and shareholders' investment for the three-month periods ended March 31, 2018 and 2017, and the related notes (collectively referred to as the “condensed consolidated interim financial statements”). Based on our reviews, we are not aware of any material modifications that should be made to the condensed consolidated interim financial statements for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, 2017, and the related consolidated statements of operations, comprehensive income, cash flows, and shareholders’ investment for the year then ended, and the related notes (not presented herein); and in our report dated March 7, 2018, we expressed an unqualified audit opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2017, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

These financial statements are the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the SEC and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ Ernst & Young LLP

Atlanta, Georgia

May 10, 2018

26

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Statement Concerning Forward-Looking Statements

This report contains forward-looking statements within the meaning of that term in the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. Statements contained in this report that are not statements of historical fact are forward-looking statements made pursuant to the "safe harbor" provisions thereof. These statements may relate to, among other things, our expected future operating results and financial condition, our ability to grow our revenues and reduce our operating expenses,expectations regarding our anticipated contributions to our underfunded defined benefit pension plans, collectability of our billed and unbilled accounts receivable, financial results from our recently completed acquisitions, our continued compliance with the financial and other covenants contained in our financing agreements, expectations regarding the timing, costs and synergies from our global business and technology services centers and our other long-term capital resource and liquidity requirements. These statements may also relate to our business strategies, goals and expectations concerning our market position, future operations, margins, case and project volumes, profitability, contingencies, liquidity position, and capital resources. The words "anticipate", "believe", "could", "would", "should", "estimate", "expect", "intend", "may", "plan", "goal", "strategy", "predict", "project", "will" and similar terms and phrases, or the negatives thereof, identify forward-looking statements contained in this report.

Although we believe the assumptions upon which these forward-looking statements are based are reasonable, any of these assumptions could prove to be inaccurate and the forward-looking statements based on these assumptions could be incorrect. Our operations and the forward-looking statements related to our operations involve risks and uncertainties, many of which are outside our control, and any one of which, or a combination of which, could materially adversely affect our financial condition and results of operations, and whether the forward-looking statements ultimately prove to be correct. Included among the risks and uncertainties we face are risks related to the following:

• a decline in cases referred to us for any reason, including changes in the degree to which property and casualty insurance carriers outsource their claims handling functions,

• the project-based nature of the Garden City Group service line in our Crawford Specialty Solutions segment, including associated fluctuations in revenue,

• changes in global economic conditions,

• changes in interest rates,

• changes in foreign currency exchange rates,

• changes in regulations and practices of various governmental authorities,

• changes in our competitive environment,

• changes in the financial condition of our clients,

• the loss of any material customer,

• our ability to successfully integrate the operations of acquired businesses,

• our ability to achieve projected levels of efficiencies and cost savings from our Global Business Services Center in the Philippines and our Global Technology Services Center in India (the "Centers"),

• regulatory changes related to funding of defined benefit pension plans,

• our U.S., U.K. and other international defined benefit pension plans and our future funding obligations thereunder,

• our ability to complete any transaction involving the acquisition or disposition of assets on terms and at times acceptable to us,

• our ability to identify new revenue sources not tied to the insurance underwriting cycle,

• our ability to develop or acquire information technology resources to support and grow our business,

• our ability to attract and retain qualified personnel,

• our ability to renew existing contracts with clients on satisfactory terms,

• our ability to collect amounts due from our clients and others,

• continued availability of funding under our financing agreements,

• general risks associated with doing business outside the U.S.,including changes in tax rates,

• our ability to comply with the covenants in our financing or other agreements,

• changes in market conditions or legislation (including judicial interpretation thereof) relating to class actions, which may make it more difficult for plaintiffs to bring such actions,

• changes in the frequency or severity of man-made or natural disasters,

• the ability of our third-party service providers, used for certain aspects of our internal business functions, to meet expected service levels,

• our ability to prevent cybersecurity breaches and cyber incidents,

• our ability to achieve targeted integration goals with the consolidation and migration of multiple software platforms,

• risks associated with our having a controlling shareholder, and

• impairments of goodwill or our other indefinite-lived intangible assets.

27

As a result, undue reliance should not be placed on any forward-looking statements. Actual results and trends in the future may differ materially from those expressed or implied by the forward-looking statements. Forward-looking statements speak only as of the date they are made and we undertake no obligation to publicly update any of these forward-looking statements in light of new information or future events.

The following Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") should be read in conjunction with 1) our unaudited condensed consolidated financial statements and accompanying notes thereto for the three months ended March 31, 2018 and 2017, and as of March 31, 2018, and December 31, 2017, contained in Item 1 of this Quarterly Report on Form 10-Q, and 2) our Annual Report on Form 10-K for the year ended December 31, 2017. As described in Note 1, "Basis of Presentation," the financial results of our operations outside of the U.S., Canada, the Caribbean, and certain subsidiaries in the Philippines, are included in our consolidated financial statements on a two-month delayed basis (fiscal year-end of October 31) as permitted by U.S. generally accepted accounting principles ("GAAP") in order to provide sufficient time for accumulation of their results.

Business Overview

Based in Atlanta, Georgia, Crawford & Company (www.crawfordandcompany.com) is the world's largest publicly listed independent provider of claims management solutions to the risk management and insurance industry, as well as to self-insured entities, with an expansive global network serving clients in more than 70 countries. Shares of the Company's two classes of common stock are traded on the New York Stock Exchange under the symbols CRD-A and CRD-B, respectively. The Company's two classes of stock are substantially identical, except with respect to voting rights and the Company's ability to pay greater cash dividends on the non-voting Class A Common Stock than on the voting Class B Common Stock, subject to certain limitations. In addition, with respect to mergers or similar transactions, holders of Class A Common Stock must receive the same type and amount of consideration as holders of Class B Common Stock, unless different consideration is approved by the holders of 75% of the Class A Common Stock, voting as a class.

Subsequent to December 31, 2017, the Company has realigned its operating segments by moving to a global service line reporting structure consisting of Crawford Claims Solutions, which is comprised of Claims Field Operations, WeGoLook and Catastrophe Services service lines previously reported within the U.S. Services and International segments based on geography and responsibility, Crawford TPA Solutions: Broadspire, which is comprised of the previously reported Broadspire segment and third party administration services within the International segment, and Crawford Specialty Solutions, which is comprised of the previously reported Garden City Group segment and the Global Technical Services and Contractor Connection service lines within U.S. Services and International segments based on geography and responsibility.

As discussed in more detail in subsequent sections of this MD&A, our three operating segments represent components of our Company for which separate financial information is available, and which is evaluated regularly by our chief operating decision maker ("CODM") in deciding how to allocate resources and in assessing operating performance. Crawford Claims Solutions serves the global property and casualty insurance markets. Crawford TPA Solutions: Broadspire serves the self-insurance marketplace on a global basis. Crawford Specialty Solutions serves the global property and casualty insurance markets, and the class action, regulatory, mass tort, bankruptcy, and other legal settlement markets.

Insurance companies rely on us for certain services such as field investigation and the evaluation of property and casualty insurance claims. Self-insured entities typically rely on us for a broader range of services. In addition to field investigation and claims evaluation, we may also provide initial loss reporting services for their claimants, loss mitigation services such as medical bill review, medical case management and vocational rehabilitation, risk management information services, and trust fund administration to pay their claims. Our Contractor Connection service line provides a managed contractor network to insurance carriers and consumer markets. Our Garden City Group service line provides legal settlement administration services related to class action settlements, mass tort claims and bankruptcies, including identifying and qualifying class members, determining and dispensing settlement payments, and administering settlement funds.

The global claims management services market is highly competitive and comprised of a large number of companies of varying size and that offer a varied scope of services. The demand from insurance companies and self-insured entities for services provided by independent claims service firms like us is largely dependent on industry-wide claims volumes, which are affected by, among other things, the insurance underwriting cycle, weather-related events, general economic activity, overall employment levels, and workplace injury rates. Demand is also impacted by decisions insurance companies and self-insured entities make with respect to the level of claims outsourced to independent claim service firms as opposed to those handled by their own in-house claims adjusters. In addition, our ability to retain clients and maintain or increase case referrals is also dependent in part on our ability to continue to provide high-quality, competitively priced services and effective sales efforts.

28

We typically earn our revenues on an individual fee-per-claim basis for claims management services that we provide to insurance companies and self-insured entities. Accordingly, the volume of claim referrals to us is a key driver of our revenues. We cannot predict the future trend of case volumes for a number of reasons, including the frequency and severity of weather-related cases and the occurrence of natural and man-made disasters, which are a significant source of cases for us and are not subject to accurate forecasting.

The legal settlement administration market within which our Garden City Group service line operates is highly competitive but is comprised of a limited number of specialized entities. The demand for legal settlement administration services is generally not directly tied to or affected by the insurance underwriting cycle. The demand for these services is largely dependent on the volume of class action settlements, the volume of bankruptcy filings and the resulting settlements, the volume of mass torts and general economic conditions. Our revenues for legal settlement administration services are largely project-based.

Results of Operations

Executive Summary

Consolidated revenues before reimbursements increased $5.8 million, or 2.2%, for the three months ended March 31, 2018, compared with the same period of 2017. The increase in revenues for the first quarter was due to increases in revenues in our Crawford Claims Solutions and Crawford TPA Solutions: Broadspire segments, partially offset by a decrease in revenues in our Crawford Specialty Solutions segment. The decrease in revenues in the Crawford Specialty Solutions segment was primarily due to a change in the operating model in the U.K. contractor repair business where we are acting in an agency role instead of principal in certain relationships with clients related to our Contractor Connection service line, which represents a $6.0 million reduction for the three months ended March 31, 2018 as compared to the prior year period. However, this change had no impact to operating earnings. Changes in foreign exchange rates increased our revenues by $7.0 million for the three months ended March 31, 2018 as compared to the prior year period.

Costs of services provided, before reimbursements, increased $4.9 million, or 3% ,for the three months ended March 31, 2018, compared with the same period of 2017. This increase was primarily due to an increase in compensation costs in our Crawford Claims Solutions segment and an increase in non-employee labor costs in our Crawford Specialty Solutions segment.

Selling, general, and administrative ("SG&A") expenses were 3% higher in the first quarter of 2018 compared with the same period of 2017. The increase for the three months ended March 31, 2018 was due to an increase in compensation costs and professional fees in the 2018 first quarter compared with the 2017 period.

During the three months ended March 31, 2018, we recorded no restructuring and special charges, and for the same period of 2017, we recorded $0.6 million of restructuring charges. Restructuring charges were incurred for the implementation and phase in of our Global Business Services Center in the Philippines and Global Technology Services Center in India (the "Centers") and other restructuring charges for asset impairments and lease termination costs in 2017. The Company recorded no special charges for the three months ended March 31, 2018 and 2017.

Operating Earnings of our Operating Segments

We believe that a discussion and analysis of the segment operating earnings of our three operating segments is helpful in understanding the results of our operations. Operating earnings is our segment measure of profitability presented in conformity with the Financial Accounting Standards Board's ("FASB") Accounting Standards Codification ("ASC") Topic 280 "Segment Reporting." Operating earnings is the primary financial performance measure used by our senior management and CODM to evaluate the financial performance of our operating segments and make resource allocation and certain compensation decisions.

We believe operating earnings is a measure that is useful to others in that it allows them to evaluate segment operating performance using the same criteria used by our senior management and CODM. Segment operating earnings represent segment earnings, including the direct and indirect costs of certain administrative functions required to operate our business, but excludes unallocated corporate and shared costs and credits, net corporate interest expense, stock option expense, amortization of customer-relationship intangible assets, goodwill impairment charges, restructuring and special charges, income taxes, and net income or loss attributable to noncontrolling interests and redeemable noncontrolling interests.

Administrative functions such as finance, human resources, information technology, quality and compliance, exist in both a centralized shared-service arrangement and within certain operations. Each of these functions are managed by centralized management and we allocate the costs of those services to the segments as indirect costs based on usage.

29

Income taxes, net corporate interest expense, stock option expense, and amortization of customer-relationship intangible assets are recurring components of our net income, but they are not considered part of our segment operating earnings because they are managed on a corporate-wide basis. Income taxes are calculated for the Company on a consolidated basis based on statutory rates in effect in the various jurisdictions in which we provide services, and vary significantly by jurisdiction. Net corporate interest expense results from capital structure decisions made by senior management and the Board of Directors, affecting the Company as a whole. Stock option expense represents the non-cash costs generally related to stock options and employee stock purchase plan expenses which are not allocated to our operating segments. Amortization expense is a non-cash expense for finite-lived customer-relationship and trade name intangible assets acquired in business combinations. None of these costs relate directly to the performance of our services or operating activities and, therefore, are excluded from segment operating earnings in order to better assess the results of each segment's operating activities on a consistent basis.

Unallocated corporate and shared costs and credits include expenses and credits related to our chief executive officer and Board of Directors, certain provisions for bad debt allowances or subsequent recoveries such as those related to bankrupt clients, defined benefit pension costs or credits for our frozen U.S. pension plan, certain unallocated professional fees, and certain self-insurance costs and recoveries that are not allocated to our individual operating segments.

Restructuring and special charges arise from time to time from events (such as internal restructurings, losses on subleases, establishment of new operations, and asset impairments) that are not allocated to any particular segment since they historically have not regularly impacted our performance and are not expected to impact our future performance on a regular basis.

Additional discussion and analysis of our income taxes, net corporate interest expense, stock option expense, amortization of customer-relationship intangible assets, unallocated corporate and shared costs and credits, and restructuring and special charges follows the discussion and analysis of the results of operations of our three operating segments.

Segment Revenues

In the normal course of business, our operating segments incur certain out-of-pocket expenses that are thereafter reimbursed by our clients. Under GAAP, these out-of-pocket expenses and associated reimbursements are reported on a gross basis within reporting revenues and expenses, respectively, in our Condensed Consolidated Statements of Operations. In the discussion and analysis of results of operations which follows, we do not include a gross up of expenses and revenues for these pass-through reimbursed expenses. The amounts of reimbursed expenses and related revenues offset each other in our results of operations with no impact to our net income or operating earnings. A reconciliation of revenues before reimbursements to consolidated revenues determined in accordance with GAAP is self-evident from the face of the accompanying unaudited Condensed Consolidated Statements of Operations.

Our segment results are impacted by changes in foreign exchange rates. We believe that a non-GAAP discussion and analysis of segment revenues before reimbursements by major region, based on actual exchange rates and using a constant exchange rate, is helpful in understanding the results of our segment operations.

Segment Operating Expenses

Our discussion and analysis of segment operating expenses is comprised of two components: "Direct Compensation, Fringe Benefits & Non-Employee Labor" and "Expenses Other Than Direct Compensation, Fringe Benefits & Non-Employee Labor."

"Direct Compensation, Fringe Benefits & Non-Employee Labor" includes direct compensation, payroll taxes, and benefits provided to the employees of each segment, as well as payments to outsourced service providers that augment our staff in each segment. As a service company, these costs represent our most significant and variable operating expenses.

Costs of administrative functions, including direct compensation, payroll taxes, and benefits, are managed centrally and considered indirect costs. The allocated indirect costs of our shared-services infrastructure are allocated to each segment based on usage and reflected within "Expenses Other Than Direct Compensation, Fringe Benefits & Non-Employee Labor" of each segment.

In addition to allocated corporate and shared costs, "Expenses Other Than Direct Compensation, Fringe Benefits & Non-Employee Labor" includes travel and entertainment, office rent and occupancy costs, automobile expenses, office operating expenses, data processing costs, cost of risk, professional fees, and amortization and depreciation expense other than amortization of customer-relationship intangible assets.

Unless noted in the following discussion and analysis, revenue amounts exclude reimbursements for out-of-pocket expenses and expense amounts exclude reimbursed out-of-pocket expenses.

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Operating results for our Crawford Claims Solutions, Crawford TPA Solutions: Broadspire, and Crawford Specialty Solutions segments reconciled to income before income taxes and net income attributable to shareholders of Crawford & Company were as follows:

	Three months ended
(in thousands, except percentages)	March 31, 2018			March 31, 2017			% Change
Revenues:
Crawford Claims Solutions	$	90,442		$	83,148		8.8	%
Crawford TPA Solutions: Broadspire	100,237			96,326			4.1	%
Crawford Specialty Solutions	82,425			87,793			(6.1	)%
Total revenues, before reimbursements	273,104			267,267			2.2	%
Reimbursements	17,283			12,263			40.9	%
Total Revenues	$	290,387		$	279,530		3.9	%
Direct Compensation, Fringe Benefits & Non-Employee Labor:
Crawford Claims Solutions	$	60,948		$	55,468		9.9	%
% of related revenues before reimbursements	67.4		%	66.7		%
Crawford TPA Solutions: Broadspire	58,718			55,590			5.6	%
% of related revenues before reimbursements	58.6		%	57.7		%
Crawford Specialty Solutions	43,386			41,521			4.5	%
% of related revenues before reimbursements	52.6		%	47.3		%
Total	$	163,052		$	152,579		6.9	%
% of Revenues before reimbursements	59.7		%	57.1		%
Expenses Other than Direct Compensation, Fringe Benefits & Non-Employee Labor:
Crawford Claims Solutions	$	28,779		$	25,246		14.0	%
% of related revenues before reimbursements	31.8		%	30.4		%
Crawford TPA Solutions: Broadspire	33,695			32,768			2.8	%
% of related revenues before reimbursements	33.6		%	34.0		%
Crawford Specialty Solutions	28,588			37,920			(24.6	)%
% of related revenues before reimbursements	34.7		%	43.2		%
Total before reimbursements	91,062			95,934			(5.1	)%
% of Revenues before reimbursements	33.3		%	35.9		%
Reimbursements	17,283			12,263			40.9	%
Total	$	108,345		$	108,197		0.1	%
% of Revenues	37.3		%	38.7		%
Operating Earnings:
Crawford Claims Solutions	$	715		$	2,434		(70.6	)%
% of related revenues before reimbursements	0.8		%	2.9		%
Crawford TPA Solutions: Broadspire	7,824			7,968			(1.8	)%
% of related revenues before reimbursements	7.8		%	8.3		%
Crawford Specialty Solutions	10,451			8,352			25.1	%
% of related revenues before reimbursements	12.7		%	9.5		%
Add (Deduct):
Unallocated corporate and shared (costs) and credits, net	(815		)	(461		)	76.8	%
Net corporate interest expense	(2,564		)	(2,036		)	25.9	%
Stock option expense	(450		)	(417		)	7.9	%
Amortization of customer-relationship intangible assets	(2,765		)	(2,777		)	(0.4	)%
Restructuring and special charges	—			(605		)	(100.0	)%
Income before income taxes	12,396			12,458			(0.5	)%
Provision for income taxes	(3,966		)	(4,835		)	(18.0	)%
Net income	8,430			7,623			10.6	%
Net loss attributable to noncontrolling interests and redeemable noncontrolling interests	139			41			10.6	%
Net income attributable to shareholders of Crawford & Company	$	8,569		$	7,664		11.8	%

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CRAWFORD CLAIMS SOLUTIONS SEGMENT

Operating earnings in our Crawford Claims Solutions segment decreased to $0.7 million, or 0.8% of revenues before reimbursements, for the three months ended March 31, 2018 compared with 2017first quarter operating earnings of $2.4 million, or 2.9% of revenues before reimbursements. The decrease in operating earnings in the 2018 first quarter resulted from increased compensation costs from weather related activity in the U.S. and an increase in administrative support costs compared to the 2017 first quarter.

Revenues before Reimbursements

Crawford Claims Solutions segment revenues are primarily derived from the global property and casualty insurance company markets in the U.S., U.K., Canada, Australia, Europe and Rest of World. Revenues before reimbursements by major region, based on actual exchange rates and using a constant exchange rate, for the three months ended March 31, 2018 and 2017 were as follows:

	Three months ended
	Based on actual exchange rates						Based on exchange rates for three months ended March 31, 2017
(in thousands, except percentages)	March 31, 2018		March 31, 2017		Variance		March 31, 2018		Variance
U.S.	$	38,526	$	36,312	6.1	%	$	38,526	6.1	%
U.K.	15,137		14,043		7.8	%	13,881		(1.2	)%
Canada	13,102		11,537		13.6	%	12,423		7.7	%
Australia	10,573		9,999		5.7	%	10,133		1.3	%
Europe	7,697		7,397		4.1	%	7,004		(5.3	)%
Rest of World	5,407		3,860		40.1	%	5,246		35.9	%
Total Crawford Claims Solutions Revenues before Reimbursements	$	90,442	$	83,148	8.8	%	$	87,213	4.9	%

Revenues before reimbursements from our Crawford Claims Solutions segment totaled $90.4 million in the three months ended March 31, 2018 compared with $83.1 million in the 2017 period. Changes in foreign exchange rates resulted in an increase of our Crawford Claims Solutions segment revenues by approximately 3.9%, or $3.2 million for the three months ended March 31, 2018 as compared with the 2017 period. Absent foreign exchange rate fluctuations, Crawford Claims Solutions segment revenues would have been $87.2 million for the three months ended March 31, 2018. Overall case volumes increased 2.4% for the three months ended March 31, 2018 compared with the same period of 2017. Changes in product mix and in the rates charged for those services accounted for a 14.0% revenue increase for the three months ended March 31, 2018 compared with the same period in 2017 due to a reduction in high-frequency, low-complexity cases.

There was an increase in revenues in the U.S. for the three months ended March 31, 2018 compared with the 2017 period due to an increase in weather related case activity in the current period and cases received from the 2017 hurricanes. Based on constant foreign exchange rates, there was a slight decrease in revenues in the U.K. for the three months ended March 31, 2018 compared with the 2017 period due to a reduction in high-frequency, low-complexity property cases that existed in 2017. Revenues in Canada increased in the first quarter compared with the 2017 period due to an increase in weather related case activity. There was a slight revenue increase in Australia due to a change in the mix of services provided. The revenue decrease in Europe was due to reductions in Scandinavia and Spain. The increase in revenues in Rest of World for the three months ended March 31, 2018 compared with the same period in 2017 was primarily due to an increase in weather related cases in the Philippines and certain other operations in Asia and Latin America, partially offset by a decrease in high-frequency, low-complexity cases.

Revenues in our U.S. operations include revenues from an outsourcing project for a major U.S. insurance carrier, which resulted in $0.5 million and $10.1 million of revenues in the three months ended March 31, 2018 and 2017, respectively, representing a 11.5% negative variance in Crawford Claim Solutions revenues. This project is substantially complete.

Reimbursed Expenses included in Total Revenues

Reimbursements for out-of-pocket expenses incurred in our Crawford Claims Solutions segment increased to $4.8 million for the three months ended March 31, 2018, from $4.0 million in the comparable 2017 period. This increase was the result of the higher revenues in the 2018 period, primarily in the U.S. related to increased weather related activity.

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Case Volume Analysis

Crawford Claims Solutions segment unit volumes by geographic region, measured by cases received, for the three months ended March 31, 2018 and 2017 were as follows:

	Three months ended
(whole numbers, except percentages)	March 31, 2018	March 31, 2017	Variance
U.S.	77,476	72,024	7.6	%
U.K.	13,489	14,337	(5.9	)%
Canada	9,935	8,548	16.2	%
Australia	8,857	12,558	(29.5	)%
Europe	12,983	11,924	8.9	%
Rest of World	6,205	6,491	(4.4	)%
Total Crawford Claims Solutions Cases Received	128,945	125,882	2.4	%

Overall case volumes were 2.4% higher in the three months ended March 31, 2018 compared with the same period in 2017. The increase in U.S. case volumes was due to an increase in weather related activity and an increase in high-frequency, low-complexity property cases. The U.K. case volumes were lower in the 2018 period due to a reduction in high-frequency, low-complexity property cases. The increase in Canada was due to an increase in weather related cases in the 2018 period. The decrease in Australia cases was due to a decline in high-frequency, low-complexity property cases that were present in the prior year. The increase in cases in Europe was due to increases in high-frequency, low-complexity cases in the Netherlands and Germany. The decrease in cases in Rest of World was due to a decline in high-frequency, low-complexity cases in Asia.

Direct Compensation, Fringe Benefits & Non-Employee Labor

The most significant expense in our Crawford Claims Solutions segment is the compensation of employees, including related payroll taxes and fringe benefits, and the payments to outsourced service providers that augment the functions performed by our employees. As a percentage of revenues before reimbursements, direct compensation, fringe benefits, and non-employee labor expenses were 67.4% for the three months ended March 31, 2018 compared with 66.7% for the 2017 period. The increase in expenses as a percent of revenues was due to higher costs of labor for staff working on weather related claims in the U.S. in the 2018 period. The total dollar amount of these expenses increased to $60.9 million for the three months ended March 31, 2018 from $55.5 million for the comparable 2017 period, due to the increase in revenues and the change in exchange rates. There was an average of 3,028 full-time equivalent employees in this segment in the three months ended March 31, 2018 compared with an average of 3,050 in the 2017 period.

Expenses Other than Reimbursements, Direct Compensation, Fringe Benefits & Non-Employee Labor

Expenses other than reimbursements, direct compensation, fringe benefits, and non-employee labor were $28.8 million for the three months ended March 31, 2018 compared with $25.2 million for the 2017 period. As a percentage of revenues before reimbursements, expenses other than direct compensation, fringe benefits, and non-employee labor expenses were 31.8% for the three months ended March 31, 2018 compared with 30.4% for the 2017 period. The increase was primarily due to an increase in administrative support costs.

CRAWFORD TPA SOLUTIONS: BROADSPIRE SEGMENT

Our Crawford TPA Solutions: Broadspire segment reported operating earnings of $7.8 million, or 7.8% of revenues before reimbursements, for the first quarter of 2018, compared with $8.0 million, or 8.3% of revenues before reimbursements, for the first quarter of 2017. The decrease in operating earnings in the 2018 first quarter resulted from an increase in administrative support costs compared to the 2017 first quarter.

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Revenues before Reimbursements

Crawford TPA Solutions: Broadspire revenues are from the self-insured markets in the U.S., U.K., Canada, Europe, and Rest of World. Revenues before reimbursements by major region, based on actual exchange rates and using a constant exchange rate, for the three months ended March 31, 2018 and 2017 were as follows:

	Three months ended
	Based on actual exchange rates						Based on exchange rates for three months ended March 31, 2017
(in thousands, except percentages)	March 31, 2018		March 31, 2017		Variance		March 31, 2018		Variance
U.S.	$	79,220	$	76,979	2.9	%	$	79,220	2.9	%
U.K.	3,250		3,043		6.8	%	2,982		(2.0	)%
Canada	9,458		8,111		16.6	%	8,964		10.5	%
Europe	7,919		7,854		0.8	%	7,272		(7.4	)%
Rest of World	390		339		15.0	%	375		10.6	%
Total Crawford TPA Solutions: Broadspire Revenues before Reimbursements	$	100,237	$	96,326	4.1	%	$	98,813	2.6	%

Revenues before reimbursements from our Crawford TPA Solutions: Broadspire segment totaled $100.2 million in the three months ended March 31, 2018 compared with $96.3 million in the 2017 period. Changes in foreign exchange rates resulted in an increase of our Crawford TPA Solutions: Broadspire segment revenues by approximately 1.5%, or $1.4 million for the three months ended March 31, 2018 as compared with the 2017 period. Absent foreign exchange rate fluctuations, Crawford TPA Solutions: Broadspire segment revenues would have been $98.8 million for the three months ended March 31, 2018. Overall case volumes decreased 5.6% for the three months ended March 31, 2018 compared with the same period of 2017. Changes in product mix and in the rates charged for those services accounted for an 8.2% revenue increase for the three months ended March 31, 2018 compared with the same period in 2017.

The increase in revenues in the U.S. for the three months ended March 31, 2018 compared with the 2017 period was primarily due to the increase in new Claims Management clients, partially offset by a decrease in high-frequency, low-complexity Disability and Affinity cases. Based on constant foreign exchange rates, the decrease in revenues in the U.K. for the three months ended March 31, 2018 compared with the 2017 period was primarily due to a reduction in cases received from existing clients. Revenues in Canada increased in the first quarter compared with the 2017 period due to a change in the mix of services provided and an increase in new clients in the 2018 quarter. The revenue decrease in Europe was due to a reduction in high-frequency, low-complexity cases in Belgium and Scandinavia.

Reimbursed Expenses included in Total Revenues

Reimbursements for out-of-pocket expenses incurred in our Crawford TPA Solutions: Broadspire segment were $2.5 million for the three months ended March 31, 2018 compared with $2.1 million in the 2017 period. This increase was due to the increase in revenues.

Case Volume Analysis

Crawford TPA Solutions: Broadspire unit volumes by geographic region as measured by cases received, for the three months ended March 31, 2018 and 2017 were as follows:

	Three months ended
(whole numbers, except percentages)	March 31, 2018	March 31, 2017	Variance
U.S.	125,107	128,221	(2.4	)%
U.K.	11,186	11,779	(5.0	)%
Canada	18,194	20,341	(10.6	)%
Europe	49,477	55,712	(11.2	)%
Rest of World	105	138	(23.9	)%
Total Crawford TPA Solutions: Broadspire Cases Received	204,069	216,191	(5.6	)%

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Overall case volumes were 5.6% lower in the three months ended March 31, 2018 compared with the same period in 2017. The reduction in cases in the U.S. was due to a decrease in Disability and Affinity cases compared to the prior year period. The U.K. case volumes were lower in the 2018 period due to an overall reduction in cases received from existing clients. The decrease in Canada was due to a decrease in high-frequency, low-complexity auto appraisal cases in the 2018 period. The decrease in cases in Europe was due to decreases in Belgium and Scandinavia.

Direct Compensation, Fringe Benefits & Non-Employee Labor

The most significant expense in our Crawford TPA Solutions: Broadspire segment is the compensation of employees, including related payroll taxes and fringe benefits, and the payments to outsourced service providers that augment the functions performed by our employees. For the three months ended March 31, 2018, direct compensation, fringe benefits, and non-employee labor, as a percent of the related revenues before reimbursements, increased from 57.7% in 2017 to 58.6% in 2018. The amount of these expenses increased from $55.6 million for the three months ended March 31, 2017 to $58.7 million for the 2018 comparable period. The increase in both the amounts and the percent of revenues was due to an increase in compensation and related benefits, an increase in employees, and the change in exchange rates in 2018.

Average full-time equivalent employees in this segment totaled 3,083 in the first three months of 2018, up from 2,894 in the comparable 2017 period. The increase in employees was due to conversion of outsourced contractors to full time employees in the Global Business Services Center and the increase in work supporting the increased revenues.

Expenses Other than Reimbursements, Direct Compensation, Fringe Benefits & Non-Employee Labor

Crawford TPA Solutions: Broadspire segment expenses other than reimbursements, direct compensation, fringe benefits, and non-employee labor as a percent of revenues before reimbursements were 33.6% for the three months ended March 31, 2018, compared with 34.0% in the comparable 2017 period. The decrease in expenses as a percentage of revenues in the 2018 period was due to operational efficiency gains in 2018. The amount of these expenses increased from $32.8 million in the three months ended March 31, 2017 to $33.7 million for the comparable 2018 period, due to the increased revenues and the change in exchange rates.

CRAWFORD SPECIALTY SOLUTIONS SEGMENT

Our Crawford Specialty Solutions segment reported operating earnings of $10.5 million for the three months ended March 31, 2018 as compared with operating earnings of $8.4 million in the comparable 2017 period. The related segment operating margin increased from 9.5% for the quarter ended March 31, 2017 to 12.7% in the comparable 2018 period. The increase was due to a reduction in advertising costs during 2018 in our Contractor Connection service line, partially offset by a decline in our Garden City Group service line.

Revenues before Reimbursements

Crawford Specialty Solutions segment revenues are primarily derived from the global property and casualty insurance company markets in the U.S., U.K., Canada, Australia, Europe and Rest of World, and the legal settlement administration market primarily in the U.S. and Canada. Revenues before reimbursements by major region, based on actual exchange rates and using a constant exchange rate, for the three months ended March 31, 2018 and 2017 were as follows:

	Three months ended
	Based on actual exchange rates						Based on exchange rates for three months ended March 31, 2017
(in thousands, except percentages)	March 31, 2018		March 31, 2017		Variance		March 31, 2018		Variance
U.S.	$	43,469	$	43,519	(0.1	)%	$	43,469	(0.1	)%
U.K.	13,092		20,259		(35.4	)%	12,138		(40.1	)%
Canada	8,643		7,917		9.2	%	8,207		3.7	%
Australia	5,632		5,803		(2.9	)%	5,399		(7.0	)%
Europe	5,556		4,557		21.9	%	4,897		7.5	%
Rest of World	6,033		5,738		5.1	%	5,922		3.2	%
Total Crawford Specialty Solutions Revenues before Reimbursements	$	82,425	$	87,793	(6.1	)%	$	80,032	(8.8	)%

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Revenues before reimbursements from our Crawford Specialty Solutions segment totaled $82.4 million in the three months ended March 31, 2018 compared with $87.8 million in the 2017 period. Changes in foreign exchange rates resulted in an increase of our Crawford Specialty Solutions segment revenues by approximately 2.7%, or $2.4 million for the three months ended March 31, 2018 as compared with the 2017 period. Absent foreign exchange rate fluctuations, Crawford Specialty Solutions segment revenues would have been $80.0 million for the three months ended March 31, 2018.

There was a change in the U.K. contractor repair business operating model where we are acting in an agency role instead of principal in certain relationships with clients related to our Contractor Connection service line, which represents a $6.0 million reduction, or 6.9% negative variance in Crawford Specialty Solutions revenues. This change had no impact to operating earnings.

Overall case volumes were 0.3% higher for the three months ended March 31, 2018 compared with the same period of 2017. Changes in product mix and in the rates charged for those services accounted for a 2.2% revenue decrease for the three months ended March 31, 2018 compared with the same period in 2017.

There was a slight decrease in revenues in the U.S. for the three months ended March 31, 2018 compared with the 2017 period. This was due to a decrease in our Garden City Group service line, partially offset by increases in our Global Technical Services and Contractor Connection service lines due to an increase in weather related activity. The decrease in revenues in the U.K. for the three months ended March 31, 2018 compared with the 2017 period was primarily due to the change in U.K. Contractor Connection operating model discussed above. Revenues in Canada increased in the first quarter compared with the 2017 period due to an increase in Global Technical Services due to weather-related cases in the 2018 quarter. There was a revenue decrease in Australia due to a decrease in weather-related activity in the current year. The revenue increase in Europe was due to an increase in the Netherlands and the change in exchange rates. The increase in revenues in Rest of World was primarily due to an increase in Singapore.

Garden City Group revenues, primarily derived in the U.S., declined in the three months ended March 31, 2018 compared with the prior year period primarily because of lower revenues from the Deepwater Horizon class action settlement project in the 2018 period. We expect activity on this special project to continue through the remainder of 2018, although at further reduced rates as compared with 2017. Garden City Group revenues are project-based and can fluctuate significantly primarily due to the timing of projects awarded.

Reimbursed Expenses included in Total Revenues

Reimbursements for out-of-pocket expenses incurred in our Crawford Specialty Solutions segment can vary materially from period to period depending on the amount and types of projects and were $10.0 million in the 2018first quarter compared with $6.2 million in the comparable period in 2017. The increase was due to increased use of third parties on projects in the Garden City Group service line and increased weather related case activity.

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Case Volume Analysis

Crawford Specialty Solutions unit volumes by geographic region, as measured by cases received, for the three months ended March 31, 2018 and 2017 were as follows:

	Three months ended
(whole numbers, except percentages)	March 31, 2018	March 31, 2017	Variance
U.S.	55,870	56,611	(1.3	)%
U.K.	3,649	4,088	(10.7	)%
Canada	16,404	15,581	5.3	%
Australia	2,273	1,926	18.0	%
Europe	4,426	3,384	30.8	%
Rest of World	4,370	5,146	(15.1	)%
Total Crawford Specialty Solutions	86,992	86,736	0.3	%

Overall case volumes were 0.3% higher in the three months ended March 31, 2018 compared with the same period in 2017. The decrease in U.S. case volumes was due to a slight decrease in high-frequency, low-complexity cases in Contractor Connection and Global Technical Services. The U.K. case volumes were lower in the 2018 period due to a reduction in high-frequency, low-complexity property cases. The increase in Canada was due to an increase in weather related cases in our Global Technical Services service line in the 2018 period. The increase in Australia cases was due to an increase in high-frequency, low-complexity cases in Contractor Connection, partially offset by a reduction in weather related case activity. The increase in cases in Europe was due to increases in Global Technical Services in the Netherlands and Germany. The decrease in cases in Rest of World was due to a decline in high-frequency, low-complexity cases in Brazil.

Garden City Group services are generally project based and not denominated by individual claims and therefore not included in the table above. Depending upon the nature of projects and their respective stages of completion, the volume of transactions or tasks performed by us in any period can vary, sometimes significantly.

Direct Compensation, Fringe Benefits & Non-Employee Labor

Crawford Specialty Solutions direct compensation, fringe benefits, and non-employee labor expenses as a percent of revenues before reimbursements were 52.6% in the 2018first quarter compared with 47.3% in the 2017first quarter. The dollar amount of these expenses was $43.4 million for the 2018first quarter and $41.5 million for the comparable 2017 period. Excluding the impact of the change in the operating model in the U.K. contractor repair business discussed above, direct compensation expenses, fringe benefits, and non-employee labor as a percent of Crawford Specialty Solutions segment revenues before reimbursements would have been 49.1% in the 2018 first quarter. The increase in direct compensation, fringe benefits, and non-employee labor expense as a percent of revenues before reimbursements was due to excess capacity resulting from a decrease in employee utilization in the Garden City Group service line in the 2018 period. There was an average of 1,717 full-time equivalent employees in Crawford Specialty Solutions in the 2018 period, compared with an average of 1,763 in the 2017 period, decreasing as a result of decreased activity from the Garden City Group special project referenced above.

Expenses Other than Reimbursements, Direct Compensation, Fringe Benefits & Non-Employee Labor

Crawford Specialty Solutions expenses other than reimbursements, direct compensation, fringe benefits, and non-employee labor as a percent of related revenues before reimbursements were 34.7% and 43.2% for the three months ended March 31, 2018 and 2017 respectively. Expenses decreased by 4.4% due to the change in the operating model in the U.K. contractor repair business discussed above. The dollar amount of these expenses decreased to $28.6 million in the 2018first quarter as compared with $37.9 million in the 2017first quarter. This decrease was due to the change in the operating model in the U.K. contractor repair business and a reduction in advertising costs in our Contractor Connection service line during 2018.

EXPENSES AND CREDITS EXCLUDED FROM SEGMENT OPERATING EARNINGS

Income Taxes

Our consolidated effective income tax rate may change periodically due to changes in enacted tax rates, fluctuations in the mix of income earned from our various domestic and international operations, which are subject to income taxes at different rates, our ability to utilize net operating loss and tax credit carryforwards, and amounts related to uncertain income tax positions. We estimate that our effective income tax rate for 2018 will be approximately 32% after considering known discrete items.

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The provision for income taxes on consolidated income totaled $4.0 million and $4.8 million for the three months ended March 31, 2018 and 2017, respectively. The overall effective tax rate decreased to 32.0% for the three months ended March 31, 2018 compared with 38.8% for the 2017 period due to enacted changes in U.S. tax law as a result of the December 2017 enactment of the Tax Cuts and Jobs Act (“the Tax Act”). The Tax Act significantly changes U.S. federal income tax law.  The changes include, but are not limited to: a federal corporate rate reduction from 35% to 21%, limitations on the deductibility of interest expense and executive compensation, creation of a new minimum tax on global intangible low taxed income (“GILTI”), and a one-time U.S. tax liability on those earnings which have not previously been repatriated to the U.S. (the “Transition Tax”) as a result of the transition of U.S. international taxation from a worldwide tax system to a modified territorial tax system.

Net Corporate Interest Expense

Net corporate interest expense consists of interest expense that we incur on our short- and long-term borrowings, partially offset by any interest income we earn on available cash balances and short-term investments. These amounts vary based on interest rates, borrowings outstanding and the amounts of invested cash. Corporate interest expense totaled $3.0 million and $2.2 million for the three months ended March 31, 2018 and 2017, respectively. Interest income totaled $423,000 and $183,000 for the three months ended March 31, 2018 and 2017, respectively. The increase in interest expense in 2018 was due to higher average borrowings and an increase in interest rates.

Stock Option Expense

Stock option expense, a component of stock-based compensation, is comprised of non-cash expenses related to stock options granted under our various stock option and employee stock purchase plans. Stock option expense is not allocated to our operating segments. Stock option expense of $450,000 was recognized during the three months ended March 31, 2018, compared with $417,000 for the 2017 period.

Amortization of Customer-Relationship Intangible Assets

Amortization of customer-relationship intangible assets represents the non-cash amortization expense for finite-lived customer-relationship and trade name intangible assets. Amortization expense associated with these intangible assets totaled $2.8 million for both the three months ended March 31, 2018 and 2017. This amortization expense is included in "Selling, general, and administrative expenses" in our unaudited Condensed Consolidated Statements of Operations.

Unallocated Corporate and Shared Costs and Credits, Net

Certain unallocated corporate and shared costs are excluded from the determination of segment operating earnings. For the three months ended March 31, 2018 and 2017, unallocated corporate and shared costs and credits represented costs of our frozen U.S. defined benefit pension plan, expenses for our chief executive officer and our Board of Directors, certain adjustments to our self-insured liabilities, certain unallocated legal costs and professional fees, and certain adjustments and recoveries to our allowances for doubtful accounts receivable.

Unallocated corporate and shared costs were $0.8 million and $0.5 million for the three months ended March 31, 2018 and 2017, respectively. The slight increase for the three months ended March 31, 2018 was due to an increase in unallocated professional fees, partially offset by decreases in self-insurance expenses and defined benefit pension expense.

Restructuring and Special Charges

During the three months ended March 31, 2018 we recorded no restructuring and special charges, and for the same period of 2017 we recorded $0.6 million of restructuring charges.

LIQUIDITY, CAPITAL RESOURCES, AND FINANCIAL CONDITION

At March 31, 2018, our working capital balance (current assets less current liabilities) was approximately $155.5 million, an increase of $41.7 million from the working capital balance at December 31, 2017. Our cash and cash equivalents were $64.0 million at March 31, 2018, compared with $54.0 million at December 31, 2017.

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Cash and cash equivalents as of March 31, 2018 consisted of $25.9 million held in the U.S. and $38.1 million held in our foreign subsidiaries. All of the cash and cash equivalents held by our foreign subsidiaries is available for general corporate purposes. The Company generally does not provide for additional U.S. and foreign income taxes on undistributed earnings of foreign subsidiaries because they are considered to be indefinitely reinvested. The Company's current expectation is that such earnings will be reinvested by the subsidiaries or will be repatriated only when it would be tax effective or otherwise strategically beneficial to the Company such as if a very unusual event or project generated profits significantly in excess of ongoing business reinvestment needs. If such an event were to occur, we would analyze the potential tax impact and our anticipated investment needs in that region and provide for U.S. taxes for earnings that are not expected to be indefinitely reinvested. Other historical earnings and future foreign earnings necessary for business reinvestment are expected to remain indefinitely reinvested and will be used to provide working capital for these operations, fund defined benefit pension plan obligations, repay non-U.S. debt, fund capital improvements, and fund future acquisitions.

We currently believe that funds expected to be generated from our U.S. operations, along with potential borrowing capabilities in the U.S., will be sufficient to fund our U.S. operations and other obligations, including our funding obligations under our U.S. defined benefit pension plan, for the foreseeable future and, therefore, except in limited circumstances such as those described above, we do not foresee a need to repatriate cash held by our foreign subsidiaries in a taxable transaction to fund our U.S. operations. However, if at a future date or time these funds are necessary for our operations in the U.S. or we otherwise believe it is in our best interests to repatriate all or a portion of such funds, we may be required to accrue and pay U.S. taxes to repatriate these funds. No assurances can be provided as to the amount or timing thereof, the tax consequences related thereto, or the ultimate impact any such action may have on our results of operations or financial condition.

No additional income or withholding taxes have been provided for any undistributed foreign earnings, other than those subject to the Transition Tax nor have any taxes been provided for outside basis difference inherent in these entities as these amounts continue to be indefinitely reinvested in foreign operations. Additionally, due to withholding tax, basis computations, and other related tax considerations, it is not practicable to estimate any taxes to be provided on outside basis differences at this time. The ultimate tax impact related to the Tax Act may differ, possibly materially, due to further refinement of our calculations, changes in interpretation and assumptions, or issuance of additional guidance issued by the relevant tax authorities and we will continue to refine these estimates and our indefinite reinvestment assertion during 2018 in accordance with SAB 118.

Cash Used in Operating Activities

Cash used in operating activities was $13.6 million for the three months ended March 31, 2018, compared with $20.5 million of cash used in the comparable period of 2017. The decrease in cash used in operating activities was primarily due to decreases in accrued compensation and bonus payments, tax and self insurance payments, partially offset by an increase in unbilled receivables. During the 2018 first quarter the Company received an income tax refund of $3.9 million related to 2017 estimated tax payments.     

Cash Used in Investing Activities

Cash used in investing activities, primarily for acquisitions of property and equipment and capitalized software, was $10.9 million for the three months ended March 31, 2018 compared with $42.1 million in the first three months of 2017. This decrease was due to $36.0 million for the acquisition of WeGoLook in 2017, partially offset by $3.6 million in costs paid for the consolidation and relocation of our Atlanta Support Center in the 2018 first quarter.

Cash Provided by Financing Activities

Cash provided by financing activities was $33.0 million for the three months ended March 31, 2018 compared with $49.1 million for the 2017 period. We paid $3.4 million in dividends in both the three-month periods ended March 31, 2018 and 2017. During the first three months of 2018, we increased our short-term borrowings and book overdraft, net, by $40.4 million, compared with a increase during the first three months of 2017 of $53.3 million due to lower working capital requirements in the 2018 period.

Other Matters Concerning Liquidity and Capital Resources

As a component of our credit facility, we maintain a letter of credit facility to satisfy certain contractual obligations. Including $14.2 million of undrawn letters of credit issued under the letter of credit facility, the available balance under our credit facility totaled $166.0 million at March 31, 2018. Our short-term debt obligations typically peak during the first half of each year due to the annual payment of incentive compensation, contributions to retirement plans, working capital fluctuations, and certain other recurring payments, and generally decline during the balance of the year. The balance of short-term borrowings represents amounts under our credit facility that we expect, but are not required, to repay in the next twelve months. Long- and short-term borrowings outstanding, including current installments and capital leases, totaled $267.3 million as of March 31, 2018 compared with $225.7 million at December 31, 2017.

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Defined Benefit Pension Funding and Cost

We sponsor a qualified defined benefit pension plan in the U.S. (the "U.S. Qualified Plan"), three defined benefit plans in the U.K., and defined benefit pension plans in the Netherlands, Norway, Germany, and the Philippines. Effective December 31, 2002, we froze our U.S. Qualified Plan. Our frozen U.S. Qualified Plan and U.K. plans were underfunded by $85.8 million and overfunded by $34.7 million, respectively, at December 31, 2017 based on accumulated benefit obligations of $474.6 million and $249.4 million for the U.S. Qualified Plan and the U.K. plans, respectively.

For the three-month period ended March 31, 2018, the Company made contributions of $3.0 million and $1.4 million to its U.S. and U.K. defined benefit pension plans, respectively, compared with contributions of $3.0 million and $1.3 million, respectively, in the comparable periods of 2017. The Company is not required to make any additional contributions to its U.S. or U.K. defined benefit pension plans for the remainder of 2018; however, the Company expects to make additional contributions of approximately $6.0 million and $4.2 million to its U.S. and U.K. plans respectively, during the remainder of 2018. Anticipated funding for the other international plans is not material.

Dividend Payments

Our Board of Directors makes dividend decisions from time to time based in part on an assessment of current and projected earnings and cash flows. During the three months ended March 31, 2018, we paid $3.4 million in dividends. Our ability to pay future dividends could be impacted by many factors including the funding requirements of our defined benefit pension plans, repayments of outstanding borrowings, levels of cash expected to be generated by our operating activities, and covenants and other restrictions contained any credit facilities or other financing agreements. The covenants in our existing credit facility limit dividend payments to shareholders.

Financial Condition

Other significant changes on our unaudited Condensed Consolidated Balance Sheet as of March 31, 2018 compared with our Condensed Consolidated Balance Sheet as of December 31, 2017 were as follows:

• Unbilled revenues increased $24.2 million, or $21.7 million excluding foreign currency exchange impacts. This increase was primarily due to increases in the Crawford Claims Solutions and Crawford TPA Solutions: Broadspire segments when compared with December 31, 2017 balances.

• Accounts payable and accrued liabilities decreased $11.1 million, or $13.6 million excluding foreign exchange impacts and other adjustments. The decrease was due to lower accrued compensation and incentive compensation, accrued self insurance costs, and accounts payable.

At March 31, 2018, we were not a party to any off-balance sheet arrangements, other than operating leases, which we believe could materially impact our operations, financial condition, or cash flows.

As disclosed in our Annual Report on Form 10-K for the year ended December 31, 2017, we have certain material obligations under operating lease agreements to which we are a party. In accordance with GAAP, these operating lease obligations and the related leased assets are not reported on our consolidated balance sheet.

We also maintain funds in various trust accounts to administer claims for certain clients. These funds are not available for our general operating activities and, as such, have not been recorded in the accompanying unaudited Condensed Consolidated Balance Sheets. We have concluded that we do not have a material off-balance sheet risk related to these funds.

APPLICATION OF CRITICAL ACCOUNTING POLICIES AND ESTIMATES

There have been no material changes to our critical accounting policies and estimates from those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2017.

New Accounting Standards Adopted

Additional information related to adoption of accounting standards is provided in Notes 2 and 3 to the accompanying unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q.

Pending Adoption of New Accounting Standards

Additional information related to pending adoption of recently issued accounting standards is provided in Note 2 to the accompanying unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

For a discussion of quantitative and qualitative disclosures about the Company's market risk, see Item 7A, "Quantitative and Qualitative Disclosures About Market Risk," of our Annual Report on Form 10-K for the year ended December 31, 2017. Our exposures to market risk have not changed materially since December 31, 2017.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. Management necessarily applies its judgment in assessing the costs and benefits of such controls and procedures, which, by their nature, can provide only reasonable assurance regarding management's control objectives. The Company's management, including the Chief Executive Officer and the Chief Financial Officer, does not expect that our disclosure controls and procedures can prevent all possible errors or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the Company have been detected. There are inherent limitations in all control systems, including the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple errors or mistakes. Additionally, controls can be circumvented by the individual acts of one or more persons. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and, while our disclosure controls and procedures are designed to be effective under circumstances where they should reasonably be expected to operate effectively, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Because of the inherent limitations in any control system, misstatements due to possible errors or fraud may occur and not be detected.

As of the end of the period covered by this report, we performed an evaluation, under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rules 13a-15(b) and 15d-15(b). Based upon the foregoing, the Chief Executive Officer along with the Chief Financial Officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective at providing reasonable assurance that all information relating to the Company (including its consolidated subsidiaries) required to be disclosed in our Exchange Act reports is recorded, processed, summarized, and reported in a timely manner.

Changes in Internal Control over Financial Reporting

We have identified no changes in our internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II — OTHER INFORMATION

Item 1A. Risk Factors

In addition to the other information set forth in this report, the factors discussed in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2017 could materially affect our business, financial condition, or results of operations. The risks described in this report and in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition, or results of operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The Company's share repurchase authorization, approved in July 2017, provided the Company with the ability to repurchase up to 2,000,000 shares of CRD-A or CRD-B (or both) through July 2020 (the "2017 Repurchase Authorization"). Under the 2017 Repurchase Authorization, repurchases may be made for cash, in the open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable contractual and regulatory restrictions.

The table below sets forth the repurchases of CRD-A and CRD-B by the Company during each month in the quarter ended March 31, 2018. As of March 31, 2018, the Company was authorized to repurchase 600,825 shares under the 2017 Repurchase Authorization after repurchasing 1,065,846 shares since December 31, 2017.

Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares That May be Purchased Under the Plans or Programs
Balance as of December 31, 2017					1,666,671
January 1, 2018 - January 31, 2018
CRD-A	75,000	$	8.46	75,000
CRD-B	22,869	$	9.01	22,869
Totals as of January 31, 2018					1,568,802
February 1, 2018 - February 28, 2018
CRD-A	75,000	$	8.71	75,000
CRD-B	14,192	$	8.99	14,192
Totals as of February 28, 2018					1,479,610
March 1, 2018 - March 31, 2018
CRD-A	861,958	$	8.22	861,958
CRD-B	16,827	$	8.88	16,827
Totals as of March 31, 2018	1,065,846			1,065,846	600,825

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Item 6. Exhibits

Exhibit
No.	Description
3.1	Restated Articles of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on May 14, 2007)
3.2	Restated By-laws of the Registrant, as amended (incorporated by reference to Exhibit 3.1 of the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on December 22, 2008)
10.1	Employment Agreement between Kieran Rigby and GAB Robins UK limited, dated December 1, 2014
15	Letter of Ernst & Young LLP
31.1	Certification of principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of principal executive officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101	XBRL Documents

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		Crawford & Company (Registrant)
Date:	May 10, 2018	/s/ Harsha V. Agadi
		Harsha V. Agadi
		President and Chief Executive Officer (Principal Executive Officer)
Date:	May 10, 2018	/s/ W. Bruce Swain
		W. Bruce Swain
		Executive Vice President and Chief Financial Officer (Principal Financial Officer)

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EX-10.1

Exhibit 10.1

DATED December 1, 2014

(1) GAB ROBINS UK LIMITED

- and -

(2) KIERAN RIGBY

CONTRACT OF EMPLOYMENT FOR EMEA AP EXECUTIVE MANAGEMENT

CONTENTS

1. DEFINITIONS AND INTERPRETATION …………………………………………………………………….…………….1

2. APPOINTMENT …………………………………………………………………………………………………………………..5

3. PROBATIONARY PERIOD ………………………………………………………………………………………………...….5

4. TERM …………………………………………………………………………………………………………………………………6

5. WORKING TIME ……………………………………………………………………………………………………......………6

6. DUTIES ………………………………………………………………………………………………………………………......…6

7. REMUNERATION AND EXPENSES ……………………………………………………………………………….……...8

8. COMPANY CAR ………………………………………………………………………………………………………….……….9

9. CAR ALLOWANCE ……………………………………………………………………………………………………….………9

10. PENSION SCHEME ………………………………………………………………………………………………......………10

11. INSURANCE BENEFITS ………………………………………………………………………………………….…………..10

12. HOLIDAYS AND HOLIDAY PAY ………………………………………………………………………………........…….11

13. SICKNESS AND ABSENCE ……………………………………………………………………………………...…….......12

14. RETIREMENT AGE …………………………………………………………………………………………………………….13

15. MOBILITY …………………………………………………………………………………………………………………………13

16. NO SMOKING POLICY ……………………………………………………………………………………………………….13

17. CONFIDENTIAL INFORMATION ………………………………………………………………………………………...13

18. PROTECTION OF THE COMPANY'S BUSINESS INTERESTS ……………………………………………….….14

19. INTELLECTUAL PROPERTY ………………………………………………………………………………..………….……15

20. TERMINATION ………………………………………………………………………………………………………………….17

21. GARDEN LEAVE ………………………………………………………………………………………………………………..19

22. AMALGAMATION/RECONSTRUCTION ……………………………………………………………….……….…….20

23. DISCIPLINARY AND GRIEVANCE PROCEDURES ………………………………………………………………….20

24. DATA PROTECTION ……………………………………………………………………………………………………....….20

25. MONITORING OF INFORMATION OR COMMUNICATION TECHNOLOGY …………….……………..22

26. NOTICES …………………………………………………………………………………………………………………………..22

27. ENTIRE AGREEMENT ………………………………………………………………………………………………………..22

28. GENERAL ……………………………………………………………………………………………………………….………...22

29. JURISDICTION ……………………………………………………………………………………………………….………….23

THIS CONTRACT OF EMPLOYMENT FOR EMEA AP EXECUTIVE MANAGEMENT is made on 01 December 2014

BETWEEN:

(1) GAB ROBINS UK LIMITED (company number 01304989) whose registered office is at 35 Great St Helens, London, EC3A 6HB ("Company"); and

(2) KIERAN RIGBY of 80B Brookwood Road, Southfields SW18 5BY ("Executive").

IT IS AGREED:

1. DEFINITIONS AND INTERPRETATION

In this agreement:

1.1 The following terms have the following meanings:

"Applicable Laws" means all laws, bye-laws, common law, regulations, instruments, rules, orders, directives, guidance and codes of conduct or practice that are applicable to the party concerned and/or its obligations or liabilities under this agreement, including the Bribery Act 2010 and the Equality Act 2010;

"Appointment" means the employment of the Executive under the terms of this agreement;

"Board" means the Board of Directors of the Company from time to time;

"Client" means any person who at the date of termination of the Appointment, or at any time during the 12 months immediately prior to such termination, was a client or customer of the Company or any Group Company and from whom the Executive had obtained business on behalf of the Company or any Group Company or to whom the Executive had provided or arranged the provision of goods or services on behalf of the Company or any Group Company or for whom the Executive had management responsibility;

"Company Intellectual Property" means Intellectual Property Rights created, developed, proposed or originated by the Executive (whether jointly or alone) in the course of the Appointment, whether or not during working hours or using Company premises or resources and whether or not recorded in material form;

"Condition" means the issuing of a "found not to qualify" notice by the UK Competition and Markets Authority or a decision by the Competition and Markets Authority to clear the acquisition of GAB Robins Holdings UK Ltd by Crawford & Company Adjusters (UK) Limited;

"Confidential Information" means and shall include any information relating to the business and/or the financial affairs of the Company and/or the Group and the Company's and/or any Group Company's agents, advisers, officers, consultants, employees, Clients (or Potential Clients) or suppliers, and in particular shall include:

(a) the business methods and information of the Company and any Group Company, including prices charged, discounts given to Clients or Potential Clients or obtained from suppliers, product development, marketing and advertising programmes, costings, budgets, turnover, sales targets or other financial information;

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(b) lists and particulars of the Company's and any Group Company's suppliers, Clients and Potential Clients and the individual contacts at such suppliers, Clients and Potential Clients;

(c) details and terms of the Company's and any Group Company's agreements with suppliers, Clients and Potential Clients;

(d) personal data relating to officers or employees of the Group and/or any Client or Potential Client;

(e) secret manufacturing or production processes and know‑how or trade secrets employed by the Company, any Group Company and its and/or their suppliers, Clients or Potential Clients;

(f) all Company Intellectual Property and all Intellectual Property Rights of the Company, any Group Company and its and/or their suppliers, Clients or Potential Clients;

(g) any promotions or future promotions or marketing or publicity exercises planned by the Company and/or any Group Company;

(h) any budgets or business plans of the Company and/or any Group Company; and

(i) any information which may affect the value of the business or the shares of the Company and/or any Group Company,

whether such information is oral or in electronic or written form or otherwise, whether it is or was marked as confidential and whether or not such information is identified or treated by the Company and/or any Group Company as being confidential;

"Garden Leave" means any period in respect of which the Company has exercised its rights under clause ‎21.1;

"Group" means the Company and the Company's subsidiary undertakings, any parent undertaking of the Company and any subsidiary undertakings of such parent undertaking, in each case from time to time (and "Group Company" or any similar phrase shall be construed accordingly);

"Hardware" means any computer, laptop, telephone (mobile or otherwise), machine or other device used to communicate or hold information which is provided by any Group Company to the Executive;

"Incapacitated" means prevented by illness, injury, accident or other incapacity or circumstances beyond the Executive's control from properly fulfilling his/her duties under this agreement (and "Incapacity" shall be constructed accordingly);

"Information or Communication Technology" means Hardware and Software;

"Intellectual Property Rights" means patents, Inventions, copyright and related rights, trade marks, trade names, service marks and domain names, rights in get‑up, goodwill, rights to sue for passing off, design rights, semi‑conductor topography rights, database rights, confidential information, moral rights, proprietary rights and any other intellectual property rights in each case whether registered or unregistered and including all applications or rights to apply for, and

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renewals or extensions of such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world;

"Invention" means any invention, idea, discovery, development, improvement or innovation, process, plan, product, design, formula, model or prototype, whether or not patentable or capable of registration, and whether or not recorded in any medium, specification or program (including computer software) and any other matter or work whatsoever, including any and all improvements or modifications made to any Company Intellectual Property or other matter or work, which the Executive may conceive, create or develop (whether jointly or alone), regardless of whether or not conceived, created or generated at the direction of the Company, within the scope of the Executive's employment or during or outside of work hours;

"Potential Client" means any person with whom either the Executive, or any other employee of the Company or any Group Company for whom the Executive had, at the date of the negotiations, management responsibility, carried out negotiations on behalf of the Company or any Group Company at any time during the period of three months immediately prior to the date of termination of the Appointment with a view to such person becoming a Client of the Company or of any Group Company;

"Recognised Investment Exchange" means a recognised investment exchange as defined by section 285 of the Financial Services and Markets Act 2000;

"Restricted Business" means any business or any part of any business which in either case:

(a) is carried on by the Company or any Group Company at the date of termination of the Appointment; and/or

(b) was carried on by the Company or by any Group Company at any time during the period of six months immediately prior to the date of termination of the Appointment; and/or

(c) is to the knowledge of the Executive to be carried out by the Company or by any Group Company at any time during the period of six months immediately following the date of termination of the Appointment,

and which the Executive was materially concerned with or had management responsibility for (or had substantial confidential information regarding) in either case at any time during the period of 12 months immediately prior to the date of termination of the Appointment;

"Restricted Employee" means any senior employee of the Company or any Group Company employed at the date of termination of the Appointment in the capacity or with the title of director (or a role of similar type or status) or in any research, technical, IT, financial, marketing, loss adjusting or sales function or other managerial role whom the Executive has managed or with whom he/she has worked at any time during the period of 12 months immediately prior to the termination of the Appointment, but shall not include any employee employed in an administrative, clerical, manual or secretarial capacity;

"Restricted Supplier" means any supplier to the Company or to any Group Company with whom the Executive has had material personal contact or for whom the Executive has had managerial responsibility during the period of 12 months immediately prior to the termination of the Appointment;

3

"Restricted Territory" means England, Scotland, Wales and Northern Ireland together with any other country in which the Company or any other Group Company:

(a) carried on any Restricted Business or provided any goods or services in connection with any Restricted Business at the date of termination of the Appointment; and/or

(b) carried on any Restricted Business or provided any goods or services in connection with any Restricted Business at any time during the period of six months immediately prior to the date of termination of the Appointment; and/or

(c) is to the knowledge of the Executive to carry out any Restricted Business at any time during the period of six months immediately following the date of termination of the Appointment,

and regarding which country at any time during the period of 12 months immediately prior to the date of termination of the Appointment the Executive:

(i) was materially concerned or worked in; and/or

(ii) had management responsibility for; and/or

(iii) obtained Confidential Information;

"Salary" means the basic salary payable to the Executive under this agreement from time to time and does not include any benefits (or the value of benefits, including pension benefits), bonus, commission or other remuneration payable to the Executive;

"Software" means any software, whether owned by or licensed to a Group Company or otherwise, including any updates, supplements, add-on components or internet-based services to, or in connection with, any software, which is provided by any Group Company to the Executive (including by being installed on any Hardware);

"subsidiary undertaking" and "parent undertaking" shall have the meanings ascribed to them in sections 1161 and 1162 of the Companies Act 2006 provided that "undertaking" for such purposes shall mean an undertaking incorporated, registered or resident in any jurisdiction (and an undertaking shall be treated, for the purposes only of the membership requirement contained in section 1162, as a member of another undertaking even if its shares in that other undertaking are registered in the name of (a) another person (or its nominee) whether by way of security or in connection with the taking of security or (b) its nominee); and

"Working Time Regulations" means the Working Time Regulations 1998.

1.2 The headings in this agreement are included for convenience only and shall not affect its interpretation or construction.

1.3 Where it is appropriate in this agreement, singular words shall include the plural and vice versa.

1.4 Unless the context otherwise requires a reference to one gender shall include a reference to the other gender.

1.5 References to any Applicable Laws shall be construed as references to Applicable Laws as from time to time amended, re‑enacted or consolidated.

4

1.6 References to clauses, the parties and the schedules are respectively to clauses of and the parties and the schedules to this agreement.

1.7 Save as otherwise defined, words and expressions shall be construed in accordance with the Interpretation Act 1978 and in particular:

1.7.1 a reference to a person shall be construed so as to include any individual, firm, body corporate (wherever incorporated), government, state or agency of a state or any joint venture, association, partnership, limited partnership, limited liability partnership, works council or employee representative body (in each case whether or not having separate legal personality);

1.7.2 reference to "includes" or "including" will be construed as "includes without limitation" or "including without limitation" (as the case may be); and

1.7.3 general words shall not be given a restrictive meaning by reason of their being preceded or followed by words indicating a particular class or examples of acts, matters or things.

2. APPOINTMENT

2.1 This agreement shall come into effect only upon the Condition being satisfied. Once the Condition has been satisfied, this agreement shall come into effect immediately and shall replace any prior terms and conditions in accordance with clause 27.

2.2 The Company shall employ the Executive and the Executive shall be employed by the Company in the capacity of Senior Vice President Global Markets and/or in such other position or capacity with such job title and powers as the Company may from time to time reasonably decide and subject to the terms and conditions set out in this agreement.

2.3 The Executive warrants that by entering into this agreement he/she will not be in breach of any express or implied terms of any contract or of any other obligation binding upon him/her.

2.4 The Executive warrants that he/she satisfies the necessary immigration requirements of and is entitled to work in the United Kingdom and will notify the Company immediately if he/she ceases to be so entitled during the Appointment. Details of the documents which the Company will accept as proof of entitlement to enter and/or remain in the United Kingdom can be obtained from the HR Department.

2.5 During the Appointment:

2.5.1 the Company has no duty to provide any work to or vest any powers in the Executive who shall have no right to perform any services for the Company or for any Group Company; and

2.5.2 the Company shall be entitled at any time to appoint another person to act jointly with the Executive in any capacity in which he/she may be employed.

3. PROBATIONARY PERIOD

The Executive will not be subject to a probationary period.

4. TERM

The Appointment on the terms of this agreement shall commence on the Condition being satisfied and, unless terminated in accordance with clauses 13.6, 20 or 22.2 of this agreement, shall continue until terminated (i) at any time, by at least six months' written notice given by the Company to the Executive, or (ii) by the Executive giving to the Company at least six months' written notice, provided always that the earliest date that such notice by the Executive can expire is 31 December 2018. It is agreed and acknowledged that the Executive's period of continuous employment with the Company commenced on 1 October 1985.

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5. WORKING TIME

5.1 The Executive's normal hours of work will be 9.00am - 5.00pm Monday to Friday.

5.2 The Executive will be required to work such additional hours as may be necessary for the proper performance of his/her duties without being entitled to further remuneration for those additional hours. This may include the Executive working or making himself/herself available by telephone or for callout in the evenings outside normal office hours, at weekends or on public holidays.

5.3 The Executive agrees that the limit in Regulation 4(1) of the Working Time Regulations will not apply to his/her employment and that Working Time, as defined in the Working Time Regulations, may therefore exceed an average 48 hours for each seven day period in the applicable reference period. The Executive can withdraw his/her agreement by giving three months' prior written notice to the Company.

5.4 For the avoidance of doubt the following will be included as Working Time as defined in the Working Time Regulations:

5.4.1 travelling time whilst at work, for example to visit Clients or Potential Clients or to attend meetings (and for the avoidance of doubt this does not include travel to and from work);

5.4.2 entertaining of Clients or Potential Clients during lunch breaks or after office hours, provided it has been authorised by the Executive's line manager; and

5.4.3 attendance at seminars, conferences or any other events, at which the Executive's attendance is required by the Company.

6. DUTIES

6.1 During the Appointment the Executive shall:

6.1.1 perform such duties and exercise such powers and functions as may from time to time be reasonably assigned to or vested in him/her by the Company, whether relating to the Company or any Group Company;

6.1.2 unless prevented by ill health devote the whole of his/her time and attention, endeavours and abilities to promoting the interests of the Company and of the Group and shall not engage in any activity which may be or may become harmful to or contrary to the interests of the Company or of the Group;

6.1.3 observe and comply with all lawful and reasonable requests, instructions, resolutions and regulations of the Company and give to the Company such explanations, information and assistance as may reasonably be required;

6.1.4 observe and comply with all policies and procedures of the Company and/or the Group, including the provisions of any staff or employee handbook;

6.1.5 carry out his/her duties in a proper, loyal and efficient manner to the best of his/her ability and use his/her best endeavours to maintain, develop and extend the business of the Company and of the Group;

6.1.6 comply with all Applicable Laws and all legal duties or obligations imposed on him/her;

6.1.7 not commit any criminal offence (except a road traffic offence not involving a custodial sentence) and will conduct himself/herself in a manner at all times that will not bring himself/herself, the Company or any Group Company or any Client into disrepute;

6.1.8 not commit or be party to any act of bribery, corruption, fraud or dishonesty and, for the avoidance of doubt, the Executive undertakes that he/she will not receive or give any gifts or gratuities except in strict compliance with any relevant Company or Group policy;

6.1.9 ensure that at all times during and after the Appointment he/she takes all reasonably practicable steps to protect and maintain the integrity, confidentiality and performance of the Information or Communication Technology and data contained therein, and does not do anything to damage, disrupt, delay, disable overburden or impair any Information or Communication Technology or data contained therein;

6.1.10 report to the Company in writing any matter relating to the Company or any Group Company or any of its or their officers or employees which he/she becomes aware of and which could be the subject of a qualifying disclosure as defined by section 43B of the Employment Rights Act 1996;

6.1.11 report his/her own wrongdoing and any wrongdoing or proposed wrongdoing of any other officer or employee of the Company or of any Group Company to the Company immediately on becoming aware of it;

6.1.12 perform his/her duties at such place or places in the United Kingdom and/or elsewhere (including internationally) as the Company shall decide but unless otherwise agreed the Executive shall not be required to work outside the United Kingdom for a continuous period exceeding one month;

6.1.13 work such hours and travel within and outside the United Kingdom as may reasonably be required for the proper performance of his/her duties; and

6.1.14 accept (if offered) appointment as a statutory director of the Company or any Group Company, with or without such executive powers as the Board (or the relevant Group Company) shall decide in its absolute discretion, and resign any such appointment if requested by the Company without any claim for damages or compensation.

6.2 In the event that the Executive is appointed as a statutory director of the Company or any Group Company:

6.2.1 that appointment does not amount to a term of employment and the Company reserves the right to remove the Executive from any such directorship at any time for any reason, and where the Company exercises this right, this shall not amount to a breach or the termination of this agreement and shall not give rise to a claim for damages or compensation;

6.2.2 if the Executive fails to resign any such appointment, the Company is hereby irrevocably authorised to appoint some person in the Executive's name and on his/her behalf to sign and execute all documents and do all things necessary to constitute and give effect to such resignation; and

6.2.3 the Executive consents to any Group Company making this agreement available for inspection notwithstanding that it contains his/her residential address.

6.3 During the Appointment the Executive shall not without the written consent of the Company:

6.3.1 be engaged or interested either directly or indirectly (through any member of his/her family or household or otherwise) in any capacity in any trade, business or occupation whatsoever other than the business of the Company or the Group from time to time provided that the Executive shall not be prohibited from holding (whether directly or indirectly), for investment purposes only, up to three per cent of the shares or stock of any class of any public company quoted or dealt in on a Recognised Investment Exchange;

6.3.2 pledge the credit of the Company or any Group Company other than in the day to day running of its business; or

6.3.3 become a member of the Territorial Army or another reservist force, a member of Parliament, a councillor of a local authority or a magistrate, or occupy or be engaged in public office.

7. REMUNERATION AND EXPENSES

7.1 The Company shall pay to the Executive a Salary at a rate of £265,000 per annum or at such other rate as may from time to time be agreed between the Company and the Executive.

7.2 The Salary shall be deemed to accrue evenly from day to day and shall be payable in arrears by equal monthly instalments on the 27th of each month and otherwise in accordance with the Company's normal pay policy into a bank account nominated by the Executive and shall be inclusive of any fees and/or remuneration to which the Executive may be entitled as a director of the Company or any Group Company. The Executive is not entitled to payment of overtime or time off in lieu for hours worked outside normal working hours.

7.3 The Salary and benefits payable under the terms of this agreement replace any and all entitlements (including allowances) applicable prior to the date of this agreement. Such allowances shall cease to be payable from the date this agreement becomes effective.

7.4 The Company shall reimburse the Executive for all reasonable and authorised out of pocket expenses (including hotel and travelling expenses) wholly, necessarily and exclusively incurred by the Executive in the discharge of his/her duties, subject to the production of appropriate receipts or such other evidence as the Company may reasonably require as proof of such expenses and in accordance with the Company's rules and policies relating to expenses as may be in force from time to time. The Executive shall submit all expenses in a timely manner, and in any event by the end of the month in which they were incurred. If the Executive is provided with a credit

6

or charge card by the Company this must only be used for expenses which he/she incurs in performing the Appointment.

7

8. COMPANY CAR

8.1 The Company shall provide the Executive with a motor car via the Company's chosen provider of a type that the Company shall consider appropriate for the Executive having regard to the capacity in which he/she is employed for use in the performance of his/her duties. The Executive shall also be permitted to use the motor car for private purposes, including use on holiday within the United Kingdom and use by his/her partner or spouse who are authorised in writing by the Company and are legally entitled to drive and insured for that purpose.

8.2 The Company shall pay all insurance premiums, maintenance and repair expenses in respect of the motor car and the cost of taxing the car and, whilst the motor car is being used wholly, necessarily and exclusively for the purpose of the Company or any Group Company's business (but not otherwise), shall reimburse the Executive for all petrol used in accordance with the Company's rules and policies relating to petrol expenses as may be in force from time to time (which may be amended or terminated in any way at any time).

8.3 The Executive shall at all times:

8.3.1 take good care of the motor car and procure that the provisions of any insurance policy relating to it are observed in full;

8.3.2 ensure that the motor car is not taken out of the United Kingdom without the prior written consent of the Company; and

8.3.3 comply with the Company's rules and policies relating to the provision of company cars as may be in force from time to time (which may be amended or terminated in any way at any time).

8.4 The Company reserves the right to withdraw this benefit if the Executive is convicted of any motoring offence (including any offence relating to the consumption of alcohol or drugs) or if the Executive is in breach of clause ‎8.3 above.

8.5 The Company may from time to time, for any reason and at its complete discretion, replace the make or type of car.

8.6 The benefit of a Company car (and the benefit of clause ‎8.2 above) will cease on the termination of the Executive's employment or on transfer to another position that does not require a car to perform the role.

9. CAR ALLOWANCE

9.1 As an alternative to receiving the benefit of a motor car under clause 8 above, the Executive can elect to receive a car allowance in lieu of a company motor car for use on the Executive's own car of £9,720 per annum, which shall be payable together with and in the same manner as the Salary in accordance with clause ‎7.2. The car allowance shall not be treated as part of the Executive's Salary for any purpose and shall not be pensionable. The Company reserves the right to vary or withdraw the car allowance payable to the Executive in any way at any time, including by reducing the amount payable, upon giving reasonable notice.

9.2 The Company shall reimburse the Executive in respect of fuel costs for business miles at the Company's approved rates from time to time. The Company reserves the right to vary such rates at any time at its discretion.

9.3 The Executive shall immediately inform the Company if he/she is disqualified from driving and shall cease to be entitled to receive the allowance under clause ‎9.1 or reimbursement of fuel expenses under clause ‎9.2.

9.4 The Executive must at all times ensure that his/her own car remains fit for business use as defined by the company car policy.

10. PENSION SCHEME

10.1 The Executive is eligible to join the Company Pension Scheme (the "Scheme"), subject to its terms and rules from time to time in force and HM Revenue & Customs limits from time to time. Further details are available on request from the HR Department. Upon the Executive entering the Scheme, the Company shall contribute (in equal monthly instalments) an amount equal to 10% of such part of the Executive's Salary during his employment hereunder (subject to the tax reliefs and exemptions available from HM Revenue & Customs, as amended from time-to-time) to the Scheme.

10.2 Upon entering the Scheme, the Executive will automatically become enrolled into any pension salary exchange scheme in operation at the time unless the Executive decides to "opt out". Further details are available from the HR Department.

10.3 The Company reserves the right to vary or terminate the pension arrangements referred to above in any way and at any time, and to substitute alternative pension arrangements.

11. INSURANCE BENEFITS

11.1 During the Appointment the Company shall, subject to clause ‎11.3 below and to the Company's right to terminate the Appointment in accordance with clauses ‎4, ‎13.6, ‎20 or ‎22.2 of this agreement, allow the Executive to opt for the following benefits:

11.1.1 private medical expenses insurance for the Executive and the Executive's spouse or partner and children in accordance with arrangements made between the Company and such insurer as the Company may decide from time to time and subject to the terms and conditions applicable to any such insurance. The Company reserves the right to discontinue or vary any such insurance in any way at any time at its discretion;

11.1.2 life insurance at a rate of four times the Salary in accordance with arrangements made between the Company and such insurer as the Company may decide from time to time and subject to the terms and conditions applicable to any such insurance. The Company reserves the right to discontinue or vary any such life insurance in any way at any time at its discretion; and

11.1.3 permanent health insurance in accordance with the arrangements made between the Company and such insurer as the Company may decide from time to time and subject to the terms and conditions applicable to any such insurance (the "PHI Scheme"). The Company reserves the right to discontinue or vary any such insurance in any way at any time at its discretion.

11.2 During any period in which the Executive is eligible to receive benefits under the PHI Scheme the Company's obligations under this agreement shall be limited to paying to the Executive such sums as it receives in respect of the Executive under the PHI Scheme and for the avoidance of doubt the Executive agrees in such circumstances to accept such sums in place of further payment of Salary and any other remuneration or benefits, including the provision of a company car, under the terms of this agreement. During any such period the Executive shall continue to be bound by all his/her obligations (other than to provide his/her services) under this agreement.

11.3 The benefits referred to in each paragraph of clauses ‎11.1.1 to ‎11.1.3 above are conditional on the relevant insurer accepting cover for the Executive at a premium the rate of which the Company considers reasonable and accepting liability for any particular claim. In the event that the relevant insurer does not accept cover or liability in respect of the Executive or any claim by the Executive in respect of any of the benefits referred to in clause ‎11.1 above, the Company shall have no obligation to provide any alternative benefits or cover in this regard. The provision of the benefits referred to in clause ‎11.1 shall not restrict the Company's ability to terminate the Appointment in accordance with clauses 4, 13.6, 20 or 22.2 of this agreement for any reason, including because the Executive is Incapacitated. All and any benefits provided under clause ‎11.1 above shall cease with effect from the date of termination of the Appointment.

12. HOLIDAYS AND HOLIDAY PAY

12.1 The Company's holiday year runs between 1 November and 31 October. In addition to the normal bank and public holidays applicable in England and Wales the Executive shall be entitled to 30 working days' paid holiday during each holiday year, to be taken at such time as the Company may from time to time approve and paid at the rate of basic Salary ("Holiday Entitlement"). Holiday Entitlement is inclusive of statutory holiday under the Working Time Regulations ("Statutory Holiday").

12.2 Untaken Holiday Entitlement in any holiday year may not be carried forward to any following holiday year and such Holiday Entitlement will be forfeited without any right to payment in lieu.

12.3 Upon termination of the Appointment the Executive shall either be entitled to Salary in lieu of any outstanding Holiday Entitlement or be required to repay to the Company any Salary received in respect of Holiday Entitlement taken in excess of his/her proportionate Holiday Entitlement, and any sums repayable by the Executive may be deducted from any outstanding Salary or other payments due to the Executive.

12.4 The Company reserves the right to require the Executive to take any accrued but unused Holiday Entitlement during any period of notice given to terminate the Appointment or at any other time, or, if applicable, any such holiday shall be deemed to be taken during any period of Garden Leave.

12.5 During any period in which the Executive is Incapacitated he/she shall not accrue any holiday in excess of his/her entitlement to Statutory Holiday. In any holiday year, the first 5.6 weeks of any holiday taken by the Executive shall be deemed to be Statutory Holiday.

12.6 If the Executive is in receipt of benefits under the PHI Scheme then the Holiday Entitlement will be limited to Statutory Holiday under the Working Time Regulations. Holiday pay will be at the applicable rate of pay that the Company receives for the Executive under the PHI Scheme.

13. SICKNESS AND ABSENCE

13.1 If the Executive is Incapacitated, he/she shall immediately notify the UK Human Resources Director and inform him/her of the reason for his/her absence together with the likely date of return. This should be done by telephone as early as possible but no later than one hour prior to the start of the Executive's working day on the first day of absence. Contact by text, email of social media is not acceptable.

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13.2 Each time the Executive is absent from work, he/she shall provide evidence to the Company of the reason for such absence. This evidence shall be provided by way of a self-certification form, which shall be completed by the Executive on the first day of his/her resumption of duty. In addition, in the case of illness or injury lasting for more than seven consecutive days, the Executive shall provide a doctor's certificate on the eighth day of illness or injury and weekly thereafter.

13.3 Subject to compliance with the provisions of clauses ‎13.1 and ‎13.2 above (and subject to the Company's right to terminate the Appointment for any reason, including Incapacity), if the Executive is at any time Incapacitated, other than when the Executive is in receipt of benefits under the PHI Scheme, he/she shall be paid sick pay consisting of:

13.3.1 his/her Salary for up to 26 weeks' absence in aggregate in any period of 12 months; and

13.3.2 thereafter such remuneration (if any) as the Company or Board shall in its absolute discretion allow.

13.4 Once sick pay under clause ‎13.3 has expired, the Executive shall have no further entitlement to sick pay until he/she has returned to work for a consecutive period of eight weeks. The Company shall be entitled to deduct from the sick pay or such remuneration as may be paid to the Executive any statutory sick pay to which the Executive may be entitled under the provisions of the Social Security Contributions and Benefits Act 1992 and/or any other sickness or injury benefits otherwise recoverable by or payable to the Executive. For statutory sick pay purposes the Executive's qualifying days shall be his/her normal working days.

13.5 The Executive agrees that at any time during the Appointment he/she will consent, if required by the Company, to a medical examination by a medical practitioner appointed by the Company at its expense and shall authorise such medical practitioner to disclose to and discuss with the Company, the Board, the UK Human Resources Director or the HR Department, the results of any such medical examination.

13.6 If the Executive shall at any time be Incapacitated during the Appointment for a total of 26 or more weeks in any 12 consecutive calendar months the Company may terminate the Appointment immediately by notice in writing given to the Executive at any time during the period for which he/she is Incapacitated.

13.7 If the Executive is incapacitated for a consecutive period of 20 or more working days the Company may (without prejudice to the provisions of clause 2.5.2) appoint another person or persons to perform the Executive's duties until such time as the Executive is able to resume fully the performance of his/her duties.

13.8 If the Executive is Incapacitated by the action of a third party in respect of which damages are or may be recoverable the Executive shall notify the UK Human Resources Director of that fact and of any claim, compromise, settlement or judgment awarded as soon as is reasonably practicable. The Executive shall include in any claim for damages against such third party a claim in respect of monies paid by the Company under this clause ‎13 and shall receive the payments referred to in clause ‎13.3 above as loans by the Company to the Executive (notwithstanding that as an interim measure income tax has been deducted from such payments as if they were emoluments of employment). The Executive shall repay such loans (net of costs) when and to the extent that the Executive recovers compensation for loss of earnings from the third party by action or otherwise.

14. RETIREMENT AGE

The Company does not operate a compulsory retirement age; if the Executive wishes to retire he/she will be required to give notice in accordance with clause ‎4 above.

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15. MOBILITY

15.1 The Executive will be expected to travel throughout the United Kingdom and internationally and stay away as necessary for the proper performance of his/her duties.

15.2 The Company may require the Executive to transfer permanently to any office within an accepted "travel to work area", being a home to office each way journey of 90 minutes or less in or to London or an hour or less elsewhere.

15.3 The Company reserves the right following consultation with the Executive to change his/her workplace, within the United Kingdom, for a temporary period of up to three months.

16. NO SMOKING POLICY

16.1 All Company or Group Company premises are designated smoke-free. Smoking is therefore strictly prohibited on all parts of the Company's premises and in Company provided vehicles, except where there may be a designated outside area.

16.2 Failure to comply with the Company or Group's smoking policy can lead to disciplinary action.

17. CONFIDENTIAL INFORMATION

17.1 The Executive shall not at any time during the Appointment, nor at any time after its termination, except as reasonably required for the purposes of and during the Appointment, directly or indirectly use or disclose any Confidential Information.

17.1.1 The Executive shall not be restrained from using or disclosing any Confidential Information which he/she is authorised to use or disclose by the Company or the Board; or

17.1.3 has entered the public domain unless it enters the public domain as a result of an unauthorised disclosure by the Executive or anyone else employed or engaged by the Company or any Group Company; or

17.1.4 he/she is required to disclose by law; or

17.1.5 he/she is entitled to disclose under section 43A of the Employment Rights Act 1996 provided that the disclosure is made in an appropriate way to an appropriate person having regard to the provisions of that Act and clause ‎6.1.10 above,

provided that, in the case of any disclosure under sub-clauses 17.1.4 or 17.1.5 above, the Executive shall (to the extent permitted by the applicable laws) notify the Company in advance of the disclosure.

17.2 The Executive shall not make copies of any document, memorandum, correspondence (including emails), computer disk, CD-Rom, memory stick, video tape or any similar matter (including for the avoidance of doubt in any electronic format) or remove any such items from the premises of the Company or of any Group Company other than in the proper performance of his/her duties under this agreement and in accordance with the Company's policies and procedures.

17.3 The Executive shall not make any public statement, adverse or otherwise (whether written or oral), to the media or otherwise relating to the affairs of the Company or any Group Company and shall not write any article for publication on any matter concerned with the business or other affairs of the Company or the Group without the prior written consent of the Company or the Board.

18. PROTECTION OF THE COMPANY'S BUSINESS INTERESTS

18.1 The Executive acknowledges that following the termination of the Appointment he/she will be in a position to take advantage of or compete unfairly with the Company or any other Group Company as a result of the Confidential Information and knowledge about the business,

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operations, Clients, employees and trade connections of the Company and the Group he/she has acquired or will acquire and through the connections that he/she has developed and will develop during the Appointment. The Executive therefore agrees to enter into the restrictions in this clause ‎18 for the purpose of protecting the Company's legitimate business interests and in particular the Confidential Information, goodwill and the stable trained workforce of the Company and the Group, and in recognition of the Executive's seniority.

18.2 The Executive covenants with the Company and each other Group Company that he/she shall not, directly or indirectly, on his/her own behalf or on behalf of any person, in connection with any business which is or is intended or about to be competitive with the Restricted Business or in relation to the provision of any goods or services similar to or competitive with those sold or provided by the Company or any Group Company in connection with the Restricted Business, for a period of 12 months after the termination of the Appointment:

18.2.1 solicit or canvass the custom of any Client or Potential Client; and/or

18.2.2 contract or deal with, in any way, any Client or Potential Client; and/or

18.2.3 solicit or entice away, or attempt to entice away, from the Company or any Group Company any Restricted Employee; and/or

18.2.4 employ, offer to employ or enter into partnership with any Restricted Employee.

18.3 The Executive shall not, without the prior written consent of the Company or the Board, for a period of 12 months after the termination of the Appointment, directly or indirectly, on his/her own behalf, or on behalf of any person:

18.3.1 within the Restricted Territory set up, carry on, be employed in, provide services to, be associated with, or be engaged or interested in, whether as director, employee, principal, shareholder, partner or other owner, agent or otherwise, any business which is or is intended or about to be competitive with the Restricted Business save as a shareholder of not more than three per cent of any public company whose shares or stocks are quoted or dealt in on any Recognised Investment Exchange; and/or

18.3.2 endeavour to cause any person who is at the date of termination of the Appointment, or at any time during the 12 months immediately prior to such termination was, a Restricted Supplier to the Company and/or any Group Company, to either cease to supply the Company or any Group Company or materially alter the terms of such supply in a manner detrimental to the Company or any Group Company.

18.4 During the Appointment and following its termination, the Executive shall not do or omit to do anything which could or does materially damage the reputation or any business of the Company and/or any Group Company and/or any Client.

18.5 In the event that the Executive receives an offer of employment or request to provide services, either during the Appointment or during the currency of the restrictive periods set out in clauses 18.2 or 18.3, the Executive shall (and the Company may) provide immediately to such person making such an offer or request a full and accurate copy of this agreement signed by both parties. The restrictions contained in this clause are considered by the parties to be reasonable in all the circumstances. Each sub clause constitutes an entirely separate and independent restriction and the duration, extent and application of each of the restrictions are no greater than is necessary for the protection of the interests of the Group.

19. INTELLECTUAL PROPERTY

19.1 The parties acknowledge that the Executive may create, develop, propose or originate Company Intellectual Property (alone or jointly) in the course of the Appointment and that the Executive has a special obligation to further the interests of the Company in relation to all such Company Intellectual Property.The Executive shall, promptly following their creation, development, proposal or origination, disclose to the Company all such Company Intellectual Property and all works, materials or documents embodying Company Intellectual Property.

19.2 The Executive acknowledges that all Company Intellectual Property and all works, materials or documents embodying them shall automatically belong to the Company as from their creation, development, proposal or origination for the full term of those rights and the Executive hereby assigns, by way of present and future assignment, any and all right, title and interest therein to the Company.

19.3 To the extent that any Company Intellectual Property does not vest in the Company automatically pursuant to clause ‎19.2, the Executive holds such property on trust for the Company and hereby grants to the Company an irrevocable exclusive, royalty free licence to use such property in its discretion until such Company Intellectual Property fully vests in the Company.

19.4 To the extent that any Company Intellectual Rights created, developed, proposed or originated by the Executive (whether alone or jointly) at any time during the course of the Appointment are prohibited by or prevented in law from automatically vesting in the Company pursuant to clause ‎19.2, the Executive shall, immediately upon the creation, development, proposal or origination of such rights, grant the Company a right of first refusal, in writing, to acquire them on arm's length terms to be agreed between the parties.

19.5 The Executive agrees:

19.5.1 to execute all such documents, both during and after the Appointment, as the Company may reasonably require to vest in the Company all right, title and interest in all Company Intellectual Property pursuant to this agreement;

19.5.2 to provide all such information and assistance and do all such further things as the Company may require to enable it to protect, maintain and exploit the Company Intellectual Property to the best advantage, including, at the Company's request, applying for the protection of Company Intellectual Property throughout the world;

19.5.3 to assist the Company in applying for the registration of any registrable Company Intellectual Property, to enable it to enforce the Company Intellectual Property against third parties and to defend claims for infringement of third party Intellectual Property Rights; and

19.5.4 not to apply for the registration of any Company Intellectual Property in the United Kingdom or any other part of the world without the prior written consent of the Company.

19.6 As against the Company, its successors and assigns and any licensee of any of the foregoing, the Executive hereby waives all of his/her present and future moral rights which arise under the Copyright Designs and Patents Act 1988 and all similar rights in other jurisdictions relating to the Company Intellectual Property.

19.7 The Executive acknowledges that, except as provided by law, no further remuneration or compensation, other than that provided for in this agreement, is or may become due to the Executive in respect of his/her compliance with this clause ‎19. This clause ‎19 is without prejudice to the Executive's rights under the Patents Act 1977.

19.8 The Executive warrants that:

19.8.1 during the Appointment the Executive shall not:

19.8.1.1 infringe the Intellectual Property Rights of any third party;

19.8.1.2 involve the use of information in breach of obligations owed to or rights held by any third party;

19.8.2 the Company will not infringe the Intellectual Property Rights of any third party by exercising all of the rights of the owner of the Intellectual Property Rights assigned by the Executive to the Company under this agreement; and

19.8.3 the Executive is not bound by any legally enforceable obligations owed to any person other than the Company which would prevent the Executive from complying with the terms of this agreement.

19.9 The Executive irrevocably appoints the Company as his/her attorney in his/her name to sign, execute, do or deliver on his behalf any deed, document or other instrument and to use his/her name for the purpose of giving full effect to this clause ‎19.

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20. TERMINATION

20.1 The Appointment may be terminated without notice or pay in lieu of notice with immediate effect by the Company if at any time:

20.1.1 it is found that the Executive did not comply with any lawful order or direction given to him/her by the Company or the Board; and/or

20.1.2 the Company or the Board reasonably believes that the Executive has committed any serious breach or repeatedly after warning any breach, or is guilty of a continuing breach of any of the terms of this agreement; and/or

20.1.3 the Company or the Board reasonably believes that the Executive is guilty of any gross or serious misconduct or (after written warning) wilful neglect in the discharge of his/her duties under this agreement; and/or

20.1.4 the Company or the Board reasonably believes that the Executive is guilty of any bribery, corruption, fraud, dishonesty or conduct tending to bring himself/herself, the Company or any Group Company or any Client into disrepute, including, for the avoidance of doubt, any criminal offence (except a road traffic offence not involving a custodial sentence); and/or

20.1.5 the Company or the Board reasonably believes that the Executive has committed a serious breach of any Applicable Laws which may affect or relate to the business of the Company or any Group Company; and/or

20.1.6 the Executive is declared bankrupt or has a receiving order made against him/her or makes any general composition with his/her creditors or takes advantage of any Applicable Laws affording relief for insolvent debtors; and/or

20.1.7 the Executive becomes prohibited by law from being or acting as a director of the Company; and/or

20.1.8 the Executive fails to maintain or becomes disqualified from maintaining registration with any regulatory body, membership of which is reasonably required by the Company for the Executive to carry out his/her duties; and/or

20.1.9 the Executive refuses or fails to agree to accept employment on the terms and in the circumstances specified in clause ‎22 of this agreement; and/or

20.1.10 the Executive resigns as a director of the Company other than at the request of the Board; and/or

20.1.11 the Executive fails to provide an original document proving his/her entitlement to enter and/or remain in the United Kingdom annually on the anniversary of the Appointment or at any other time requested by the Company.

20.2 In the event of termination under clause ‎20.1 above the Company shall not be obliged to make any further payment to the Executive except such Salary as shall have accrued at the date of termination and in respect of any accrued but untaken Statutory Holiday under the Working Time Regulations.

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20.3 Upon notice of termination of the Appointment being given or upon termination of the Appointment or, at the start of a period of Garden Leave or at any time upon request by the Company in writing, the Executive shall:

20.3.1 immediately and automatically (unless agreed in writing otherwise by the Company) be deemed to have resigned from all (if any) offices held by him/her in the Company or any Group Company and all (if any) trusteeships held by him/her of any pension scheme or any trust established or subscribed to or by the Company and any Group Company and in the event of his/her failure to do so the Company is hereby irrevocably authorised by the Executive to appoint some person in his/her name and on his/her behalf to sign and execute all documents and do all things necessary to constitute and give effect to such resignation;

20.3.2 immediately return to the Company all Information or Communication Technology, correspondence (including emails), documents, papers, memoranda, notes, records or materials (including Confidential Information) in whatever form (including in magnetic media or other forms of computer storage, videos, tapes (whether or not prepared or produced by him/her) and any copies thereof), charge and credit cards and all other property (including any car) belonging to the Company which may be in the Executive's possession or under his/her control provided that the Executive shall not be obliged to return during any period of Garden Leave any property provided to him/her as a contractual benefit; and

20.3.3 send to the UK Human Resources Director a signed statement confirming that he/she has complied with sub-clause ‎20.3.2 above.

20.4 The Executive shall not at any time after the termination of the Appointment represent himself/herself as being in any way connected with or interested in the business of the Company or the Group.

20.5 At its absolute discretion the Company may at any time (including after notice of termination shall have been given by either party) lawfully terminate this agreement by notice in writing with immediate effect by paying to the Executive a sum in lieu equal to his/her Salary for the applicable then unexpired period of notice referred to in clause ‎4, together with such further amount as is equal to the fair value of any other benefits to which the Executive is contractually entitled under the terms of this agreement during such period (subject to deduction at source of income tax and national insurance contributions) ("Payment in Lieu"). For the avoidance of doubt, the Payment in Lieu shall not include any element in relation to:

20.5.1 any bonus or commission payments, or payments, rights or benefits under any share option or long term incentive plan, that might otherwise have been due during the period for which the Payment in Lieu is made; and

20.5.2 any payment in respect of any Holiday Entitlement that would have accrued during the period for which the Payment in Lieu is made.

20.6 The Executive shall have no right to receive a Payment in Lieu unless the Company has exercised its discretion in clause ‎20.5. Nothing in this clause ‎20 shall prevent the Company from terminating the Appointment in the event of a breach of this agreement by the Executive.

20.7 On termination of the Appointment howsoever arising the Executive shall not have any claim for breach of contract in respect of the loss of any rights or benefits under any share option,

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bonus, long-term incentive plan or other profit sharing scheme operated by the Company or by any Group Company in which he/she may participate which would otherwise have accrued during the applicable period of notice to which the Executive is entitled under clause ‎4 of this agreement.

20.8 The Executive expressly agrees that the Company may make such deductions from Salary or other payments due on the termination of or during the Appointment as may be necessary to reimburse the Company for sums paid out by the Company to or on behalf of the Executive but which are recoverable by it, including loans, advances, relocation expenses, excess holiday payments and any outstanding payments in relation to the company car.

20.9 Clauses 1, 17, 18, 19, 20, 21, 24, 25, 26, 27, 28 and 29 shall survive the termination of this agreement.

21. GARDEN LEAVE

21.1 Following notice to terminate the Appointment being given by the Company or the Board or the Executive, or if the Executive purports to terminate the Appointment in breach of contract, the Company may by written notice require the Executive not to perform any services (or to perform only specified services) for the Company or for any Group Company for all or part of the applicable notice period required under clause ‎4.

21.2 During any period of Garden Leave the Executive shall:

21.2.1 continue to receive the Salary and other contractual benefits under this agreement in the usual way and subject to the terms of any benefit arrangements;

21.2.2 remain an employee of the Company and remain bound by his/her duties and obligations, whether under this agreement or otherwise, which shall continue in full force and effect;

21.2.3 not contact or deal with (or attempt to contact or deal with) any Client, supplier, agent, distributor, shareholder, officer, employee or other business contact of the Company or any Group Company without the prior written consent of the Company or the Board;

21.2.4 not (unless otherwise requested) enter onto the premises of the Company or any Group Company without the prior written consent of the Company or the Board;

21.2.5 not commence any other employment or engagement, including the taking up of any directorships or consultancy services;

21.2.6 provide such assistance as the Company or any Group Company may require to effect an orderly handover of his/her responsibilities to any individual or individuals appointed by the Company or any Group Company to take over his/her role or responsibilities; and

21.2.7 make himself/herself available to deal with requests for information, provide assistance, be available for meetings and to advise on matters relating to work.

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21.3 In the event that the Company exercises its rights under clause ‎21.1 of this agreement then any Garden Leave shall be set off against and therefore reduce the periods for which the restrictions in clauses 18.2 and 18.3 of this agreement apply.

22. AMALGAMATION/RECONSTRUCTION

22.1 If the Company is wound up for the purposes of reconstruction or amalgamation, the Executive shall not as a result or by reason of any termination of the Appointment or the redefinition of his/her duties within the Company or the Group arising or resulting from any reorganisation or amalgamation of the Group have any claim against the Company or any other Group Company for damages for termination of the Appointment or otherwise so long as he/she shall be offered employment with any concern or undertaking resulting from such reconstruction, reorganisation or amalgamation on terms and conditions no less favourable to the Executive than the terms contained in this agreement.

22.2 If the Executive shall at any time have been offered but shall have unreasonably refused or failed to agree to the transfer of this agreement by way of novation to a company which has acquired or agreed to acquire not less than 50 per cent of the equity share capital of the Company, the Company may terminate the Appointment by such notice as is required by section 86 of the Employment Rights Act 1996 given within one month of such offer.

23. DISCIPLINARY AND GRIEVANCE PROCEDURES

23.1 The disciplinary procedure which applies to the Executive's employment with the Company is available on the Company Intranet. For the avoidance of doubt, this procedure is non- contractual.

23.2 The Executive shall refer any grievance he/she may have about his/her employment or an appeal in connection with any disciplinary decision relating to him/her to his/her line manager or the UK Human Resources Director in writing in the first instance if appropriate.

23.3 The Company shall have the right to suspend the Executive from his/her duties on such terms and conditions as the Company shall determine for the purpose of carrying out an investigation into any allegation of misconduct or negligence or an allegation of bullying, harassment or discrimination against the Executive and pending any disciplinary hearing. The Company shall be required to continue to pay the Salary and provide all other contractual benefits to the Executive during any period of suspension. The Company shall not be required to give any reason for exercising its right under this clause.

24. DATA PROTECTION

24.1 The Executive confirms that he/she has read and understood the Company's data protection policy, a copy of which is available on the Company Intranet. The Company may change its data protection policy in any way at any time.

24.2 The Company will process and may disclose personal data including sensitive personal data (as such terms are defined in the Data Protection Act 1998) relating to the Executive, and the Executive consents to the processing and disclosure of such data and also to the use by the Company or any other Group Company of his/her image or photograph for any purpose (including marketing). The Executive's personal data will be held by the Company in its manual and automated filing systems.

24.3 The parties confirm that personal data including sensitive personal data can include but is not limited to:

24.3.1 information about the Executive's physical or mental health or condition for the purpose of the performance of the Appointment and this agreement (including the provision of any benefits under it), monitoring sickness absence, dealing with sick pay and determining the Executive's fitness to carry out duties on behalf of the Group;

24.3.2 information about the Executive's sex, marital status, race, ethnic origin or disability for the purpose of monitoring to ensure equality of opportunity and compliance with equal opportunities legislation;

24.3.3 information relating to any criminal proceedings in which the Executive has been involved for insurance purposes and in order to comply with any Applicable Laws and/or obligations to third parties; and/or

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24.3.4 information obtained as a result of a Criminal Records Bureau or credit check or any similar statutory check that may be required under any Applicable Laws (and the Executive hereby consents to the Company carrying out any such checks in respect of him/her at any time).

24.4 The Company will process and may disclose any such data referred to above both inside and, where necessary, outside the European Economic Area (including to the United States) for the following purposes:

24.4.1 in order for the Appointment and this agreement to be performed;

24.4.2 in order to comply with any Applicable Laws and/or any legal or regulatory obligations which apply to the Company or any other Group Company (including contractual obligations);

24.4.3 for decisions to be made regarding the Executive's employment or continued employment, or any of the terms thereof;

24.4.4 for obtaining or carrying out work from or for Clients or Potential Clients;

24.4.5 for the purpose of any potential sale of over 50 percent of the shares of the Company or any Group Company or other change of control or any potential transfer of the Executive's employment under the Transfer of Undertaking (Protection of Employment) Regulations 2006; or

24.4.6 in order to comply with a request for disclosure made by any statutory or regulatory authority, court of law or law enforcement agency.

Disclosure may include, in the case of sale, change of control or transfer, disclosure to the potential purchaser or investor and their advisors, in the case of a service provision change, disclosure to a new service provider, and in the case of obtaining or carrying out work, disclosure to Clients or Potential Clients.

24.5 The Executive shall use all reasonable endeavours to keep the Company informed of any changes to his/her personal data.

24.6 The Executive acknowledges that in the course of the Appointment he/she may have access to personal and sensitive data relating to other employees and he/she agrees to keep such information confidential and otherwise to comply with the Company's data protection policy at all times.

25. MONITORING OF INFORMATION OR COMMUNICATION TECHNOLOGY

25.1 The Company will monitor messages sent and received via any Information or Communication Technology and may access and disclose to management the content of messages in order to ensure that the Executive is complying with the Company's policies.

25.2 In particular, the Executive should be aware that no email, voicemail or other communication sent or received through any Information of Communication Technology is private, and also that emails, voicemails or other communications, or any document created on the Company's computer systems, however confidential or damaging, may have to be disclosed in court or other proceedings. An email, voicemail or other communication which has been deleted can still be retrieved and may be monitored for training or quality control purposes.

25.3 The Company further reserves and intends to exercise its right to monitor and disclose to management all use of the internet through its Information or Communication Technology to the extent authorised by law.

25.4 The Executive hereby consents to any such monitoring and/or disclosure as is referred to in this clause ‎25.

26. NOTICES

Notices may be given by either party by personal delivery or by letter to the other party at (in the case of the Company) its registered office for the time being (addressed to the UK Human Resources Director) and (in the case of the Executive) his/her last known address. Any such notice given by personal delivery shall be deemed to have been given at the time of delivery and by letter shall be deemed to have been given 48 hours after posting.

27. ENTIRE AGREEMENT

27.1 This agreement constitutes the entire agreement and understanding between the parties in respect of the matters dealt with in it and supersedes, cancels and nullifies any previous agreement between the parties or any of them relating to such matters notwithstanding the terms of any previous agreement or arrangement expressed to survive termination. For the avoidance of doubt, any previous contract of employment between the parties, or between the Executive and any other Group Company, is hereby terminated with immediate effect.

27.2 Each of the parties acknowledges and agrees that in entering into this agreement it does not rely on, and shall have no remedy in respect of, any statement, representation, warranty or understanding (whether negligently or innocently made) other than as expressly set out in this agreement. The only remedy available to any party in respect of any such statement, representation, warranty or understanding shall be for breach of contract under the terms of this agreement.

27.3 Nothing in this clause ‎27 shall operate to exclude any liability for fraud.

28. GENERAL

28.1 There are no collective agreements in force which affect the terms and conditions of the Appointment.

16

28.2 Subject only to any deemed amendment to, or severance of, any provision of this agreement pursuant to clause ‎28.3 below, no amendment or variation of the terms of this agreement will be effective unless it is made or confirmed in a written document signed by all of the parties.

28.3 In the event that any provision of this agreement is void or unenforceable by reason of any provision of applicable law, such provision will be deemed to be modified to the extent necessary to render it legal, valid and enforceable. If no such modification is possible, it will be deleted and the remaining provisions of this agreement will continue in full force and effect and, if necessary, be so amended as is necessary to give effect to the spirit of this agreement so far as possible.

28.4 In relation to the Contracts (Rights of Third Parties) Act 1999:

28.4.1 where any term of this agreement is expressed to be made in favour of or is capable of applying for the benefit of a Group Company or any officer or employee of any Group Company, such person shall be entitled, with the prior written consent of the Company, to enforce that term in accordance with that Act but may not assign the benefit of their rights under it;

28.4.2 save as described in clause ‎28.4.1 above, the parties do not intend that any term of this agreement is enforceable under that Act by a person who is not a party; and

28.4.3 the consent of any person who is not a party shall not be required for the amendment, variation, rescission or termination of this agreement.

28.5 The Company shall be entitled to sell, assign, novate or otherwise dispose of this agreement or any of its rights or obligations under this agreement (in whole or in part) to any other Group Company or by way of security to or in favour of any lender(s) which has or have agreed to advance credit facilities to any Group Company without the prior consent of the Executive. The Executive shall not be entitled to sell, assign, novate, sub-contract or otherwise dispose of this agreement or any of his/her rights under this agreement (in whole or in part) to any person.

28.6 This agreement shall be binding on and enure for the benefit of the successors and permitted assigns of the parties.

28.7 This agreement may be executed in any number of counterparts each of which when executed by one or more of the parties hereto shall constitute an original but all of which shall constitute one and the same instrument.

17

29. JURISDICTION

29.1 This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation, including any non-contractual disputes or claims, shall be governed by and construed in accordance with the laws of England and Wales.

29.2 Each party irrevocably agrees to submit to the exclusive jurisdiction of the Courts of England and Wales over or in respect of any claim or matter arising under or in connection with this agreement.

IN WITNESS whereof the parties have executed this agreement as a deed on the date of this agreement.

18

Executed and delivered as adeed, by GAB ROBINS UK LIMITED,by a director in the presence of a witness:		))))	Signature	/s/ P. Brown
			Name (block capitals)	PAUL BROWN
				Director
Witness signature:	/s/ C. Cox
Witness name:	CHRISTOPHER COX
(block capitals)
Witness address:	24C Bromfield Street
	London, N1 OPZ

Signed and delivered as adeed by KIERAN RIGBY in the presence of a witness:		)))	Signature	/s/ K. Rigby
Witness signature:	/s/ C. Cox
Witness name:	CHRISTOPHER COX
(block capitals)
Witness address:	24C Bromfield Street
	London, N1 OPZ

19

EX-15

Exhibit 15

The Shareholders and Board of Directors of

Crawford & Company

We are aware of the incorporation by reference in the Registration Statements (File Nos. 333-02051, 333-24425, 333-24427, 333-43740, 333-87465, 333-125557, 333-140310, 333-142569, 333-157896, 333-161278, 333-161279, 333-161280, 333-170344, 333-190373, 333-199915 and 333-213010) of Crawford & Company of our report dated May 10, 2018 relating to the unaudited condensed consolidated interim financial statements of Crawford & Company that are included in its Form 10-Q for the quarter ended March 31, 2018.

/s/ Ernst & Young LLP

Atlanta, Georgia

May 10, 2018

EX-31.1

Exhibit 31.1

SECTION 302 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, Harsha V. Agadi, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Crawford & Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)), for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:	May 10, 2018	/s/ Harsha V. Agadi
		Harsha V. Agadi
		President and Chief Executive Officer (Principal Executive Officer)

EX-31.2

Exhibit 31.2

SECTION 302 CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, W. Bruce Swain, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Crawford & Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)), for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:	May 10, 2018	/s/ W. Bruce Swain
		W. Bruce Swain
		Executive Vice President and Chief Financial Officer (Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

     In connection with the Annual Report of Crawford & Company (the "Company") on Form 10-Q for the period ended March 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Harsha V. Agadi, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 780(d)); and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	May 10, 2018	/s/ Harsha V. Agadi
		Harsha V. Agadi
		President and Chief Executive Officer
		(Principal Executive Officer)

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

     In connection with the Annual Report of Crawford & Company (the "Company") on Form 10-Q for the period ended March 31, 2018 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, W. Bruce Swain, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 780(d)); and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	May 10, 2018	/s/ W. Bruce Swain
		W. Bruce Swain
		Executive Vice President and Chief Financial Officer
		(Principal Financial Officer)

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2018	Apr. 30, 2018
Document Information
Entity Registrant Name	CRAWFORD & CO
Entity Central Index Key	0000025475
Document Type	10-Q
Document Period End Date	Mar. 31, 2018
Amendment Flag	false
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Class A Non-Voting
Document Information
Entity Common Stock, Shares Outstanding		30,577,075
Class B Voting
Document Information
Entity Common Stock, Shares Outstanding		24,448,104

XML

Condensed Consolidated Statements of Operations Unaudited - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenues:
Revenues before reimbursements	$ 273,104	$ 267,267
Reimbursements	17,283	12,263
Total revenues	290,387	279,530
Costs and Expenses:
Costs of services provided, before reimbursements	197,619	192,737
Reimbursements	17,283	12,263
Total costs of services	214,902	205,000
Selling, general, and administrative expenses	61,660	59,992
Corporate interest expense, net of interest income of $423 and $183, respectively	2,564	2,036
Restructuring and special charges	0	605
Total Costs and Expenses	279,126	267,633
Other Income, net	1,135	561
Income Before Income Taxes	12,396	12,458
Provision for Income Taxes	3,966	4,835
Net Income	8,430	7,623
Net Loss Attributable to Noncontrolling Interests and Redeemable Noncontrolling Interests	139	41
Net Income Attributable to Shareholders of Crawford & Company	$ 8,569	$ 7,664
Class A Non-Voting
Earnings Per Share - Basic:
Earnings per share - basic (usd per share)	$ 0.16	$ 0.15
Earnings Per Share - Diluted:
Earnings per share - diluted (usd per share)	$ 0.16	$ 0.14
Weighted-Average Shares Used to Compute Basic Earnings Per Share:
Weighted-average common shares outstanding, basic	31,199	31,409
Weighted-Average Shares Used to Compute Diluted Earnings Per Share:
Weighted-average common shares outstanding, diluted	31,761	32,248
Cash Dividends Per Share:
Cash dividends per share (usd per share)	$ 0.07	$ 0.07
Class B Voting
Earnings Per Share - Basic:
Earnings per share - basic (usd per share)	0.14	0.13
Earnings Per Share - Diluted:
Earnings per share - diluted (usd per share)	$ 0.14	$ 0.12
Weighted-Average Shares Used to Compute Basic Earnings Per Share:
Weighted-average common shares outstanding, basic	24,472	24,690
Weighted-Average Shares Used to Compute Diluted Earnings Per Share:
Weighted-average common shares outstanding, diluted	24,472	24,690
Cash Dividends Per Share:
Cash dividends per share (usd per share)	$ 0.05	$ 0.05

XML

Condensed Consolidated Statements of Operations Unaudited (Parentheticals) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Income Statement [Abstract]
Interest income	$ 423	$ 183

XML

Condensed Consolidated Statements of Comprehensive Income Unaudited - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Statement of Comprehensive Income [Abstract]
Net income	$ 8,430	$ 7,623
Other Comprehensive Income:
Net foreign currency translation income, net of tax of $0 and $0, respectively	7,540	878
Amortization of actuarial losses for retirement plans included in net periodic pension cost, net of tax of $938 and $989 respectively	1,629	1,783
Other Comprehensive Income	9,169	2,661
Comprehensive Income	17,599	10,284
Comprehensive (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests	(90)	855
Comprehensive Income Attributable to Shareholders of Crawford & Company	$ 17,509	$ 11,139

XML

Condensed Consolidated Statements of Comprehensive Income Unaudited (Parentheticals) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Statement of Comprehensive Income [Abstract]
OCI, Tax on foreign currency translation gains (losses)	$ 0	$ 0
OCI, Tax on amortization of actuarial losses on retirement plans included in net periodic pension cost	$ 938	$ 989

XML

Condensed Consolidated Balance Sheets Unaudited - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017	[1]
Current Assets:
Cash and cash equivalents	$ 63,956	$ 54,011
Accounts receivable, less allowance for doubtful accounts of $11,982 and $12,588, respectively	173,554	174,172
Unbilled revenues, at estimated billable amounts	132,915	108,745
Income taxes receivable	4,109	7,987
Prepaid expenses and other current assets	24,651	25,452
Total Current Assets	399,185	370,367
Net Property and Equipment	41,869	41,664
Other Assets:
Goodwill	98,462	96,916
Intangible assets arising from business acquisitions, net	96,224	97,147
Capitalized software costs, net	88,627	89,824
Deferred income tax assets	23,398	24,359
Other noncurrent assets	72,134	67,659
Total Other Assets	378,845	375,905
TOTAL ASSETS	819,899	787,936
Current Liabilities:
Short-term borrowings	24,546	24,641
Accounts payable	41,982	49,303
Accrued compensation and related costs	64,670	75,892
Self-insured risks	11,994	13,407
Income taxes payable	3,193	2,703
Deferred rent	15,839	15,717
Other accrued liabilities	43,740	36,563
Deferred revenues	37,182	37,794
Current installments of long-term debt and capital leases	557	571
Total Current Liabilities	243,703	256,591
Noncurrent Liabilities:
Long-term debt and capital leases, less current installments	242,202	200,460
Deferred revenues	24,083	22,515
Accrued pension liabilities	81,550	87,035
Other noncurrent liabilities	27,084	27,596
Total Noncurrent Liabilities	374,919	337,606
Redeemable Noncontrolling Interests	6,447	6,775
Shareholders' Investment:
Additional paid-in capital	54,647	53,170
Retained earnings	267,682	269,686
Accumulated other comprehensive loss	(187,537)	(196,477)
Shareholders' Investment Attributable to Shareholders of Crawford & Company	189,769	182,320
Noncontrolling interests	5,061	4,644
Total Shareholders' Investment	194,830	186,964
TOTAL LIABILITIES AND SHAREHOLDERS' INVESTMENT	819,899	787,936
Class A Non-Voting
Shareholders' Investment:
Common stock outstanding, value	30,529	31,439
Class B Voting
Shareholders' Investment:
Common stock outstanding, value	$ 24,448	$ 24,502

[1] Derived from the audited Consolidated Balance Sheet

XML

Condensed Consolidated Balance Sheets Unaudited (Parentheticals) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017	[1]
Current Assets:
Allowance for doubtful accounts	$ 11,982	$ 12,588
Class A Non-Voting
Shareholders' Investment:
Par or stated value per share (usd per share)	$ 1	$ 1
Shares authorized (shares)	50,000,000	50,000,000
Shares issued (shares)	30,529,000	31,439,000
Shares outstanding (shares)	30,529,000	31,439,000
Class B Voting
Shareholders' Investment:
Par or stated value per share (usd per share)	$ 1	$ 1
Shares authorized (shares)	50,000,000	50,000,000
Shares issued (shares)	24,448,000	24,502,000
Shares outstanding (shares)	24,448,000	24,502,000

[1] Derived from the audited Consolidated Balance Sheet.

XML

Condensed Consolidated Statements of Cash Flows Unaudited - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018		Mar. 31, 2017
Cash Flows From Operating Activities:
Net income	$ 8,430		$ 7,623
Reconciliation of net income to net cash used in operating activities:
Depreciation and amortization	11,440		10,180
Stock-based compensation	1,565		1,296
Accounts receivable, net	2,848		(9,296)
Unbilled revenues, net	(20,180)		(5,729)
Accrued or prepaid income taxes	4,839		2,866
Accounts payable and accrued liabilities	(13,594)		(17,028)
Deferred revenues	239		1,906
Accrued retirement costs	(10,143)		(10,445)
Prepaid expenses and other operating activities	932		(1,888)
Net cash used in operating activities	(13,624)		(20,515)
Cash Flows From Investing Activities:
Acquisitions of property and equipment	(5,141)		(695)
Capitalization of computer software costs	(5,717)		(5,432)
Payments for business acquisitions, net of cash acquired	0		(36,029)
Other investing activities	0		96
Net cash used in investing activities	(10,858)		(42,060)
Cash Flows From Financing Activities:
Cash dividends paid	(3,421)		(3,441)
Payments related to shares received for withholding taxes under stock-based compensation plans	0		(436)
Proceeds from shares purchased under employee stock-based compensation plans	14		37
Repurchases of common stock	(3,925)		0
Increases in short-term and revolving credit facility borrowings	50,408		58,727
Payments on short-term and revolving credit facility borrowings	(10,000)		(5,386)
Payments on capital lease obligations	(125)		(416)
Net cash provided by financing activities	32,951		49,085
Effects of exchange rate changes on cash and cash equivalents	1,476		718
Increase (Decrease) in cash and cash equivalents	9,945		(12,772)
Cash and cash equivalents at beginning of year	54,011	[1]	81,569
Cash and cash equivalents at end of period	$ 63,956		$ 68,797

[1] Derived from the audited Consolidated Balance Sheet

XML

Condensed Consolidated Statements of Shareholders' Investment Unaudited - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018		Mar. 31, 2017	Dec. 31, 2017
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	$ 186,964	[1]	$ 159,264
Net income (1)	8,757	[2]	7,801
Other comprehensive income	9,169		2,661
Cash dividends paid	(3,421)		(3,441)
Stock-based compensation	1,565		1,296
Repurchases of Common Stock	(8,860)
Common stock activity, net	14		(398)
Acquisition of noncontrolling interests			(681)
Cumulative-effect adjustment of ASU 2016-09			692	$ 642
Ending balance	194,830		167,194
Net income (loss) attributable to redeemable noncontrolling interest	327		178
Additional Paid-In Capital
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	53,170		48,108
Stock-based compensation	1,565		1,296
Common stock activity, net	(88)		(629)
Acquisition of noncontrolling interests			34
Ending balance	54,647		48,809
Retained Earnings
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	269,686		261,562
Net income (1)	8,569	[2]	7,664
Cash dividends paid	(3,421)		(3,441)
Repurchases of Common Stock	(7,794)
Cumulative-effect adjustment of ASU 2016-09	642		692
Ending balance	267,682		266,477
Accumulated Other Comprehensive Loss
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	(196,477)		(211,773)
Other comprehensive income	8,940		3,475
Ending balance	(187,537)		(208,298)
Shareholders' Investment Attributable to Shareholders of Crawford & Company
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	182,320		153,883
Net income (1)	8,569	[2]	7,664
Other comprehensive income	8,940		3,475
Cash dividends paid	(3,421)		(3,441)
Stock-based compensation	1,565		1,296
Repurchases of Common Stock	(8,860)
Common stock activity, net	14		(398)
Acquisition of noncontrolling interests			34
Cumulative-effect adjustment of ASU 2016-09			692	$ 642
Ending balance	189,769		163,205
Noncontrolling Interests
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	4,644		5,381
Net income (1)	188	[2]	137
Other comprehensive income	229		(814)
Acquisition of noncontrolling interests			(715)
Ending balance	5,061		3,989
Class A Non-Voting | Common Stock
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	31,439		31,296
Repurchases of Common Stock	(1,012)
Common stock activity, net	102		231
Ending balance	30,529		31,527
Class B Voting | Common Stock
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	24,502		24,690
Repurchases of Common Stock	(54)
Ending balance	$ 24,448		$ 24,690

[1] Derived from the audited Consolidated Balance Sheet

[2] The total net income presented in the consolidated statements of shareholders' investment for the three months ended March 31, 2018 and 2017 excludes $327 and $178 respectively, in net loss attributable to the redeemable noncontrolling interests.

XML

Basis of Presentation

3 Months Ended

Mar. 31, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X promulgated by the United States Securities and Exchange Commission (the "SEC"). Accordingly, these unaudited condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. Operating results for the three months ended, and the Company's financial position as of, March 31, 2018 are not necessarily indicative of the results or financial position that may be expected for the year ending December 31, 2018 or for other future periods. The financial results from the Company's operations outside of the U.S., Canada, the Caribbean, and certain subsidiaries in the Philippines, are reported and consolidated on a two-month delayed basis (fiscal year-end of October 31) as permitted by GAAP in order to provide sufficient time for accumulation of their results.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. In the opinion of management, all adjustments (consisting only of normal recurring accruals and adjustments) considered necessary for a fair presentation have been included. There have been no material changes to our significant accounting policies and estimates from those disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 other than as disclosed herein.

Certain prior period amounts among the segments have been reclassified to conform to the current presentation. These reclassifications had no effect on the Company's reported consolidated results. Significant intercompany transactions have been eliminated in consolidation.

The Condensed Consolidated Balance Sheet information presented herein as of December 31, 2017 has been derived from the audited consolidated financial statements as of that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017.

The Company consolidates the liabilities of its deferred compensation plan and the related assets, which are held in a rabbi trust and also considered a variable interest entity ("VIE") of the Company. The rabbi trust was created to fund the liabilities of the Company's deferred compensation plan. The Company is considered the primary beneficiary of the rabbi trust because the Company directs the activities of the trust and can use the assets of the trust to satisfy the liabilities of the Company's deferred compensation plan. At March 31, 2018 and December 31, 2017, the liabilities of the deferred compensation plan were $9,320,000 and $9,337,000, respectively, which represented obligations of the Company rather than of the rabbi trust, and the values of the assets held in the related rabbi trust were $16,618,000 and $16,538,000, respectively. These liabilities and assets are included in "Other noncurrent liabilities" and "Other noncurrent assets," respectively, on the Company's unaudited Condensed Consolidated Balance Sheets.

The Company owns 51% of the capital stock of Lloyd Warwick International Limited ("LWI"). The Company has also agreed to provide financial support to LWI of up to approximately $10,000,000. Because of this controlling financial interest, and because Crawford has the obligation to absorb certain of LWI's losses through the additional financial support that LWI may require, LWI is considered a VIE of the Company. LWI also does not meet the business scope exception, as Crawford provides more than half of its financial support, and because LWI lacks sufficient equity at risk to permit it to carry on its activities without this additional financial support. Creditors of LWI have no recourse to Crawford's general credit. Accordingly, Crawford is considered the primary beneficiary and consolidates LWI. Total assets and liabilities of LWI as of March 31, 2018 were $10,646,000 and $11,009,000, respectively. Total assets and liabilities of LWI as of December 31, 2017 were $10,083,000 and $10,685,000, respectively. Included in LWI's total liabilities is a loan from Crawford of $8,926,000 and $8,580,000 as of March 31, 2018 and December 31, 2017, respectively.

Noncontrolling interests represent the minority shareholders' share of the net income or loss and shareholders' investment in consolidated subsidiaries. Noncontrolling interests are presented as a component of shareholders' investment in the unaudited Condensed Consolidated Balance Sheets and reflect the initial fair value of these investments by noncontrolling shareholders, along with their proportionate share of the income or loss of the subsidiaries, less any dividends or distributions. Noncontrolling interests that are redeemable at the option of the holder are presented outside of shareholders' investment as "Redeemable Noncontrolling Interests" and are carried at either their initial fair value plus any profits or losses or estimated redemption value if an adjustment is required.

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Recently Issued Accounting Standards

3 Months Ended

Mar. 31, 2018

Accounting Changes and Error Corrections [Abstract]

Recently Issued Accounting Standards

Recently Issued Accounting Standards

Adoption of New Accounting Standards

Derivatives and Hedging-Targeted Improvements to Accounting for Hedging Activities

In August 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-12, "Targeted Improvements to Accounting for Hedging Activities." The ASU was issued to improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. Additionally, the amendments in this update simplify the application of the hedge accounting guidance. The Company has elected to early adopt this ASU for the period ended March 31, 2018, with no impact on its results of operations, financial condition and cash flows. The Company is not currently a party to any derivative contracts.

Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting

In May 2017, the FASB issued ASU 2017-9, "Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting." The ASU was issued to provide clarity and reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The amendments in this update provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The update is effective for annual periods beginning after December 15, 2017, and interim periods thereafter. The Company adopted this ASU for the period ended March 31, 2018, with no material impact on its results of operations, financial condition and cash flows.

Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost

In March 2017, the FASB issued ASU 2017-7, "Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." The ASU requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. If a separate line item or items are used to present the other components of net benefit cost, that line item or items must be appropriately described. If a separate line item or items are not used, the line item or items used in the income statement to present the other components of net benefit cost must be disclosed. The amendments in this update also allow only the service cost component to be eligible for capitalization when applicable. The Company adopted this guidance retrospectively for the period ended March 31, 2018 with a resulting reclassification with the service cost component of net periodic pension cost and net periodic postretirement benefit cost continuing to be reflected within the cost of services provided, before reimbursements and selling, general, and administrative expenses line items of the Consolidated Statements of Operations based on where the compensation costs of the pertinent employees are presented and the other components being reclassified within Other Income. This entry resulted in a reclassification of the other components for the quarter ended March 31, 2018 and 2017, to "Other Income, net" of $885,000 and $183,000, respectively.

Intra-Entity Transfers of Assets Other Than Inventory

In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory." The update was issued to improve the accounting for income tax consequences of intra-entity transfers of assets other than inventory. The initiative is designed to reduce the complexity in accounting standards. Under the amendment an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the amendments in this update eliminate the exception for an intra-entity transfer of an asset other than inventory. The Company adopted this ASU for the period ended March 31, 2018, with no impact to its results of operations, financial condition and cash flows.

Classification of Certain Cash Receipts and Cash Payments in the Statement of Cash Flows

In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments." The update addresses diversity in cash flow reporting issues. The guidance specifically addresses issues concerning debt repayment costs, settlement of zero coupon debt instruments, contingent consideration payments made after a business combination, proceeds from insurance claims and corporate owned life insurance beneficial interests in securitization transactions, and distributions from equity method investees. The guidance also clarifies how the predominant principle should be applied when cash receipts and cash payments have more than one class of cash flows. The Company adopted this guidance for the period ended March 31, 2018, with no material impact to the statement of cash flows.

Revenue from Contracts with Customers

In May 2014, the FASB issued ASU 2014-09 "Revenue from Contracts with Customers" together with its subsequent related amendments in 2015 and 2016, collectively referred to as ASC 606. ASC 606 also includes Subtopic 340-40, Other Assets and Deferred Costs - Contracts with Customers, which requires the deferral of incremental costs of obtaining a contract with a customer. The new standard is effective for annual periods beginning after December 15, 2017, including interim periods within those reporting periods. ASC 606 supersedes the revenue recognition requirements in ASC 605 “Revenue Recognition,” and requires entities to recognize revenues when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted ASC 606 as of January 1, 2018 (“transition date”) using the modified retrospective transition method, and applied the new guidance to contracts not substantially completed at the transition date. As a result of adopting ASC 606, the Company recognized a cumulative-effect adjustment to the opening balance of retained earnings.

The cumulative effect of the changes made to the Company's Condensed Consolidated Balance Sheets as of January 1, 2018 are as follows:

			Transition Adjustments						Adjusted Balances
(in thousands)	December 31, 2017*		Crawford Claims Solutions			Crawford Specialty Solutions			January 1, 2018
Assets:
Unbilled revenues, at estimated billable amounts	$	108,745	$	1,150		$	—		$	109,895
Deferred income tax assets	24,359		(285		)	77			24,151
Liabilities:
Deferred revenues (current)	37,794		—			300			38,094
Shareholders' Investment:
Retained earnings	269,686		865			(223		)	270,328
* Derived from the audited Consolidated Balance Sheets

The Crawford Claims Solutions transition adjustment relates to a change in the method utilized to measure the satisfaction of the performance obligation for short term claims loss adjusting service contracts that were in process as of the transition date. The performance obligation for these contracts is satisfied over a short period of time, on average within 30 days. Under ASC 606, revenue is recognized based on historical claim closure rates and claim type applied utilizing a portfolio approach based on time elapsed for these claims. The Crawford Specialty Solutions transition adjustment relates to a change in the method utilized to measure the satisfaction of the performance obligation for a small number of fixed fee contracts within our Garden City Group service line. There was no transition adjustment for Crawford TPA Solutions: Broadspire.

See Note 3 for further details on the Company's revenue recognition implementation and policies.

Pending Adoption of Recently Issued Accounting Standards

Earning Per Share-Distinguishing Liabilities from Equity-Derivatives and Hedging

In July 2017, the FASB issued ASU 2017-11, "Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception." The ASU Part I changes the classification analysis of certain equity-linked financial instruments with down round features and the related disclosures. Part II of the amendments recharacterizes the indefinite deferral of certain provisions of Topic 480 and do not have an accounting effect. The update is effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the effect this ASU will have on its results of operations, financial condition and cash flows, however, it does not expect any impact.

Financial Accounting for Leases

In February 2016, the FASB issued ASU 2016-02, "Financial Accounting for Leases." Under this update, a lessee will be required to recognize assets and liabilities for leases with lease terms of more than 12 months. Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP, which requires only capital leases to be recognized on the balance sheet, this ASU will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. The update is effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted. The Company plans to elect the practical expedients upon transition that will retain the lease classification and initial direct costs for any leases that exist prior to adoption of the standard. The Company is updating its inventory of real estate, equipment, and automobile leases for attributes required by this ASU.

Measurement of Credit Losses on Financial Instruments

In June 2016, the FASB issued ASU 2016-13, "Measurement of Credit Losses on Financial Instruments." This update replaces the incurred loss methodology to record credit losses with a methodology that reflects the expected credit losses for financial assets not accounted for at fair value with gains and losses recognized through income. The amendment is effective for annual periods beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company is currently evaluating the effect this amendment may have on its results of operations, financial condition and cash flows.

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Revenue Recognition

3 Months Ended

Mar. 31, 2018

Revenue from Contract with Customer [Abstract]

Revenue Recognition

Revenue Recognition

The Company adopted ASC 606 using the modified retrospective method for those contracts which were not substantially completed as of the transition date. The reported results for the three months ended March 31, 2018, reflect the application of the guidance of ASC 606 while the reported results for the three months ended March 31, 2017, were prepared under the guidance of ASC 605.

There was no significant impact to any of the line items within the Company's Condensed Consolidated Statements of Operations or Condensed Consolidated Balance Sheets as a result of applying ASC 606 for the three months ended March 31, 2018.

Revenue from Contracts with Customers

Revenues are recognized when control of the promised services are transferred to the Company's customers in an amount that reflects the consideration expected to be entitled to in exchange for those services. Revenues are recognized net of any sales, use or value added taxes collected from customers, which are subsequently remitted to governmental authorities. As the Company completes its performance obligations which are identified below, it has an unconditional right to consideration as outlined in the Company's contracts. Generally the Company's accounts receivable are expected to be collected in less than two months, in accordance with the underlying payment terms.

The Company's Crawford Claims Solutions segment generates revenue for claims management services provided to insurance companies and self-insured entities related to property, casualty and catastrophe losses caused by physical damage to commercial and residential real property and certain types of personal property. The Company charges on a fee-per-claim basis for each optional purchase of the claims management services exercised by its customer. Revenue is recognized over time as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type for fixed fee claims applied utilizing a portfolio approach based on time elapsed for these claims. For claims billed on a time and expense incurred basis, which are considered variable consideration, the Company recognizes revenue at the amount in which it has the right to invoice for services performed. These methods of revenue recognition are the most accurate depiction of the transfer of the claims management services to the customer. The Company also generates revenue by providing on-demand inspection, verification and other task specific field services for businesses and consumers. Task assignment services are single optional purchase performance obligations which are generally satisfied at a point in time when the control of the service is transferred to the customer. Therefore revenue is recognized when the customer receives the service requested.

The following table presents Crawford Claims Solutions revenues before reimbursements disaggregated by geography for the three months ended March 31, 2018. The Company considers all Crawford Claims Solutions revenues to be derived from one service line.

(in thousands)	U.S.		U.K.		Canada		Australia		Europe		Rest of World		Total
Total Crawford Claims Solutions Revenues before Reimbursements	$	38,526	$	15,137	$	13,102	$	10,573	$	7,697	$	5,407	$	90,442

The Company's TPA Solutions: Broadspire segment is a third party administrator that generates revenue through its Claims Management and Medical Management service lines.

The Claims Management service line includes Workers' Compensation, Liability, Property and Disability Claims Management. This service line also performs additional services such as Accident & Health claims programs, including affinity type claims, and disability and leave management services. Each claim referred by the customer is considered an additional optional purchase of claims management services under the agreement with the customer. The transaction price is readily available from the contract and is fixed for each service. Revenue is recognized over time as services are provided as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document, and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type applied utilizing a portfolio approach based on time elapsed for these claims as the Company believes this is the most accurate depiction of the transfer of the claims management services to its customer. This service line also provides Risk Management Information Services. For non-claim services, revenue is recognized over time as services are provided and control of these services are transferred to the customer. Revenue is recognized as time elapses as this is the most accurate depiction of the transfer of the service to the customer.

The Company's obligation to manage claims under the Claims Management service line can range from less than one year, on a one- or two-year basis or for the lifetime of the claim. Under certain claims management agreements, the Company receives consideration from a customer at contract inception prior to transferring services to the customer, however, it would begin performing services immediately. The period between a customer’s payment of consideration and the completion of the promised services could be greater than one year. There is no difference between the amount of promised consideration and the cash selling price of the promised services. The fee is billed upfront by the Company in order to provide customers with simplified and predictable ways of purchasing its services and it is customary to invoice service fees when the claim is assigned. The Company considered whether a significant financing component exists and determined that there is not a significant financing component at the contract level.

The Medical Management service line offers case managers who provide administration services by proactively managing medical treatment for claimants while facilitating an understanding of and participation in their rehabilitation process. Revenue for Medical Management services are recognized over time as the performance obligations are satisfied through the effort expended to manage the medical treatment for claimants and control of these services are transferred to the customer. Medical Management services are generally billed based on time incurred, are considered variable consideration, and revenue is recognized at the amount in which the Company has the right to invoice for services performed. This method of revenue recognition is the most accurate depiction of the transfer of the Medical Management service to the customer. Medical bill review services provide an analysis of medical charges for clients’ claims to identify opportunities for savings. Medical bill review services revenues are recognized over time as control of the service is transferred to the customer. Revenue is recognized based upon the transfer of the results of the medical bill review service to the customer as this is the most accurate depiction of the transfer of the service to the customer.

The following table presents TPA Solutions: Broadspire revenues before reimbursements disaggregated by service line and geography for the three months ended March 31, 2018.

(in thousands)	U.S.		U.K.		Canada		Europe		Rest of World		Total
Claims Management Services	$	36,706	$	3,250	$	9,458	$	7,919	$	390	$	57,723
Medical Management Services	42,514		—		—		—		—		42,514
Total Crawford TPA Solutions: Broadspire Revenues before Reimbursements	$	79,220	$	3,250	$	9,458	$	7,919	$	390	$	100,237

The Company's Crawford Specialty Services segment principally generates revenues through its Global Technical Services, Contractor Connection and Garden City Group service lines.

The Global Technical Services service line generates revenues for claims management services provided to insurance companies and self-insured entities related to large, complex losses with technical adjusting and industry experts servicing a broad range of industries. Revenue is recognized over time as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type for fixed fee claims, applied utilizing a portfolio approach based on time elapsed for these claims. For claims billed on a time and expense incurred basis, which are considered variable consideration, the Company recognizes revenue at the amount in which it has the right to invoice for services performed. These methods of revenue recognition are the most accurate depiction of the transfer of the claims management services to the customer.

The Contractor Connection service line generates revenue through its independently managed contractor network, with approximately 6,000 credentialed residential and commercial contractors. Contractor Connection generally generates revenue by receiving a fee for each project that is sold by its network of contractors. Revenue is recognized at a point in time once the consumer accepts the contractor’s proposal as Contractor Connection’s performance obligation of referring projects to its contractors has been completed and the Company is entitled to consideration at that time. The contractor takes control of the service upon the consumer’s acceptance of the contractor’s proposal.

The Garden City Group service line generates revenues by performing legal settlement administration services on behalf of law firms, corporations, government agencies, and courts. The Garden City Group's services include identifying and qualifying class members, handling written, electronic, and telephonic communications with claimants, and determining and dispensing settlement payments. Garden City Group further provides back-office business process outsourcing services encompassing fulfillment, mail intake, call center and multimedia outreach solutions, payment distribution, and product recall needs. Revenues for professional services, such as project management and oversight, legal counsel, administrative and information technology systems support, are recognized over time as the performance obligations are satisfied through the effort expended to administer projects and control of these services are transferred to the customer. Professional services are generally billed on a time and expense incurred basis, are considered variable consideration, and revenue is recognized at the amount in which the Company has the right to invoice for services performed. Transaction support services, such as mail intake and payment distribution, are considered stand ready performance obligations and are accounted for as a series of distinct services and recognized over time as control of these services are transferred to the customer. The nature of the performance obligations for these services is a promise that consists of standing ready to provide services, or making services available for a customer to use, as and when the customer decides to do so. Revenues for transaction support services are recognized over time as the performance obligations are satisfied through the effort expended to perform the support services and control of these services are transferred to the customer. Transaction support services are generally billed based on per unit rates, are considered variable consideration, and revenue is recognized at the amount in which we have the right to invoice for services performed. These methods of revenue recognition for professional and transaction support services are the most accurate depiction of the transfer of the legal settlement administration services to the customer.

The following table presents Crawford Specialty Services revenues before reimbursements disaggregated by service line and geography for the three months ended March 31, 2018.

(in thousands)	U.S.		U.K.		Canada		Australia		Europe		Rest of World		Total
Global Technical Services	$	10,140	$	11,015	$	6,315	$	5,206	$	5,556	$	6,033	$	44,265
Contractor Connection	17,882		2,077		1,822		426		—		—		22,207
Garden City Group	15,447		—		506		—		—		—		15,953
Total Crawford Specialty Solutions Revenues before Reimbursements	$	43,469	$	13,092	$	8,643	$	5,632	$	5,556	$	6,033	$	82,425

In the normal course of business, the Company's operating segments incur certain out-of-pocket expenses that are thereafter reimbursed by its customers. The Company controls the promised good or service before it is transferred to its customer, therefore it is a principal in the transaction. These out-of-pocket expenses and associated reimbursements are reported on a gross basis within expenses and revenues, respectively, in the Company's Condensed Consolidated Statements of Operations.

Arrangements with Multiple Performance Obligations

For claims management services, the Company typically has one performance obligation; however, it also provides the customer with an option to acquire additional services. The Company sells multiple lines of claims processing and different levels of processing depending on the complexity of the claims. The Company typically provides a menu of offerings from which the customer chooses to purchase at their option. The price of each service is separate and distinct and provides a separate and distinct value to the customer. Pricing is consistent for each service irrespective of the other services or quantities requested by the customer. For example, if the Company provides claims processing for both auto and general liability, those services are priced and delivered independently.

Contract Balances

The timing of revenue recognition, billings and cash collections result in billed accounts receivables, contract assets (reported as unbilled revenues at estimated billable amounts) and contract liabilities (reported as deferred revenues) on the Company’s Condensed Consolidated Balance Sheets. Unbilled revenues is a contract asset for revenue that has been recognized in advance of billing the customer, resulting from professional services delivered that we expect and are entitled to receive as consideration under certain contracts. Billing requirements vary by contract but substantially all unbilled revenues are billed within one year.

When the Company receives consideration from a customer prior to transferring services to the customer under the terms of certain claims management agreements, it records deferred revenues on the Company’s Condensed Consolidated Balance Sheets, which represents a contract liability. These fixed-fee service agreements typically result from the Crawford TPA Solutions: Broadspire segment and require the Company to handle claims on either a one- or two-year basis, or for the lifetime of the claim. In cases where it handles a claim on a non-lifetime basis, the Company typically receives an additional fee on each anniversary date that the claim remains open. For service agreements where it provides services for the life of the claim, the Company is paid one upfront fee regardless of the duration of the claim. The Company recognizes deferred revenues as revenues as it performs services and transfers control of the services to the customer and satisfies the performance obligation which it determines utilizing a portfolio approach.

The Company's deferred revenues for claims handled for one or two years are not as sensitive to changes in claim closing rates since the performance obligations are satisfied within a fixed length of time. Deferred revenues for lifetime claim handling are more sensitive to changes in claim closing rates since the Company is obligated to handle these claims to conclusion with no additional fees received for long-lived claims. For all fixed fee service agreements, revenues are recognized over the expected service periods, by type of claim. Based upon its historical averages, the Company closes approximately 98% of all cases referred to it under lifetime claim service agreements within five years from the date of referral. Also, within that five-year period, the percentage of cases remaining open in any one particular year has remained relatively consistent from period to period. Each quarter the Company evaluates its historical case closing rates by type of claim utilizing a portfolio approach and makes adjustments to deferred revenues as necessary. As a portfolio approach is utilized to recognize deferred revenues, any changes in estimates will impact timing of revenue recognition and any changes in estimates are recognized in the period in which they are determined.

The table below presents the deferred revenues balance as of the transition date and the significant activity affecting deferred revenues during the three months ended March 31, 2018:

(In Thousands)
Customer Contract Liabilities	Deferred Revenue
Balance at transition date (current and noncurrent)	$	60,609
Q1 2018 Additions	20,250
Revenue Recognized from the Balance at Beginning of Period	(12,440		)
Revenue Recognized from Q1 2018 Additions	(7,154		)
Balance as of March 31, 2018 (current and noncurrent)	$	61,265

Remaining Performance Obligations

As of March 31, 2018, we had $85.4 million of remaining performance obligations related to claims and non-claims services in which the price is fixed. Remaining performance obligations consist of deferred revenues as well as certain unbilled receivables that are considered contract assets. The Company expects to recognize approximately 70% of our remaining performance obligations as revenues within one year and the remaining balance thereafter. See the discussion below regarding the practical expedients elected for the disclosure of remaining performance obligations.

Costs to Obtain a Contract

The Company has an internal sales force compensation program where remuneration is based solely on the revenues recognized in the period and does not represent an incremental cost to the Company which provides a future benefit expected to be longer than one year and would meet the criteria to be capitalized and presented as a contract asset on the Condensed Consolidated Balance Sheet.

Practical Expedients Elected

As a practical expedient, the Company does not adjust the consideration in a contract for the effects of a significant financing component it expects, at contract inception, that the period between a customer’s payment of consideration and the transfer of promised services to the customer will be one year or less.

For claims management and legal settlement administration services that are billed on a time and expense incurred or per unit basis and revenue is recognized over time, the Company recognizes revenue at the amount to which it has the right to invoice for services performed.

The Company does not disclose the value of remaining performance obligations for (i) contracts for which it recognizes revenue at the amount to which it has the right to invoice for services performed, and (ii) contracts with variable consideration allocated entirely to a single performance obligation.

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Income Taxes

3 Months Ended

Mar. 31, 2018

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The Company's consolidated effective income tax rate may change periodically due to changes in enacted tax rates, fluctuations in the mix of income earned from the Company's various domestic and international operations, which are subject to income taxes at different rates, the Company's ability to utilize net operating loss and tax credit carryforwards, and amounts related to uncertain income tax positions. The Company estimates that its effective income tax rate for 2018 will be approximately 32.0% after considering known discrete items. The provision for income taxes on consolidated income before income taxes totaled $4.0 million and $4.8 million for the three months ended March 31, 2018 and 2017, respectively. The overall effective tax rate decreased to 32.0% for the three months ended March 31, 2018 compared with 38.8% for the 2017 period due to enacted changes in U.S. tax law as a result of the December 2017 enactment of the Tax Cuts and Jobs Act (“the Tax Act”). The Tax Act significantly changes U.S. federal income tax law. The changes include, but are not limited to: a federal corporate rate reduction from 35% to 21%, limitations on the deductibility of interest expense and executive compensation, creation of a new minimum tax on global intangible low taxed income (“GILTI”), and a one-time U.S. tax liability on those earnings which have not previously been repatriated to the U.S. (the “Transition Tax”) as a result of the transition of U.S. international taxation from a worldwide tax system to a modified territorial tax system. 

The Company has estimated the impact of the Tax Act incorporating assumptions made based upon its current interpretation of the Tax Act and included them in its consolidated financial statements for the year ended December 31, 2017. The SEC Staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. The Company has recognized provisional tax impacts related to Transition Tax and revaluation of domestic deferred tax balances, and included those amounts in its consolidated financial statements for the year ended December 31, 2017. The actual impact of the Tax Act may differ from the Company's estimates due to, among other things, further refinement of our calculations, changes in interpretations and assumptions we have made, guidance that may be issued and actions we may take as a result of the Tax Act. The provision for income taxes for the three months ended March 31, 2018 did not reflect any material adjustments to the previously disclosed estimated impact of the Tax Act. As of March 31, 2018 the Company expects the accounting to be completed within the one year measurement period, as allowed under SAB 118.

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Defined Benefit Pension Plans

3 Months Ended

Mar. 31, 2018

Defined Benefit Plan [Abstract]

Defined Benefit Pension Plans

Defined Benefit Pension Plans

Net periodic (benefit) cost related to all of the Company's defined benefit pension plans recognized in the Company's unaudited Condensed Consolidated Statements of Operations for the three months ended March 31, 2018 and 2017 included the following components:

	Three months ended
(in thousands)	March 31, 2018			March 31, 2017
Service cost	$	363		$	322
Interest cost	5,273			5,564
Expected return on assets	(8,768		)	(8,492		)
Amortization of actuarial loss	2,610			2,745
Net periodic (benefit) cost	$	(522	)	$	139

During the period ended March 31, 2018, the Company adopted ASU 2017-7 and retrospectively applied the presentation of the service costs and the other components of net periodic service costs in the income statement. For the three months ended March 31, 2018 and 2017, the non-service components of net periodic pension costs of $885,000 and $183,000 of income, respectively, are included in "Other Income, net" on the Condensed Consolidated Statement of Operations. For the period ended March 31, 2018, the Company made contributions of $3,000,000 and $1,381,000 to its U.S. and U.K. defined benefit pension plans, respectively, compared with contributions of $3,000,000 and $1,283,000, respectively, in the comparable 2017 period. The Company is not required to make any additional contributions to its U.S. or U.K. defined benefit pension plans for the remainder of 2018; however, the Company expects to make additional contributions of approximately $6,000,000 and $4,200,000 to its U.S. and U.K. plans, respectively during the remainder of 2018.

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Net Income Attributable to Shareholders of Crawford & Company per Common Share

3 Months Ended

Mar. 31, 2018

Earnings Per Share [Abstract]

Net Income Attributable to Shareholders of Crawford & Company per Common Share

Net Income Attributable to Shareholders of Crawford & Company per Common Share

The Company computes earnings per share of its non-voting Class A Common Stock ("CRD-A") and voting Class B Common Stock ("CRD-B") using the two-class method, which allocates the undistributed earnings in each period to each class on a proportionate basis. The Company's Board of Directors has the right, but not the obligation, to declare higher dividends on the CRD-A shares than on the CRD-B shares, subject to certain limitations. In periods when the dividend is the same for CRD-A and CRD-B or when no dividends are declared or paid to either class, the two-class method generally will yield the same earnings per share for CRD-A and CRD-B. For the first quarter of 2018 and 2017, the Board of Directors declared a higher dividend on CRD-A than on CRD-B.

The computations of basic net income attributable to shareholders of Crawford & Company per common share were as follows:

	Three months ended
	March 31, 2018				March 31, 2017
(in thousands, except per share amounts)	CRD-A		CRD-B		CRD-A		CRD-B
Earnings per share - basic:
Numerator:
Allocation of undistributed earnings	$	2,885	$	2,263	$	2,364	$	1,859
Dividends paid	2,198		1,223		2,206		1,235
Net income attributable to common shareholders, basic	$	5,083	$	3,486	$	4,570	$	3,094
Denominator:
Weighted-average common shares outstanding, basic	31,199		24,472		31,409		24,690
Earnings per share - basic	$	0.16	$	0.14	$	0.15	$	0.13

The computations of diluted net income attributable to shareholders of Crawford & Company per common share were as follows:

	Three months ended
	March 31, 2018				March 31, 2017
(in thousands, except per share amounts)	CRD-A		CRD-B		CRD-A		CRD-B
Earnings per share - diluted:
Numerator:
Allocation of undistributed earnings	$	2,907	$	2,241	$	2,392	$	1,831
Dividends paid	2,198		1,223		2,206		1,235
Net income attributable to common shareholders, diluted	$	5,105	$	3,464	$	4,598	$	3,066
Denominator:
Weighted-average common shares outstanding, basic	31,199		24,472		31,409		24,690
Weighted-average effect of dilutive securities	562		—		839		—
Weighted-average common shares outstanding, diluted	31,761		24,472		32,248		24,690
Earnings per share - diluted	$	0.16	$	0.14	$	0.14	$	0.12

Listed below are the shares excluded from the denominator in the above computation of diluted earnings per share for CRD-A because their inclusion would have been antidilutive:

	Three months ended
(in thousands)	March 31, 2018	March 31, 2017
Shares underlying stock options excluded	1,039	559
Performance stock grants excluded because performance conditions have not been met (1)	845	431

⁽¹⁾  Compensation cost is recognized for these performance stock grants based on expected achievement rates; however, no consideration is given to these performance stock grants when calculating diluted earnings per share until the performance measurements have been achieved.

The following table details shares issued during the three months ended March 31, 2018 and March 31, 2017. These shares are included from their dates of issuance in the weighted-average common shares used to compute basic and diluted earnings per share for CRD-A in the table above. There were no shares of CRD-B issued during either of these periods.

	Three months ended
(in thousands)	March 31, 2018	March 31, 2017
CRD-A issued under Non-Employee Director Stock Plan	99	80
CRD-A issued under the U.K. ShareSave Scheme	3	2
CRD-A issued under the Executive Stock Bonus Plan	—	149

Effective July 29, 2017, the Company's Board of Directors authorized the repurchase of up to 2,000,000 shares of CRD-A or CRD-B (or both) through July 2020 (the "2017 Repurchase Authorization"). Under the 2017 Repurchase Authorization, repurchases may be made for cash, in the open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable contractual and regulatory restrictions. At March 31, 2018, the Company had remaining authorization to repurchase 600,825 shares under the 2017 Repurchase Authorization.

During the three months ended March 31, 2018, the Company repurchased 1,011,958 shares of CRD-A and 53,888 shares of CRD-B at an average cost of $8.28 and $8.96, respectively. During the three months ended March 31, 2017 the Company did not repurchase any shares of CRD-A or CRD-B.

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Accumulated Other Comprehensive Loss

3 Months Ended

Mar. 31, 2018

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Loss

Accumulated Other Comprehensive Loss

Comprehensive income (loss) for the Company consists of the total of net income, foreign currency translation adjustments, and accrued pension and retiree medical liability adjustments. The changes in components of "Accumulated other comprehensive loss" ("AOCL"), net of taxes and noncontrolling interests, included in the Company's unaudited condensed consolidated financial statements were as follows:

	Three months ended March 31, 2018
(in thousands)	Foreign currency translation adjustments			Retirement liabilities (1)			AOCL attributable to shareholders of Crawford & Company
Beginning balance	$	(26,320	)	$	(170,157	)	$	(196,477	)
Other comprehensive income before reclassifications	7,311			—			7,311
Amounts reclassified from accumulated other comprehensive income	—			1,629			1,629
Net current period other comprehensive income	7,311			1,629			8,940
Ending balance	$	(19,009	)	$	(168,528	)	$	(187,537	)

	Three months ended March 31, 2017
(in thousands)	Foreign currency translation adjustments			Retirement liabilities (1)			AOCL attributable to shareholders of Crawford & Company
Beginning balance	$	(33,449	)	$	(178,324	)	$	(211,773	)
Other comprehensive income before reclassifications	1,692			—			1,692
Amounts reclassified from accumulated other comprehensive income	—			1,783			1,783
Net current period other comprehensive income	1,692			1,783			3,475
Ending balance	$	(31,757	)	$	(176,541	)	$	(208,298	)

⁽¹⁾  Retirement liabilities reclassified to net income are related to the amortization of actuarial losses and are included in "Other Income (Expense), net" in the Company's unaudited Condensed Consolidated Statements of Operations. See Note 5, "Defined Benefit Pension Plans" for additional details.

The other comprehensive loss amounts attributable to noncontrolling interests shown in the Company's unaudited Condensed Consolidated Statements of Shareholders' Investment are foreign currency translation adjustments.

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Fair Value Measurements

3 Months Ended

Mar. 31, 2018

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

The following table presents the Company's assets that are measured at fair value on a recurring basis and that are categorized using the fair value hierarchy:

			Fair Value Measurements at March 31, 2018
					Significant Other		Significant
			Quoted Prices in		Observable		Unobservable
			Active Markets		Inputs		Inputs
(in thousands)	Total		(Level 1)		(Level 2)		(Level 3)
Assets:
Money market funds (1)	$	10,193	$	10,193	$	—	$	—

⁽¹⁾  The fair values of the money market funds were based on recently quoted market prices and reported transactions in an active marketplace. Money market funds are included in the Company's unaudited Condensed Consolidated Balance Sheets as "Cash and cash equivalents."

Fair Value Disclosures

There were no transfers of assets between fair value levels during the three months ended March 31, 2018. The categorization of assets and liabilities within the fair value hierarchy and the measurement techniques are reviewed quarterly. Any transfers between levels are deemed to have occurred at the end of the quarter.

The fair values of accounts receivable, unbilled revenues, accounts payable and short-term borrowings approximate their respective carrying values due to the short-term maturities of the instruments. The interest rate on the Company's variable rate long-term debt resets at least every 90 days; therefore, the carrying value approximates fair value.

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Segment Information

3 Months Ended

Mar. 31, 2018

Segment Reporting [Abstract]

Segment Information

Segment Information

Financial information for the three months ended March 31, 2018 and 2017 related to the Company's reportable segments, including a reconciliation from segment operating earnings to income before income taxes, the most directly comparable GAAP financial measure, is presented below.

	Three months ended
(in thousands)	March 31, 2018			March 31, 2017
Revenues:
Crawford Claims Solutions	$	90,442		$	83,148
Crawford TPA Solutions: Broadspire	100,237			96,326
Crawford Specialty Solutions	82,425			87,793
Total segment revenues before reimbursements	273,104			267,267
Reimbursements	17,283			12,263
Total revenues	$	290,387		$	279,530
Segment Operating Earnings
Crawford Claims Solutions	$	715		$	2,434
Crawford TPA Solutions: Broadspire	7,824			7,968
Crawford Specialty Solutions	10,451			8,352
Total segment operating earnings	18,990			18,754
Deduct:
Unallocated corporate and shared (costs) and credits, net	(815		)	(461		)
Net corporate interest expense	(2,564		)	(2,036		)
Stock option expense	(450		)	(417		)
Amortization of customer-relationship intangible assets	(2,765		)	(2,777		)
Restructuring and special charges	—			(605		)
Income before income taxes	$	12,396		$	12,458

Intersegment transactions are not material for any period presented.

Operating earnings is the primary financial performance measure used by the Company's senior management and chief operating decision maker ("CODM") to evaluate the financial performance of the Company's three operating segments and make resource allocation and certain compensation decisions. The Company believes this measure is useful to others in that it allows them to evaluate segment operating performance using the same criteria used by the Company's senior management and CODM. Operating earnings will differ from net income computed in accordance with GAAP since operating earnings represent segment earnings before certain unallocated corporate and shared costs and credits, net corporate interest expense, stock option expense, amortization of customer-relationship intangible assets, restructuring and special charges, income taxes, and net income or loss attributable to noncontrolling interests and redeemable noncontrolling interests.

Segment operating earnings includes allocations of certain corporate and shared costs. If the Company changes its allocation methods or changes the types of costs that are allocated to its threeoperating segments, prior period amounts presented in the current period financial statements are adjusted to conform to the current allocation process.

The Company reported in its 2017 Form 10-K a subsequent event about an anticipated realignment of operating segment manager responsibilities subsequent to December 31, 2017. The Company has realigned its operating segments by moving to a global service line reporting structure consisting of Crawford Claims Solutions, which is comprised of Claims Field Operations, WeGoLook and Catastrophe Services service lines previously reported within the U.S. Services and International segments based on geography and responsibility, Crawford TPA Solutions: Broadspire, which is comprised of the previously reported Broadspire segment and third party administration services within the International segment, and Crawford Specialty Solutions, which is comprised of the previously reported Garden City Group segment and the Global Technical Services and Contractor Connection service lines within U.S. Services and International segments based on geography and responsibility.

Revenues before reimbursements by major service line in the Crawford TPA Solutions: Broadspire segment and the Crawford Specialty Solutions segment are shown in the following table. The Company considers all Crawford Claims Solutions revenues to be derived from one service line.

	Three months ended
(in thousands)	March 31, 2018		March 31, 2017
Crawford TPA Solutions: Broadspire
Claims Management	$	57,723	$	55,759
Medical Management Services	42,514		40,567
Total Revenues before Reimbursements--Crawford TPA Solutions: Broadspire	$	100,237	$	96,326
Crawford Specialty Solutions
Global Technical Services	$	44,265	$	40,704
Contractor Connection	22,207		27,141
Garden City Group	15,953		19,948
Total Revenues before Reimbursements--Crawford Specialty Solutions	$	82,425	$	87,793

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2018

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

As part of the Company's credit facility, the Company maintains a letter of credit facility to satisfy certain of its own contractual requirements. At March 31, 2018, the aggregate committed amount of letters of credit outstanding under the credit facility was $14,229,000.

In the normal course of its business, the Company is sometimes named as a defendant or responsible party in suits or other actions by insureds or claimants contesting decisions made by the Company or its clients with respect to the settlement of claims. Additionally, certain clients of the Company have in the past brought, and may, in the future bring, claims for indemnification on the basis of alleged actions by the Company, its agents, or its employees in rendering services to clients. The majority of these claims are of the type covered by insurance maintained by the Company. However, the Company is responsible for the deductibles and self-insured retentions under various insurance coverages. In the opinion of Company management, adequate provisions have been made for such known and foreseeable risks.

The Company is subject to numerous federal, state, and foreign labor, employment, worker health and safety, antitrust and competition, environmental and consumer protection, import/export, anti-corruption, and other laws, and from time to time the Company faces claims and investigations by employees, former employees, and governmental entities under such laws. Such claims, investigations, and any litigation involving the Company could divert management's time and attention from the Company's business operations and could potentially result in substantial costs of defense, settlement or other disposition, which could have a material adverse effect on the Company's results of operations, financial position, and cash flows. In the opinion of Company management, adequate provisions have been made for any items that are probable and reasonably estimable.

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Restructuring and Special Charges

3 Months Ended

Mar. 31, 2018

Restructuring and Related Activities [Abstract]

Restructuring and Special Charges

Restructuring and Special Charges

The Company reported no restructuring and special charges for the three months ended March 31, 2018. Total restructuring charges for the three months ended March 31, 2017 were $605,000. The Company recorded no special charges for the three months ended March 31, 2017.

Restructuring charges for the three months ended March 31, 2017 of $605,000 were incurred for the implementation and phase in of the Company's Global Business Services Center in the Philippines and Global Technology Services Center in India (the "Centers") and other restructuring charges for asset impairments and lease termination costs.

The following table shows the restructuring charges incurred by type of activity:

	Three months ended
(in thousands)	March 31, 2018		March 31, 2017
Implementation and phase-in of the Centers	$	—	$	157
Asset impairments and lease termination costs	—		448
Total restructuring charges	$	—	$	605

Costs associated with the Centers were primarily for professional fees and severance costs. Asset impairments and lease termination costs were incurred for obsolete software and the exiting of certain leased facilities.

As ofMarch 31, 2018, the following liabilities remained on the Company's unaudited Condensed Consolidated Balance Sheets related to restructuring charges. Therollforward of these costs toMarch 31, 2018were as follows:

	Three months ended March 31, 2018
(in thousands)	Deferred rent				Accrued compensation and related costs			Other accrued liabilities			Total
Beginning balance, December 31, 2017	$	2,846			$	4,782		$	1,785		$	9,413
Additions	—			—	—			—			—
Adjustments to accruals	(322		)		—			—			(322		)
Cash payments	—				(3,447		)	(375		)	(3,822		)
Ending balance, March 31, 2018	$	2,524			$	1,335		$	1,410		$	5,269

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Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of accounting

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X promulgated by the United States Securities and Exchange Commission (the "SEC"). Accordingly, these unaudited condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. Operating results for the three months ended, and the Company's financial position as of, March 31, 2018 are not necessarily indicative of the results or financial position that may be expected for the year ending December 31, 2018 or for other future periods. The financial results from the Company's operations outside of the U.S., Canada, the Caribbean, and certain subsidiaries in the Philippines, are reported and consolidated on a two-month delayed basis (fiscal year-end of October 31) as permitted by GAAP in order to provide sufficient time for accumulation of their results.

Use of estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. In the opinion of management, all adjustments (consisting only of normal recurring accruals and adjustments) considered necessary for a fair presentation have been included. There have been no material changes to our significant accounting policies and estimates from those disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 other than as disclosed herein.

Reclassification

Certain prior period amounts among the segments have been reclassified to conform to the current presentation. These reclassifications had no effect on the Company's reported consolidated results. Significant intercompany transactions have been eliminated in consolidation.

Consolidation, variable interest entity, policy

The Company consolidates the liabilities of its deferred compensation plan and the related assets, which are held in a rabbi trust and also considered a variable interest entity ("VIE") of the Company. The rabbi trust was created to fund the liabilities of the Company's deferred compensation plan. The Company is considered the primary beneficiary of the rabbi trust because the Company directs the activities of the trust and can use the assets of the trust to satisfy the liabilities of the Company's deferred compensation plan

Consolidation, noncontrolling interests and redeemable noncontrolling interests, policy

Noncontrolling interests represent the minority shareholders' share of the net income or loss and shareholders' investment in consolidated subsidiaries. Noncontrolling interests are presented as a component of shareholders' investment in the unaudited Condensed Consolidated Balance Sheets and reflect the initial fair value of these investments by noncontrolling shareholders, along with their proportionate share of the income or loss of the subsidiaries, less any dividends or distributions. Noncontrolling interests that are redeemable at the option of the holder are presented outside of shareholders' investment as "Redeemable Noncontrolling Interests" and are carried at either their initial fair value plus any profits or losses or estimated redemption value if an adjustment is required.

Recently Issued Accounting Standards

Recently Issued Accounting Standards

Adoption of New Accounting Standards

Derivatives and Hedging-Targeted Improvements to Accounting for Hedging Activities

In August 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-12, "Targeted Improvements to Accounting for Hedging Activities." The ASU was issued to improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. Additionally, the amendments in this update simplify the application of the hedge accounting guidance. The Company has elected to early adopt this ASU for the period ended March 31, 2018, with no impact on its results of operations, financial condition and cash flows. The Company is not currently a party to any derivative contracts.

Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting

In May 2017, the FASB issued ASU 2017-9, "Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting." The ASU was issued to provide clarity and reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The amendments in this update provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The update is effective for annual periods beginning after December 15, 2017, and interim periods thereafter. The Company adopted this ASU for the period ended March 31, 2018, with no material impact on its results of operations, financial condition and cash flows.

Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost

In March 2017, the FASB issued ASU 2017-7, "Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." The ASU requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. If a separate line item or items are used to present the other components of net benefit cost, that line item or items must be appropriately described. If a separate line item or items are not used, the line item or items used in the income statement to present the other components of net benefit cost must be disclosed. The amendments in this update also allow only the service cost component to be eligible for capitalization when applicable. The Company adopted this guidance retrospectively for the period ended March 31, 2018 with a resulting reclassification with the service cost component of net periodic pension cost and net periodic postretirement benefit cost continuing to be reflected within the cost of services provided, before reimbursements and selling, general, and administrative expenses line items of the Consolidated Statements of Operations based on where the compensation costs of the pertinent employees are presented and the other components being reclassified within Other Income. This entry resulted in a reclassification of the other components for the quarter ended March 31, 2018 and 2017, to "Other Income, net" of $885,000 and $183,000, respectively.

Intra-Entity Transfers of Assets Other Than Inventory

In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory." The update was issued to improve the accounting for income tax consequences of intra-entity transfers of assets other than inventory. The initiative is designed to reduce the complexity in accounting standards. Under the amendment an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the amendments in this update eliminate the exception for an intra-entity transfer of an asset other than inventory. The Company adopted this ASU for the period ended March 31, 2018, with no impact to its results of operations, financial condition and cash flows.

Classification of Certain Cash Receipts and Cash Payments in the Statement of Cash Flows

In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments." The update addresses diversity in cash flow reporting issues. The guidance specifically addresses issues concerning debt repayment costs, settlement of zero coupon debt instruments, contingent consideration payments made after a business combination, proceeds from insurance claims and corporate owned life insurance beneficial interests in securitization transactions, and distributions from equity method investees. The guidance also clarifies how the predominant principle should be applied when cash receipts and cash payments have more than one class of cash flows. The Company adopted this guidance for the period ended March 31, 2018, with no material impact to the statement of cash flows.

Revenue from Contracts with Customers

In May 2014, the FASB issued ASU 2014-09 "Revenue from Contracts with Customers" together with its subsequent related amendments in 2015 and 2016, collectively referred to as ASC 606. ASC 606 also includes Subtopic 340-40, Other Assets and Deferred Costs - Contracts with Customers, which requires the deferral of incremental costs of obtaining a contract with a customer. The new standard is effective for annual periods beginning after December 15, 2017, including interim periods within those reporting periods. ASC 606 supersedes the revenue recognition requirements in ASC 605 “Revenue Recognition,” and requires entities to recognize revenues when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted ASC 606 as of January 1, 2018 (“transition date”) using the modified retrospective transition method, and applied the new guidance to contracts not substantially completed at the transition date. As a result of adopting ASC 606, the Company recognized a cumulative-effect adjustment to the opening balance of retained earnings.

The cumulative effect of the changes made to the Company's Condensed Consolidated Balance Sheets as of January 1, 2018 are as follows:

			Transition Adjustments						Adjusted Balances
(in thousands)	December 31, 2017*		Crawford Claims Solutions			Crawford Specialty Solutions			January 1, 2018
Assets:
Unbilled revenues, at estimated billable amounts	$	108,745	$	1,150		$	—		$	109,895
Deferred income tax assets	24,359		(285		)	77			24,151
Liabilities:
Deferred revenues (current)	37,794		—			300			38,094
Shareholders' Investment:
Retained earnings	269,686		865			(223		)	270,328
* Derived from the audited Consolidated Balance Sheets

The Crawford Claims Solutions transition adjustment relates to a change in the method utilized to measure the satisfaction of the performance obligation for short term claims loss adjusting service contracts that were in process as of the transition date. The performance obligation for these contracts is satisfied over a short period of time, on average within 30 days. Under ASC 606, revenue is recognized based on historical claim closure rates and claim type applied utilizing a portfolio approach based on time elapsed for these claims. The Crawford Specialty Solutions transition adjustment relates to a change in the method utilized to measure the satisfaction of the performance obligation for a small number of fixed fee contracts within our Garden City Group service line. There was no transition adjustment for Crawford TPA Solutions: Broadspire.

See Note 3 for further details on the Company's revenue recognition implementation and policies.

Pending Adoption of Recently Issued Accounting Standards

Earning Per Share-Distinguishing Liabilities from Equity-Derivatives and Hedging

In July 2017, the FASB issued ASU 2017-11, "Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception." The ASU Part I changes the classification analysis of certain equity-linked financial instruments with down round features and the related disclosures. Part II of the amendments recharacterizes the indefinite deferral of certain provisions of Topic 480 and do not have an accounting effect. The update is effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the effect this ASU will have on its results of operations, financial condition and cash flows, however, it does not expect any impact.

Financial Accounting for Leases

In February 2016, the FASB issued ASU 2016-02, "Financial Accounting for Leases." Under this update, a lessee will be required to recognize assets and liabilities for leases with lease terms of more than 12 months. Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP, which requires only capital leases to be recognized on the balance sheet, this ASU will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. The update is effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted. The Company plans to elect the practical expedients upon transition that will retain the lease classification and initial direct costs for any leases that exist prior to adoption of the standard. The Company is updating its inventory of real estate, equipment, and automobile leases for attributes required by this ASU.

Measurement of Credit Losses on Financial Instruments

In June 2016, the FASB issued ASU 2016-13, "Measurement of Credit Losses on Financial Instruments." This update replaces the incurred loss methodology to record credit losses with a methodology that reflects the expected credit losses for financial assets not accounted for at fair value with gains and losses recognized through income. The amendment is effective for annual periods beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company is currently evaluating the effect this amendment may have on its results of operations, financial condition and cash flows.

Earnings per share

The Company computes earnings per share of its non-voting Class A Common Stock ("CRD-A") and voting Class B Common Stock ("CRD-B") using the two-class method, which allocates the undistributed earnings in each period to each class on a proportionate basis. The Company's Board of Directors has the right, but not the obligation, to declare higher dividends on the CRD-A shares than on the CRD-B shares, subject to certain limitations. In periods when the dividend is the same for CRD-A and CRD-B or when no dividends are declared or paid to either class, the two-class method generally will yield the same earnings per share for CRD-A and CRD-B. For the first quarter of 2018 and 2017, the Board of Directors declared a higher dividend on CRD-A than on CRD-B.

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Recently Issued Accounting Standards - (Tables)

3 Months Ended

Mar. 31, 2018

Accounting Changes and Error Corrections [Abstract]

Schedule of New Accounting Pronouncements and Changes in Accounting Principles

The cumulative effect of the changes made to the Company's Condensed Consolidated Balance Sheets as of January 1, 2018 are as follows:

			Transition Adjustments						Adjusted Balances
(in thousands)	December 31, 2017*		Crawford Claims Solutions			Crawford Specialty Solutions			January 1, 2018
Assets:
Unbilled revenues, at estimated billable amounts	$	108,745	$	1,150		$	—		$	109,895
Deferred income tax assets	24,359		(285		)	77			24,151
Liabilities:
Deferred revenues (current)	37,794		—			300			38,094
Shareholders' Investment:
Retained earnings	269,686		865			(223		)	270,328
* Derived from the audited Consolidated Balance Sheets

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Revenue Recognition (Tables)

3 Months Ended

Mar. 31, 2018

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The following table presents Crawford Claims Solutions revenues before reimbursements disaggregated by geography for the three months ended March 31, 2018. The Company considers all Crawford Claims Solutions revenues to be derived from one service line.

(in thousands)	U.S.		U.K.		Canada		Australia		Europe		Rest of World		Total
Total Crawford Claims Solutions Revenues before Reimbursements	$	38,526	$	15,137	$	13,102	$	10,573	$	7,697	$	5,407	$	90,442

The Company's TPA Solutions: Broadspire segment is a third party administrator that generates revenue through its Claims Management and Medical Management service lines.

The Claims Management service line includes Workers' Compensation, Liability, Property and Disability Claims Management. This service line also performs additional services such as Accident & Health claims programs, including affinity type claims, and disability and leave management services. Each claim referred by the customer is considered an additional optional purchase of claims management services under the agreement with the customer. The transaction price is readily available from the contract and is fixed for each service. Revenue is recognized over time as services are provided as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document, and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type applied utilizing a portfolio approach based on time elapsed for these claims as the Company believes this is the most accurate depiction of the transfer of the claims management services to its customer. This service line also provides Risk Management Information Services. For non-claim services, revenue is recognized over time as services are provided and control of these services are transferred to the customer. Revenue is recognized as time elapses as this is the most accurate depiction of the transfer of the service to the customer.

The Company's obligation to manage claims under the Claims Management service line can range from less than one year, on a one- or two-year basis or for the lifetime of the claim. Under certain claims management agreements, the Company receives consideration from a customer at contract inception prior to transferring services to the customer, however, it would begin performing services immediately. The period between a customer’s payment of consideration and the completion of the promised services could be greater than one year. There is no difference between the amount of promised consideration and the cash selling price of the promised services. The fee is billed upfront by the Company in order to provide customers with simplified and predictable ways of purchasing its services and it is customary to invoice service fees when the claim is assigned. The Company considered whether a significant financing component exists and determined that there is not a significant financing component at the contract level.

The Medical Management service line offers case managers who provide administration services by proactively managing medical treatment for claimants while facilitating an understanding of and participation in their rehabilitation process. Revenue for Medical Management services are recognized over time as the performance obligations are satisfied through the effort expended to manage the medical treatment for claimants and control of these services are transferred to the customer. Medical Management services are generally billed based on time incurred, are considered variable consideration, and revenue is recognized at the amount in which the Company has the right to invoice for services performed. This method of revenue recognition is the most accurate depiction of the transfer of the Medical Management service to the customer. Medical bill review services provide an analysis of medical charges for clients’ claims to identify opportunities for savings. Medical bill review services revenues are recognized over time as control of the service is transferred to the customer. Revenue is recognized based upon the transfer of the results of the medical bill review service to the customer as this is the most accurate depiction of the transfer of the service to the customer.

The following table presents TPA Solutions: Broadspire revenues before reimbursements disaggregated by service line and geography for the three months ended March 31, 2018.

(in thousands)	U.S.		U.K.		Canada		Europe		Rest of World		Total
Claims Management Services	$	36,706	$	3,250	$	9,458	$	7,919	$	390	$	57,723
Medical Management Services	42,514		—		—		—		—		42,514
Total Crawford TPA Solutions: Broadspire Revenues before Reimbursements	$	79,220	$	3,250	$	9,458	$	7,919	$	390	$	100,237

The Company's Crawford Specialty Services segment principally generates revenues through its Global Technical Services, Contractor Connection and Garden City Group service lines.

The Global Technical Services service line generates revenues for claims management services provided to insurance companies and self-insured entities related to large, complex losses with technical adjusting and industry experts servicing a broad range of industries. Revenue is recognized over time as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document and report the claim and control of these services are transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type for fixed fee claims, applied utilizing a portfolio approach based on time elapsed for these claims. For claims billed on a time and expense incurred basis, which are considered variable consideration, the Company recognizes revenue at the amount in which it has the right to invoice for services performed. These methods of revenue recognition are the most accurate depiction of the transfer of the claims management services to the customer.

The Contractor Connection service line generates revenue through its independently managed contractor network, with approximately 6,000 credentialed residential and commercial contractors. Contractor Connection generally generates revenue by receiving a fee for each project that is sold by its network of contractors. Revenue is recognized at a point in time once the consumer accepts the contractor’s proposal as Contractor Connection’s performance obligation of referring projects to its contractors has been completed and the Company is entitled to consideration at that time. The contractor takes control of the service upon the consumer’s acceptance of the contractor’s proposal.

The Garden City Group service line generates revenues by performing legal settlement administration services on behalf of law firms, corporations, government agencies, and courts. The Garden City Group's services include identifying and qualifying class members, handling written, electronic, and telephonic communications with claimants, and determining and dispensing settlement payments. Garden City Group further provides back-office business process outsourcing services encompassing fulfillment, mail intake, call center and multimedia outreach solutions, payment distribution, and product recall needs. Revenues for professional services, such as project management and oversight, legal counsel, administrative and information technology systems support, are recognized over time as the performance obligations are satisfied through the effort expended to administer projects and control of these services are transferred to the customer. Professional services are generally billed on a time and expense incurred basis, are considered variable consideration, and revenue is recognized at the amount in which the Company has the right to invoice for services performed. Transaction support services, such as mail intake and payment distribution, are considered stand ready performance obligations and are accounted for as a series of distinct services and recognized over time as control of these services are transferred to the customer. The nature of the performance obligations for these services is a promise that consists of standing ready to provide services, or making services available for a customer to use, as and when the customer decides to do so. Revenues for transaction support services are recognized over time as the performance obligations are satisfied through the effort expended to perform the support services and control of these services are transferred to the customer. Transaction support services are generally billed based on per unit rates, are considered variable consideration, and revenue is recognized at the amount in which we have the right to invoice for services performed. These methods of revenue recognition for professional and transaction support services are the most accurate depiction of the transfer of the legal settlement administration services to the customer.

The following table presents Crawford Specialty Services revenues before reimbursements disaggregated by service line and geography for the three months ended March 31, 20

Customer Contract Liabilities

The table below presents the deferred revenues balance as of the transition date and the significant activity affecting deferred revenues during the three months ended March 31, 2018:

(In Thousands)
Customer Contract Liabilities	Deferred Revenue
Balance at transition date (current and noncurrent)	$	60,609
Q1 2018 Additions	20,250
Revenue Recognized from the Balance at Beginning of Period	(12,440		)
Revenue Recognized from Q1 2018 Additions	(7,154		)
Balance as of March 31, 2018 (current and noncurrent)	$	61,265

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Defined Benefit Pension Plans (Tables)

3 Months Ended

Mar. 31, 2018

Defined Benefit Plan [Abstract]

Schedule of defined benefit plans disclosures

Net periodic (benefit) cost related to all of the Company's defined benefit pension plans recognized in the Company's unaudited Condensed Consolidated Statements of Operations for the three months ended March 31, 2018 and 2017 included the following components:

	Three months ended
(in thousands)	March 31, 2018			March 31, 2017
Service cost	$	363		$	322
Interest cost	5,273			5,564
Expected return on assets	(8,768		)	(8,492		)
Amortization of actuarial loss	2,610			2,745
Net periodic (benefit) cost	$	(522	)	$	139

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Net Income Attributable to Shareholders of Crawford & Company per Common Share (Tables)

3 Months Ended

Mar. 31, 2018

Earnings Per Share [Abstract]

Schedule of earnings per share, basic

The computations of basic net income attributable to shareholders of Crawford & Company per common share were as follows:

	Three months ended
	March 31, 2018				March 31, 2017
(in thousands, except per share amounts)	CRD-A		CRD-B		CRD-A		CRD-B
Earnings per share - basic:
Numerator:
Allocation of undistributed earnings	$	2,885	$	2,263	$	2,364	$	1,859
Dividends paid	2,198		1,223		2,206		1,235
Net income attributable to common shareholders, basic	$	5,083	$	3,486	$	4,570	$	3,094
Denominator:
Weighted-average common shares outstanding, basic	31,199		24,472		31,409		24,690
Earnings per share - basic	$	0.16	$	0.14	$	0.15	$	0.13

Schedule of earnings per share, diluted

The computations of diluted net income attributable to shareholders of Crawford & Company per common share were as follows:

	Three months ended
	March 31, 2018				March 31, 2017
(in thousands, except per share amounts)	CRD-A		CRD-B		CRD-A		CRD-B
Earnings per share - diluted:
Numerator:
Allocation of undistributed earnings	$	2,907	$	2,241	$	2,392	$	1,831
Dividends paid	2,198		1,223		2,206		1,235
Net income attributable to common shareholders, diluted	$	5,105	$	3,464	$	4,598	$	3,066
Denominator:
Weighted-average common shares outstanding, basic	31,199		24,472		31,409		24,690
Weighted-average effect of dilutive securities	562		—		839		—
Weighted-average common shares outstanding, diluted	31,761		24,472		32,248		24,690
Earnings per share - diluted	$	0.16	$	0.14	$	0.14	$	0.12

Schedule of antidilutive securities excluded from computation of earnings per share

Listed below are the shares excluded from the denominator in the above computation of diluted earnings per share for CRD-A because their inclusion would have been antidilutive:

	Three months ended
(in thousands)	March 31, 2018	March 31, 2017
Shares underlying stock options excluded	1,039	559
Performance stock grants excluded because performance conditions have not been met (1)	845	431

⁽¹⁾  Compensation cost is recognized for these performance stock grants based on expected achievement rates; however, no consideration is given to these performance stock grants when calculating diluted earnings per share until the performance measurements have been achieved.

Schedule of shares issued under stock plans used in weighted average calc

The following table details shares issued during the three months ended March 31, 2018 and March 31, 2017. These shares are included from their dates of issuance in the weighted-average common shares used to compute basic and diluted earnings per share for CRD-A in the table above. There were no shares of CRD-B issued during either of these periods.

	Three months ended
(in thousands)	March 31, 2018	March 31, 2017
CRD-A issued under Non-Employee Director Stock Plan	99	80
CRD-A issued under the U.K. ShareSave Scheme	3	2
CRD-A issued under the Executive Stock Bonus Plan	—	149

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Accumulated Other Comprehensive Loss (Tables)

3 Months Ended

Mar. 31, 2018

Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of accumulated other comprehensive income (loss)

The changes in components of "Accumulated other comprehensive loss" ("AOCL"), net of taxes and noncontrolling interests, included in the Company's unaudited condensed consolidated financial statements were as follows:

	Three months ended March 31, 2018
(in thousands)	Foreign currency translation adjustments			Retirement liabilities (1)			AOCL attributable to shareholders of Crawford & Company
Beginning balance	$	(26,320	)	$	(170,157	)	$	(196,477	)
Other comprehensive income before reclassifications	7,311			—			7,311
Amounts reclassified from accumulated other comprehensive income	—			1,629			1,629
Net current period other comprehensive income	7,311			1,629			8,940
Ending balance	$	(19,009	)	$	(168,528	)	$	(187,537	)

	Three months ended March 31, 2017
(in thousands)	Foreign currency translation adjustments			Retirement liabilities (1)			AOCL attributable to shareholders of Crawford & Company
Beginning balance	$	(33,449	)	$	(178,324	)	$	(211,773	)
Other comprehensive income before reclassifications	1,692			—			1,692
Amounts reclassified from accumulated other comprehensive income	—			1,783			1,783
Net current period other comprehensive income	1,692			1,783			3,475
Ending balance	$	(31,757	)	$	(176,541	)	$	(208,298	)

⁽¹⁾  Retirement liabilities reclassified to net income are related to the amortization of actuarial losses and are included in "Other Income (Expense), net" in the Company's unaudited Condensed Consolidated Statements of Operations. See Note 5, "Defined Benefit Pension Plans" for additional details.

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Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2018

Fair Value Disclosures [Abstract]

Schedule of fair value, assets and liabilities measured on recurring basis

The following table presents the Company's assets that are measured at fair value on a recurring basis and that are categorized using the fair value hierarchy:

			Fair Value Measurements at March 31, 2018
					Significant Other		Significant
			Quoted Prices in		Observable		Unobservable
			Active Markets		Inputs		Inputs
(in thousands)	Total		(Level 1)		(Level 2)		(Level 3)
Assets:
Money market funds (1)	$	10,193	$	10,193	$	—	$	—

⁽¹⁾  The fair values of the money market funds were based on recently quoted market prices and reported transactions in an active marketplace. Money market funds are included in the Company's unaudited Condensed Consolidated Balance Sheets as "Cash and cash equivalents."

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Segment Information (Tables)

3 Months Ended

Mar. 31, 2018

Segment Reporting [Abstract]

Reconciliation of operating profit from segments to consolidated

Financial information for the three months ended March 31, 2018 and 2017 related to the Company's reportable segments, including a reconciliation from segment operating earnings to income before income taxes, the most directly comparable GAAP financial measure, is presented below.

	Three months ended
(in thousands)	March 31, 2018			March 31, 2017
Revenues:
Crawford Claims Solutions	$	90,442		$	83,148
Crawford TPA Solutions: Broadspire	100,237			96,326
Crawford Specialty Solutions	82,425			87,793
Total segment revenues before reimbursements	273,104			267,267
Reimbursements	17,283			12,263
Total revenues	$	290,387		$	279,530
Segment Operating Earnings
Crawford Claims Solutions	$	715		$	2,434
Crawford TPA Solutions: Broadspire	7,824			7,968
Crawford Specialty Solutions	10,451			8,352
Total segment operating earnings	18,990			18,754
Deduct:
Unallocated corporate and shared (costs) and credits, net	(815		)	(461		)
Net corporate interest expense	(2,564		)	(2,036		)
Stock option expense	(450		)	(417		)
Amortization of customer-relationship intangible assets	(2,765		)	(2,777		)
Restructuring and special charges	—			(605		)
Income before income taxes	$	12,396		$	12,458

Schedule of revenues by major service line

Revenues before reimbursements by major service line in the Crawford TPA Solutions: Broadspire segment and the Crawford Specialty Solutions segment are shown in the following table. The Company considers all Crawford Claims Solutions revenues to be derived from one service line.

	Three months ended
(in thousands)	March 31, 2018		March 31, 2017
Crawford TPA Solutions: Broadspire
Claims Management	$	57,723	$	55,759
Medical Management Services	42,514		40,567
Total Revenues before Reimbursements--Crawford TPA Solutions: Broadspire	$	100,237	$	96,326
Crawford Specialty Solutions
Global Technical Services	$	44,265	$	40,704
Contractor Connection	22,207		27,141
Garden City Group	15,953		19,948
Total Revenues before Reimbursements--Crawford Specialty Solutions	$	82,425	$	87,793

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Restructuring and Special Charges (Tables)

3 Months Ended

Mar. 31, 2018

Restructuring and Related Activities [Abstract]

Restructuring and related costs

The following table shows the restructuring charges incurred by type of activity:

	Three months ended
(in thousands)	March 31, 2018		March 31, 2017
Implementation and phase-in of the Centers	$	—	$	157
Asset impairments and lease termination costs	—		448
Total restructuring charges	$	—	$	605

Costs associated with the Centers were primarily for professional fees and severance costs. Asset impairments and lease termination costs were incurred for obsolete software and the exiting of certain leased facilities.

As ofMarch 31, 2018, the following liabilities remained on the Company's unaudited Condensed Consolidated Balance Sheets related to restructuring charges. Therollforward of these costs toMarch 31, 2018were as follows:

	Three months ended March 31, 2018
(in thousands)	Deferred rent				Accrued compensation and related costs			Other accrued liabilities			Total
Beginning balance, December 31, 2017	$	2,846			$	4,782		$	1,785		$	9,413
Additions	—			—	—			—			—
Adjustments to accruals	(322		)		—			—			(322		)
Cash payments	—				(3,447		)	(375		)	(3,822		)
Ending balance, March 31, 2018	$	2,524			$	1,335		$	1,410		$	5,269

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Basis of Presentation (VIE) (Details) - Primary beneficiary - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017
Variable Interest Entity
Liabilities of the deferred compensation plan	$ 9,320	$ 9,337
Assets held in the related rabbi trust	$ 16,618	$ 16,538

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Basis of Presentation (Acquisition) (Details) - Lloyd Warwick International - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Dec. 31, 2017
Variable Interest Entity
Ownership percentage	51.00%
Variable interest entity, reporting entity involvement, maximum loss exposure, amount	$ 10,000
Asset carrying amount	10,646	$ 10,083
Liability carrying amount	11,009	10,685
Principal Owner
Variable Interest Entity
Liability carrying amount	$ 8,926	$ 8,580

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Business Acquisition (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Dec. 31, 2017	[1]
Business Acquisitions
Goodwill	$ 98,462	$ 96,916
Redeemable noncontrolling interests	$ 6,447	$ 6,775

[1] Derived from the audited Consolidated Balance Sheet

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Recently Issued Accounting Standards (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
New Accounting Pronouncement, Early Adoption [Line Items]
Performance obligations to be recognized as revenues within one year, percent	70.00%
Other components net benefit cost, reclassification to other income	$ (522,000)	$ 139,000
Revenue, remaining performance obligation, expected timing of satisfaction, period	30 days
Accounting Standard Update 2017-07 | Other Nonoperating Income (Expense)
New Accounting Pronouncement, Early Adoption [Line Items]
Other components net benefit cost, reclassification to other income	$ 885,000	$ 183,000

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Recently Issued Accounting Standards - Revenue Recognition (Details) - USD ($) $ in Thousands	Mar. 31, 2018	Jan. 01, 2018	Dec. 31, 2017
Assets:
Unbilled revenues, at estimated billable amounts		$ 109,895
Deferred income tax assets	$ 23,398	24,151	$ 24,359	[1]
Liabilities:
Deferred revenues (current)	37,182	38,094	37,794	[1]
Shareholders' Investment:
Retained earnings	$ 267,682	270,328	269,686	[1]
Calculated under Revenue Guidance in Effect before Topic 606
Assets:
Unbilled revenues, at estimated billable amounts			108,745
Deferred income tax assets			24,359
Liabilities:
Deferred revenues (current)			37,794
Shareholders' Investment:
Retained earnings			$ 269,686
Difference between Revenue Guidance in Effect before and after Topic 606 | Crawford Claims Solutions | Accounting Standards Update 2014-09
Assets:
Unbilled revenues, at estimated billable amounts		1,150
Deferred income tax assets		(285)
Liabilities:
Deferred revenues (current)		0
Shareholders' Investment:
Retained earnings		865
Difference between Revenue Guidance in Effect before and after Topic 606 | Crawford Specialty Solutions | Accounting Standards Update 2014-09
Assets:
Unbilled revenues, at estimated billable amounts		0
Deferred income tax assets		77
Liabilities:
Deferred revenues (current)		300
Shareholders' Investment:
Retained earnings		$ (223)

[1] Derived from the audited Consolidated Balance Sheet

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Revenue Recognition (Details) contractors in Thousands	3 Months Ended
	Mar. 31, 2018 USD ($) contractors
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Accounts receivable, days sales outstanding	2 months
Accounts payable, days payable outstanding	1 year
Billing after contract completion, years	1 year
Revenue, remaining performance obligation | $	$ 85,400,000
Performance obligations to be recognized as revenues within one year, percent	70.00%
Revenue from contracts with customers, practical expedient, consideration adjustment period	1 year
Minimum | Crawford TPA Solutions: Broadspire
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Revenue from contracts with customers, performance obligation term	1 year
Maximum | Crawford TPA Solutions: Broadspire
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Revenue from contracts with customers, performance obligation term	2 years
Claims Management Services
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Revenue from contracts with customers, performance obligation term	1 year
Percentage of closed cases	98.00%
Revenue from contracts with customers, duration, average time to close case from time of referral	5 years
Claims Management Services | Minimum
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Revenue from contracts with customers, performance obligation term	1 year
Claims Management Services | Maximum
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Revenue from contracts with customers, performance obligation term	2 years
Contractor Connection
Revenue, Initial Application Period Cumulative Effect Transition [Line Items]
Number of contractors | contractors	6

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Revenue Recognition - Disaggregation Of Revenue (Details)	3 Months Ended
	Mar. 31, 2018 USD ($)
Crawford Claims Solutions
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	$ 90,442,000
Crawford Claims Solutions | U.S.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	38,526,000
Crawford Claims Solutions | U.K.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	15,137,000
Crawford Claims Solutions | Canada
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	13,102,000
Crawford Claims Solutions | Australia
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	10,573,000
Crawford Claims Solutions | Europe
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	7,697,000
Crawford Claims Solutions | Rest of World
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	5,407,000
Crawford TPA Solutions: Broadspire
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	100,237,000
Crawford TPA Solutions: Broadspire | U.S.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	79,220,000
Crawford TPA Solutions: Broadspire | U.K.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	3,250,000
Crawford TPA Solutions: Broadspire | Canada
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	9,458,000
Crawford TPA Solutions: Broadspire | Europe
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	7,919,000
Crawford TPA Solutions: Broadspire | Rest of World
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	390,000
Crawford TPA Solutions: Broadspire | Claims Management Services
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	57,723,000
Crawford TPA Solutions: Broadspire | Claims Management Services | U.S.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	36,706,000
Crawford TPA Solutions: Broadspire | Claims Management Services | U.K.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	3,250,000
Crawford TPA Solutions: Broadspire | Claims Management Services | Canada
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	9,458,000
Crawford TPA Solutions: Broadspire | Claims Management Services | Europe
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	7,919,000
Crawford TPA Solutions: Broadspire | Claims Management Services | Rest of World
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	390,000
Crawford TPA Solutions: Broadspire | Medical Management Services
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	42,514,000
Crawford TPA Solutions: Broadspire | Medical Management Services | U.S.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	42,514,000
Crawford TPA Solutions: Broadspire | Medical Management Services | U.K.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	0
Crawford TPA Solutions: Broadspire | Medical Management Services | Canada
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	0
Crawford TPA Solutions: Broadspire | Medical Management Services | Europe
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	0
Crawford TPA Solutions: Broadspire | Medical Management Services | Rest of World
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	0
Crawford Specialty Solutions
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	82,425,000
Crawford Specialty Solutions | U.S.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	43,469,000
Crawford Specialty Solutions | U.K.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	13,092,000
Crawford Specialty Solutions | Canada
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	8,643,000
Crawford Specialty Solutions | Australia
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	5,632,000
Crawford Specialty Solutions | Europe
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	5,556,000
Crawford Specialty Solutions | Rest of World
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	6,033,000
Crawford Specialty Solutions | Global Technical Services
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	44,265,000
Crawford Specialty Solutions | Global Technical Services | U.S.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	10,140,000
Crawford Specialty Solutions | Global Technical Services | U.K.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	11,015,000
Crawford Specialty Solutions | Global Technical Services | Canada
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	6,315,000
Crawford Specialty Solutions | Global Technical Services | Australia
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	5,206,000
Crawford Specialty Solutions | Global Technical Services | Europe
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	5,556,000
Crawford Specialty Solutions | Global Technical Services | Rest of World
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	6,033,000
Crawford Specialty Solutions | Contractor Connection
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	22,207,000
Crawford Specialty Solutions | Contractor Connection | U.S.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	17,882,000
Crawford Specialty Solutions | Contractor Connection | U.K.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	2,077,000
Crawford Specialty Solutions | Contractor Connection | Canada
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	1,822,000
Crawford Specialty Solutions | Contractor Connection | Australia
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	426,000
Crawford Specialty Solutions | Contractor Connection | Europe
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	0
Crawford Specialty Solutions | Contractor Connection | Rest of World
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	0
Crawford Specialty Solutions | Garden City Group
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	15,953,000
Crawford Specialty Solutions | Garden City Group | U.S.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	15,447,000
Crawford Specialty Solutions | Garden City Group | U.K.
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	0
Crawford Specialty Solutions | Garden City Group | Canada
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	506,000
Crawford Specialty Solutions | Garden City Group | Australia
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	0
Crawford Specialty Solutions | Garden City Group | Europe
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	0
Crawford Specialty Solutions | Garden City Group | Rest of World
Disaggregation of Revenue [Line Items]
Revenue from contract with customer	$ 0

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Revenue Recognition - Schedule Of Customer Contract Liabilities (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2018 USD ($)
Customer Contract Liabilities
Balance at transition date (current and noncurrent)	$ 60,609
Q1 2018 Additions	20,250
Revenue Recognized from the Balance at Beginning of Period	(12,440)
Revenue Recognized from Q1 2018 Additions	(7,154)
Balance as of March 31, 2018 (current and noncurrent)	$ 61,265

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Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2018
Tax Credit Carryforward [Line Items]
Effective income tax rate reconciliation, percent	32.00%	38.80%
Provision for income taxes	$ 3,966	$ 4,835
Scenario, Forecast
Tax Credit Carryforward [Line Items]
Effective income tax rate reconciliation, percent			32.00%

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Defined Benefit Pension Plans (Defined Benefit Plans) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Defined Benefit Plan [Abstract]
Service cost	$ 363	$ 322
Interest cost	5,273	5,564
Expected return on assets	(8,768)	(8,492)
Amortization of actuarial loss	2,610	2,745
Net periodic (benefit) cost	$ (522)	$ 139

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Defined Benefit Pension Plans (Narrative) (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Accounting Standard Update 2017-07
Defined Benefit Plan Disclosure [Line Items]
Net periodic benefit cost, non-service cost	$ 885,000	$ 183,000
U.S.
Defined Benefit Plan Disclosure [Line Items]
Contributions by employer	3,000,000	3,000,000
Estimated future employer contributions	6,000,000
U.K.
Defined Benefit Plan Disclosure [Line Items]
Contributions by employer	1,381,000	$ 1,283,000
Estimated future employer contributions	$ 4,200,000

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Net Income Attributable to Shareholders of Crawford & Company per Common Share (Schedule of Earnings Per Share, Basic) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Class A Non-Voting
Numerator:
Allocation of undistributed earnings	$ 2,885	$ 2,364
Dividends paid	2,198	2,206
Net income attributable to common shareholders, basic	$ 5,083	$ 4,570
Denominator:
Weighted-average common shares outstanding, basic	31,199	31,409
Earnings per share - basic (usd per share)	$ 0.16	$ 0.15
Class B Voting
Numerator:
Allocation of undistributed earnings	$ 2,263	$ 1,859
Dividends paid	1,223	1,235
Net income attributable to common shareholders, basic	$ 3,486	$ 3,094
Denominator:
Weighted-average common shares outstanding, basic	24,472	24,690
Earnings per share - basic (usd per share)	$ 0.14	$ 0.13

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Net Income Attributable to Shareholders of Crawford & Company per Common Share (Schedule of Earnings Per Share, Diluted) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Class A Non-Voting
Numerator:
Allocation of undistributed earnings	$ 2,907	$ 2,392
Dividends paid	2,198	2,206
Net income attributable to common shareholders, diluted	$ 5,105	$ 4,598
Denominator:
Weighted-average common shares outstanding, basic	31,199	31,409
Weighted-average number of dilutive securities (shares)	562	839
Weighted-average common shares outstanding, diluted	31,761	32,248
Earnings per share - diluted (usd per share)	$ 0.16	$ 0.14
Class B Voting
Numerator:
Allocation of undistributed earnings	$ 2,241	$ 1,831
Dividends paid	1,223	1,235
Net income attributable to common shareholders, diluted	$ 3,464	$ 3,066
Denominator:
Weighted-average common shares outstanding, basic	24,472	24,690
Weighted-average number of dilutive securities (shares)	0	0
Weighted-average common shares outstanding, diluted	24,472	24,690
Earnings per share - diluted (usd per share)	$ 0.14	$ 0.12

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Net Income Attributable to Shareholders of Crawford & Company per Common Share (Antidilutive Securities) (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Shares underlying stock options excluded
Antidilutive Securities Excluded from Computation of (Loss) Earnings Per Share
Shares excluded from diluted earnings per share (shares)	1,039	559
Performance stock grants excluded because performance conditions had not been met
Antidilutive Securities Excluded from Computation of (Loss) Earnings Per Share
Shares excluded from diluted earnings per share (shares)	845	431

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Net Income Attributable to Shareholders of Crawford & Company per Common Share (Weighted Average Shares Issued) (Details) - Class A Non-Voting - shares shares in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
CRD-A issued under Non-Employee Director Stock Plan
Share-based Compensation Arrangement
Stock issued during period (shares)	99	80
CRD-A issued under the U.K. ShareSave Scheme
Share-based Compensation Arrangement
Stock issued during period (shares)	3	2
CRD-A issued under the Executive Stock Bonus Plan
Share-based Compensation Arrangement
Stock issued during period (shares)	0	149

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Net Income Attributable to Shareholders of Crawford & Company per Common Share (Narrative) (Details) - $ / shares	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Jul. 29, 2017
Class A Non-Voting
Equity, Class of Treasury Stock
Shares repurchased (shares)	1,011,958	0
Average cost (usd per share)	$ 8.28
Class B Voting
Equity, Class of Treasury Stock
Shares repurchased (shares)	53,888	0
Average cost (usd per share)	$ 8.96
Repurchase Authorization 2017 | Common Stock
Equity, Class of Treasury Stock
Number of shares authorized to be repurchased (shares)			2,000,000
Number of shares remaining to be repurchased (shares)	600,825

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Accumulated Other Comprehensive Loss (Rollforward of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018		Mar. 31, 2017
Changes in Accumulated Other Comprehensive Loss [Roll Forward]
Beginning balance	$ 186,964	[1]	$ 159,264
Other Comprehensive Income	9,169		2,661
Ending balance	194,830		167,194
Foreign currency translation adjustments
Changes in Accumulated Other Comprehensive Loss [Roll Forward]
Beginning balance	(26,320)		(33,449)
Other comprehensive income before reclassifications	7,311		1,692
Amounts reclassified from accumulated other comprehensive income	0		0
Other Comprehensive Income	7,311		1,692
Ending balance	(19,009)		(31,757)
Retirement liabilities
Changes in Accumulated Other Comprehensive Loss [Roll Forward]
Beginning balance	(170,157)		(178,324)
Other comprehensive income before reclassifications	0		0
Amounts reclassified from accumulated other comprehensive income	1,629		1,783
Other Comprehensive Income	1,629		1,783
Ending balance	(168,528)		(176,541)
AOCL attributable to shareholders of Crawford & Company
Changes in Accumulated Other Comprehensive Loss [Roll Forward]
Beginning balance	(196,477)		(211,773)
Other comprehensive income before reclassifications	7,311		1,692
Amounts reclassified from accumulated other comprehensive income	1,629		1,783
Other Comprehensive Income	8,940		3,475
Ending balance	$ (187,537)		$ (208,298)

[1] Derived from the audited Consolidated Balance Sheet

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Fair Value Measurements (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2018 USD ($)
Assets:
Debt instrument, variable interest rate duration between resets	90 days
Cash and cash equivalents | Measured on a recurring basis
Assets:
Money market funds	$ 10,193
Cash and cash equivalents | Level 1 | Measured on a recurring basis
Assets:
Money market funds	10,193
Cash and cash equivalents | Level 2 | Measured on a recurring basis
Assets:
Money market funds	0
Cash and cash equivalents | Level 3 | Measured on a recurring basis
Assets:
Money market funds	$ 0

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Segment Information (Details)	3 Months Ended
	Mar. 31, 2018 USD ($) segment	Mar. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated
Revenues before reimbursements	$ 273,104,000	$ 267,267,000
Reimbursements	17,283,000	12,263,000
Total revenues	290,387,000	279,530,000
Net corporate interest expense	(2,564,000)	(2,036,000)
Restructuring and special charges	0	(605,000)	$ (605,000)
Income before income taxes	$ 12,396,000	12,458,000
Number of operating segments (segments) | segment	3
Operating Segments
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated
Total segment operating earnings	$ 18,990,000	18,754,000
Segment Reconciling Items
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated
Unallocated corporate and shared (costs) and credits, net	(815,000)	(461,000)
Net corporate interest expense	(2,564,000)	(2,036,000)
Stock option expense	(450,000)	(417,000)
Restructuring and special charges	0	(605,000)
Customer Relationships and Trade Names | Segment Reconciling Items
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated
Amortization of customer-relationship intangible assets	(2,765,000)	(2,777,000)
Crawford Claims Solutions
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated
Revenues before reimbursements	82,425,000	87,793,000
Crawford Claims Solutions | Operating Segments
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated
Revenues before reimbursements	90,442,000	83,148,000
Total segment operating earnings	715,000	2,434,000
Crawford TPA Solutions: Broadspire
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated
Revenues before reimbursements	100,237,000	96,326,000
Crawford TPA Solutions: Broadspire | Operating Segments
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated
Revenues before reimbursements	100,237,000	96,326,000
Total segment operating earnings	7,824,000	7,968,000
Crawford Specialty Solutions | Operating Segments
Segment Reporting, Reconciling Item for Operating Profit from Segment to Consolidated
Revenues before reimbursements	82,425,000	87,793,000
Total segment operating earnings	$ 10,451,000	$ 8,352,000

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Segment Information (Revenues By Major Service Line) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Revenue from External Customer
Revenues before reimbursements	$ 273,104	$ 267,267
Crawford TPA Solutions: Broadspire
Revenue from External Customer
Revenues before reimbursements	100,237	96,326
Crawford Claims Solutions
Revenue from External Customer
Revenues before reimbursements	82,425	87,793
Claims Management | Crawford TPA Solutions: Broadspire
Revenue from External Customer
Revenues before reimbursements	57,723	55,759
Medical Management Services | Crawford TPA Solutions: Broadspire
Revenue from External Customer
Revenues before reimbursements	42,514	40,567
Global Technical Services | Crawford Claims Solutions
Revenue from External Customer
Revenues before reimbursements	44,265	40,704
Contractor Connection | Crawford Claims Solutions
Revenue from External Customer
Revenues before reimbursements	22,207	27,141
Garden City Group | Crawford Claims Solutions
Revenue from External Customer
Revenues before reimbursements	$ 15,953	$ 19,948

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Commitments and Contingencies (Details) $ in Millions	Mar. 31, 2018 USD ($)
Letter of Credit
Loss Contingencies
Letters of credit outstanding amount	$ 14.2

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Restructuring and Special Charges (Details) - USD ($)	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017	Dec. 31, 2016
Restructuring and Special Charges
Restructuring and special charges	$ 0	$ 605,000	$ 605,000
Restructuring charges incurred	0	605,000
Implementation and phase-in of the Centers
Restructuring and Special Charges
Restructuring charges incurred	0	157,000
Asset impairments and lease termination costs
Restructuring and Special Charges
Restructuring charges incurred	0	448,000
Special Charges
Restructuring and Special Charges
Professional Fees		0
Segment Reconciling Items
Restructuring and Special Charges
Restructuring and special charges	$ 0	$ 605,000

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Restructuring and Special Charges (Rollforward of Accrued Liabilities) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2018	Mar. 31, 2017
Restructuring Reserve [Roll Forward]
Beginning balance, December 31, 2017	$ 9,413
Additions	0	$ 605
Adjustments to accruals	(322)
Cash payments	(3,822)
Ending balance, March 31, 2018	5,269
Deferred rent
Restructuring Reserve [Roll Forward]
Beginning balance, December 31, 2017	2,846
Additions	0
Adjustments to accruals	(322)
Cash payments	0
Ending balance, March 31, 2018	2,524
Accrued compensation and related costs
Restructuring Reserve [Roll Forward]
Beginning balance, December 31, 2017	4,782
Adjustments to accruals	0
Cash payments	(3,447)
Ending balance, March 31, 2018	1,335
Other accrued liabilities
Restructuring Reserve [Roll Forward]
Beginning balance, December 31, 2017	1,785
Adjustments to accruals	0
Cash payments	(375)
Ending balance, March 31, 2018	$ 1,410