MOELIS & CO, 10-Q filed on 10/28/2020
Quarterly Report
v3.20.2
Document and Entity Information - shares
9 Months Ended
Sep. 30, 2020
Oct. 15, 2020
Entity Registrant Name Moelis & Co  
Entity Central Index Key 0001596967  
Document Type 10-Q  
Document Period End Date Sep. 30, 2020  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
Entity Current Reporting Status Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Interactive Data Current Yes  
Document Fiscal Year Focus 2020  
Document Fiscal Period Focus Q3  
Trading Symbol MC  
Entity File Number 001-36418  
Entity Tax Identification Number 46-4500216  
Entity Address, Address Line One 399 Park Avenue  
Entity Address, Address Line Two 5th Floor  
Entity Address, City or Town New York  
Entity Address, State or Province NY  
Entity Address, Postal Zip Code 10022  
City Area Code 212  
Local Phone Number 883-3800  
Title of 12(b) Security Class A Common Stock  
Security Exchange Name NYSE  
Entity Incorporation, State or Country Code DE  
Document Quarterly Report true  
Document Transition Report false  
Class A Common Stock    
Entity Common Stock, Shares Outstanding   55,460,834
Class B Common Stock    
Entity Common Stock, Shares Outstanding   8,490,938
v3.20.2
Condensed Consolidated Statements of Financial Condition - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Assets    
Cash and cash equivalents $ 85,513 $ 167,812
Restricted cash 636 760
Receivables:    
Accounts receivable, net of allowance for credit losses of $4,511 and $4,088 as of September 30, 2020 and December 31, 2019, respectively 65,281 45,074
Accrued and other receivables 13,512 10,722
Total receivables 78,793 55,796
Deferred compensation 13,310 11,748
Investments 219,534 213,231
Right-of-use assets 179,452 190,763
Equipment and leasehold improvements, net 42,000 13,992
Deferred tax asset and income tax receivable 430,279 400,496
Prepaid expenses and other assets 16,404 17,101
Total assets 1,065,921 1,071,699
Liabilities and Equity    
Compensation payable 116,905 163,131
Accounts payable, accrued expenses and other liabilities 10,123 16,107
Amount due pursuant to tax receivable agreement 323,312 297,986
Deferred revenue 7,494 3,023
Lease liabilities 193,444 197,625
Total liabilities 651,278 677,872
Commitments and Contingencies (See Note 11)
Treasury stock, at cost; 3,683,415 and 2,757,558 shares as of September 30, 2020 and December 31, 2019, respectively (141,190) (107,836)
Additional paid-in-capital 993,688 872,791
Retained earnings (accumulated deficit) (384,731) (324,192)
Accumulated other comprehensive income (loss) (359) 1,432
Total Moelis & Company equity 468,085 442,827
Noncontrolling interests (53,442) (49,000)
Total equity 414,643 393,827
Total liabilities and equity 1,065,921 1,071,699
Class A Common Stock    
Liabilities and Equity    
Common stock, par value $0.01 per share 591 528
Total equity 591 528
Class B Common Stock    
Liabilities and Equity    
Common stock, par value $0.01 per share 86 104
Total equity $ 86 $ 104
v3.20.2
Condensed Consolidated Statements of Financial Condition (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Accounts receivable, allowance for credit losses $ 4,511 $ 4,088
Treasury stock, shares 3,683,415 2,757,558
Class A Common Stock    
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized 1,000,000,000 1,000,000,000
Common stock, shares issued 59,144,937 52,773,617
Common stock, shares outstanding 55,461,522 50,016,059
Treasury stock, shares 3,683,415 2,757,558
Class B Common Stock    
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized 1,000,000,000 1,000,000,000
Common stock, shares issued 8,490,938 10,397,915
Common stock, shares outstanding 8,490,938 10,397,915
v3.20.2
Condensed Consolidated Statements of Operations - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Revenues $ 207,604 $ 231,700 $ 521,248 $ 523,006
Expenses        
Compensation and benefits 127,148 141,697 371,884 316,343
Occupancy 7,660 4,802 22,564 14,386
Professional fees 4,952 4,401 14,383 14,922
Communication, technology and information services 8,162 7,844 24,117 23,683
Travel and related expenses 1,662 10,909 11,154 31,699
Depreciation and amortization 941 1,284 3,216 3,729
Other expenses 5,121 6,480 14,682 20,453
Total expenses 155,646 177,417 462,000 425,215
Operating income (loss) 51,958 54,283 59,248 97,791
Other income and (expenses) (1,631) 14,301 (6,568) 21,413
Income (loss) before income taxes 50,327 68,584 52,680 119,204
Provision (benefit) for income taxes 8,534 13,886 (10,195) 10,662
Net income (loss) 41,793 54,698 62,875 108,542
Net income (loss) attributable to noncontrolling interests 8,842 14,083 10,526 24,898
Net income (loss) attributable to Moelis & Company 32,951 40,615 52,349 83,644
Class A Common Stock        
Expenses        
Net income (loss) attributable to Moelis & Company $ 32,951 $ 40,615 $ 52,349 $ 83,644
Weighted-average shares of Class A common stock outstanding        
Basic (in shares) 56,803,430 51,079,746 55,263,689 49,796,867
Diluted (in shares) 60,668,084 55,468,728 59,241,139 55,145,248
Net income (loss) per share attributable to holders of shares of Class A common stock        
Basic (in dollars per share) $ 0.58 $ 0.80 $ 0.95 $ 1.68
Diluted (in dollars per share) $ 0.54 $ 0.73 $ 0.88 $ 1.52
v3.20.2
Condensed Consolidated Statements of Comprehensive Income - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Statement Of Income And Comprehensive Income [Abstract]        
Net income (loss) $ 41,793 $ 54,698 $ 62,875 $ 108,542
Foreign currency translation adjustment, net of tax (499) (322) (2,224) 161
Other comprehensive income (loss) (499) (322) (2,224) 161
Comprehensive income (loss) 41,294 54,376 60,651 108,703
Less: Comprehensive income (loss) attributable to noncontrolling interests 8,752 14,016 10,093 24,938
Comprehensive income (loss) attributable to Moelis & Company $ 32,542 $ 40,360 $ 50,558 $ 83,765
v3.20.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Cash flows from operating activities    
Net income (loss) $ 62,875 $ 108,542
Adjustments to reconcile net income to net cash provided by (used in) operating activities:    
Bad debt expense 2,808 2,254
Depreciation and amortization 3,216 3,729
Equity-based compensation 97,724 97,505
Deferred tax provision and income tax receivable (7,111) 10,262
Gain on partial sale of equity method investment   (12,631)
Other 8,509 (4,228)
Changes in assets and liabilities:    
Accounts receivable (23,532) (44,437)
Accrued and other receivables (2,589) (4,408)
Prepaid expenses and other assets 1,190 (2,985)
Deferred compensation (1,585) (89)
Compensation payable (45,715) (132,164)
Accounts payable, accrued expenses and other liabilities 1,245 (12,373)
Deferred revenue 4,464 (3,089)
Dividends received 1,942 2,848
Net cash provided by (used in) operating activities 103,441 8,736
Cash flows from investing activities    
Purchase of investments (259,965) (121,590)
Proceeds from sales of investments 252,484 89,859
Notes issued to employees (200)  
Purchase of equipment and leasehold improvements (31,209) (5,532)
Proceeds from partial sale of equity method investment   28,264
Net cash provided by (used in) investing activities (38,890) (8,999)
Cash flows from financing activities    
Dividends and distributions (122,871) (178,122)
Proceeds from exercise of stock options 11,923 7,866
Treasury stock purchases (33,354) (42,073)
Net cash provided by (used in) financing activities (144,302) (212,329)
Effect of exchange rate fluctuations on cash, cash equivalents, and restricted cash (2,672) 463
Net increase (decrease) in cash, cash equivalents, and restricted cash (82,423) (212,129)
Cash, cash equivalents, and restricted cash, beginning of period 168,572 261,771
Cash, cash equivalents, and restricted cash, end of period 86,149 49,642
Cash paid during the period for:    
Income taxes 1,914 13,731
Other non-cash activity    
Cumulative effect adjustment upon adoption of ASU 2016-13 364  
Dividend equivalents issued 17,021 28,688
Class A Partnership Units or other equity converted into Class A Common Stock 5,968 712
Forfeiture of fully-vested Group LP units or other equity units $ 96 $ 2,397
v3.20.2
Condensed Consolidated Statements of Changes in Equity - USD ($)
$ in Thousands
Total
Class A Common Stock
Class B Common Stock
Treasury Stock
Additional Paid-In Capital
Retained Earnings (Accumulated Deficit)
Accumulated Other Comprehensive Income (Loss)
Noncontrolling Interests
Balance at beginning of the period at Dec. 31, 2018 $ 371,753 $ 470 $ 105 $ (56,661) $ 697,938 $ (237,782) $ 291 $ (32,608)
Balance at beginning of the period (in shares) at Dec. 31, 2018   47,031,095 10,493,358 (1,426,115)        
Changes in Equity                
Net income (loss) 16,177         13,570   2,607
Equity-based compensation 38,886 $ 24     38,753     109
Equity-based compensation (in shares)   2,397,164            
Other comprehensive income (loss) 540           421 119
Dividends declared and distributions (114,391)       19,484 (103,436)   (30,439)
Treasury Stock Purchases (26,970)     $ (26,970)        
Treasury stock purchases (in shares)       (616,796)        
Exercise of Stock options 492       492      
Exercise of stock options (in shares)   29,439            
Equity-based payments to non-employees 416       416      
Other 240       (734)     974
Balance at end of the period at Mar. 31, 2019 287,143 $ 494 $ 105 $ (83,631) 756,349 (327,648) 712 (59,238)
Balance at end of the period (in shares) at Mar. 31, 2019   49,457,698 10,493,358 (2,042,911)        
Balance at beginning of the period at Dec. 31, 2018 371,753 $ 470 $ 105 $ (56,661) 697,938 (237,782) 291 (32,608)
Balance at beginning of the period (in shares) at Dec. 31, 2018   47,031,095 10,493,358 (1,426,115)        
Changes in Equity                
Net income (loss) 108,542              
Treasury Stock Purchases $ (42,073)              
Treasury stock purchases (in shares) (1,046,490)              
Balance at end of the period at Sep. 30, 2019 $ 364,580 $ 518 $ 104 $ (98,734) 827,758 (316,122) 412 (49,356)
Balance at end of the period (in shares) at Sep. 30, 2019   51,848,658 10,397,915 (2,472,605)        
Balance at beginning of the period at Mar. 31, 2019 287,143 $ 494 $ 105 $ (83,631) 756,349 (327,648) 712 (59,238)
Balance at beginning of the period (in shares) at Mar. 31, 2019   49,457,698 10,493,358 (2,042,911)        
Changes in Equity                
Net income (loss) 37,667         29,459   8,208
Equity-based compensation 28,246 $ 18     28,187     41
Equity-based compensation (in shares)   1,787,993            
Other comprehensive income (loss) (57)           (45) (12)
Dividends declared and distributions (31,146)       4,514 (29,164)   (6,496)
Treasury Stock Purchases (12,640)     $ (12,640)        
Treasury stock purchases (in shares)       (355,039)        
Exercise of Stock options 5,375 $ 3     5,372      
Exercise of stock options (in shares)   321,662            
Issuance of Class A common stock and cancellation of Class B common stock in connection with offerings and other exchanges 430 $ 1 $ (1)   (1,580)     2,010
Issuance of Class A common stock and cancellation of Class B common stock in connection with offerings and other exchanges (in shares)   61,936 (61,936)          
Equity-based payments to non-employees 111       111      
Other (2,271)       (1,550)     (721)
Balance at end of the period at Jun. 30, 2019 312,858 $ 516 $ 104 $ (96,271) 791,403 (327,353) 667 (56,208)
Balance at end of the period (in shares) at Jun. 30, 2019   51,629,289 10,431,422 (2,397,950)        
Changes in Equity                
Net income (loss) 54,698         40,615   14,083
Equity-based compensation 30,373 $ 1     30,342     30
Equity-based compensation (in shares)   99,443            
Other comprehensive income (loss) (322)           (255) (67)
Dividends declared and distributions (32,585)       4,690 (29,384)   (7,891)
Treasury Stock Purchases (2,463)     $ (2,463)        
Treasury stock purchases (in shares)       (74,655)        
Exercise of Stock options 2,003 $ 1     2,002      
Exercise of stock options (in shares)   119,926            
Equity-based payments to non-employees 102       102      
Other (84)       (781)     697
Other (in shares)     (33,507)          
Balance at end of the period at Sep. 30, 2019 364,580 $ 518 $ 104 $ (98,734) 827,758 (316,122) 412 (49,356)
Balance at end of the period (in shares) at Sep. 30, 2019   51,848,658 10,397,915 (2,472,605)        
Balance at beginning of the period at Dec. 31, 2019 393,827 $ 528 $ 104 $ (107,836) 872,791 (324,192) 1,432 (49,000)
Balance at beginning of the period (in shares) at Dec. 31, 2019   52,773,617 10,397,915 (2,757,558)        
Cumulative effect adjustment upon adoption of ASU 2016-13 (ASU 2016-13) at Dec. 31, 2019 (364)         (364)    
Balance at beginning of the period, as adjusted at Dec. 31, 2019 393,463 $ 528 $ 104 $ (107,836) 872,791 (324,556) 1,432 (49,000)
Changes in Equity                
Net income (loss) 30,126         25,130   4,996
Equity-based compensation 38,255 $ 36     38,189     30
Equity-based compensation (in shares)   3,581,294            
Other comprehensive income (loss) (1,630)           (1,304) (326)
Dividends declared and distributions (88,689)       12,125 (79,391)   (21,423)
Treasury Stock Purchases (31,636)     $ (31,636)        
Treasury stock purchases (in shares)       (869,779)        
Exercise of Stock options 11,819 $ 7     11,812      
Exercise of stock options (in shares)   721,484            
Equity-based payments to non-employees 158       158      
Other 690       (1,981)     2,671
Balance at end of the period at Mar. 31, 2020 352,556 $ 571 $ 104 $ (139,472) 933,094 (378,817) 128 (63,052)
Balance at end of the period (in shares) at Mar. 31, 2020   57,076,395 10,397,915 (3,627,337)        
Balance at beginning of the period at Dec. 31, 2019 393,827 $ 528 $ 104 $ (107,836) 872,791 (324,192) 1,432 (49,000)
Balance at beginning of the period (in shares) at Dec. 31, 2019   52,773,617 10,397,915 (2,757,558)        
Cumulative effect adjustment upon adoption of ASU 2016-13 (ASU 2016-13) at Dec. 31, 2019 (364)         (364)    
Balance at beginning of the period, as adjusted at Dec. 31, 2019 393,463 $ 528 $ 104 $ (107,836) 872,791 (324,556) 1,432 (49,000)
Changes in Equity                
Net income (loss) 62,875              
Treasury Stock Purchases $ (33,354)              
Treasury stock purchases (in shares) (925,857)              
Balance at end of the period at Sep. 30, 2020 $ 414,643 $ 591 $ 86 $ (141,190) 993,688 (384,731) (359) (53,442)
Balance at end of the period (in shares) at Sep. 30, 2020   59,144,937 8,490,938 (3,683,415)        
Balance at beginning of the period at Mar. 31, 2020 352,556 $ 571 $ 104 $ (139,472) 933,094 (378,817) 128 (63,052)
Balance at beginning of the period (in shares) at Mar. 31, 2020   57,076,395 10,397,915 (3,627,337)        
Changes in Equity                
Net income (loss) (9,044)         (5,732)   (3,312)
Equity-based compensation 29,379 $ 1     29,369     9
Equity-based compensation (in shares)   72,616            
Other comprehensive income (loss) (95)           (78) (17)
Dividends declared and distributions (17,081)       2,496 (16,588)   (2,989)
Treasury Stock Purchases (766)     $ (766)        
Treasury stock purchases (in shares)       (24,619)        
Exercise of Stock options 104       104      
Exercise of stock options (in shares)   6,500            
Issuance of Class A common stock and cancellation of Class B common stock in connection with offerings and other exchanges 4,939 $ 17 $ (17)   (4,388)     9,327
Issuance of Class A common stock and cancellation of Class B common stock in connection with offerings and other exchanges (in shares)   1,742,406 (1,742,406)          
Equity-based payments to non-employees 651       651      
Balance at end of the period at Jun. 30, 2020 360,643 $ 589 $ 87 $ (140,238) 961,326 (401,137) 50 (60,034)
Balance at end of the period (in shares) at Jun. 30, 2020   58,897,917 8,655,509 (3,651,956)        
Changes in Equity                
Net income (loss) 41,793         32,951   8,842
Equity-based compensation 30,093 $ 1     30,092      
Equity-based compensation (in shares)   82,449            
Other comprehensive income (loss) (499)           (409) (90)
Dividends declared and distributions (17,101)       2,400 (16,545)   (2,956)
Treasury Stock Purchases (952)     $ (952)        
Treasury stock purchases (in shares)       (31,459)        
Issuance of Class A common stock and cancellation of Class B common stock in connection with offerings and other exchanges 243 $ 1 $ (1)   (553)     796
Issuance of Class A common stock and cancellation of Class B common stock in connection with offerings and other exchanges (in shares)   164,571 (164,571)          
Equity-based payments to non-employees 423       423      
Balance at end of the period at Sep. 30, 2020 $ 414,643 $ 591 $ 86 $ (141,190) $ 993,688 $ (384,731) $ (359) $ (53,442)
Balance at end of the period (in shares) at Sep. 30, 2020   59,144,937 8,490,938 (3,683,415)        
v3.20.2
Condensed Consolidated Statements of Changes in Equity (Parenthetical) - $ / shares
3 Months Ended
Sep. 30, 2020
Jun. 30, 2020
Mar. 31, 2020
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Class A Common Stock            
Dividends declared per share of Class A common stock $ 0.255 $ 0.255 $ 1.26 $ 0.50 $ 0.50 $ 1.75
v3.20.2
Organization and Basis of Presentation
9 Months Ended
Sep. 30, 2020
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Organization and Basis of Presentation

1. ORGANIZATION AND BASIS OF PRESENTATION

Moelis & Company and its consolidated subsidiaries (the “Company,” “we,” “our,” or “us”) is a leading global investment bank, incorporated in Delaware. Prior to the Company’s IPO, the business operated as a Delaware limited partnership that commenced operations during 2007. Following the IPO, the operations are owned by Moelis & Company Group LP (“Group LP”), a U.S. Delaware limited partnership, and Group LP is controlled by Moelis & Company. Moelis & Company’s shareholders are entitled to receive a portion of Group LP’s economics through their direct ownership interests in shares of Class A common stock of Moelis & Company. The noncontrolling interest owners of Group LP (not Moelis & Company) receive economics of the operations primarily through their ownership interests in Group LP partnership units.

The Company’s activities as an investment banking advisory firm constitute a single business segment offering clients, including corporations, governments and financial sponsors, a range of advisory services with expertise across all major industries in mergers and acquisitions, recapitalizations and restructurings and other corporate finance matters.

Basis of Presentation —The condensed consolidated financial statements of Moelis & Company include its partnership interests in Group LP, its equity interest in the sole general partner of Group LP, Moelis & Company Group GP LLC (“Group GP”), and its interests in its subsidiaries. Moelis & Company will operate and control all of the business and affairs of Group LP and its operating entity subsidiaries indirectly through its equity interest in Group GP. The Company operates through the following subsidiaries:

 

Moelis & Company LLC (“Moelis U.S.”), a Delaware limited liability company, a registered broker-dealer with the U.S. Securities and Exchange Commission (“SEC”) and a member of the Financial Industry Regulatory Authority, Inc. (“FINRA”).

 

 

Moelis & Company International Holdings LLC (“Moelis International”), a Delaware limited liability company, owns the following entities and investments, directly or indirectly:

 

 

Moelis & Company UK LLP (“Moelis UK”), a limited liability partnership registered under the laws of England and Wales. In addition to the United Kingdom, Moelis UK maintains operations through the following branches:

 

 

Moelis & Company UK LLP, French Branch (French branch)

 

 

Moelis & Company Europe Limited, Frankfurt am Main Branch (German branch)

 

 

Moelis & Company UK LLP, DIFC Branch (Dubai branch)

 

 

Moelis & Company Asia Limited (“Moelis Asia”), a limited company incorporated in Hong Kong licensed under the Hong Kong Securities and Futures Ordinance to provide financial advisory services. In addition to Hong Kong, Moelis Asia maintains operations in Beijing, China through a wholly-owned Chinese subsidiary, Moelis & Company Consulting (Beijing) Company Limited.

 

 

Moelis & Company Netherlands BV, a private limited company incorporated in Amsterdam, Netherlands.

 

 

Moelis & Company India Private Limited, a private limited company incorporated in Mumbai, India.

 

 

Moelis & Company Assessoria Financeira Ltda. (“Moelis Brazil”), a limited liability company incorporated in São Paulo, Brazil.

 

 

An equity method investment in Moelis Australia Limited (“Moelis Australia”), a public company listed on the Australian Securities Exchange

 

v3.20.2
Summary of Significant Accounting Policies
9 Months Ended
Sep. 30, 2020
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting —The Company prepared the accompanying condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). As permitted by the interim reporting rules and regulations set forth by the SEC, the condensed consolidated financial statements presented exclude certain financial information and footnote disclosures normally included in audited financial statements prepared in accordance with U.S. GAAP. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, necessary to fairly present the accompanying unaudited condensed consolidated financial statements. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2019.

Consolidation —The Company’s policy is to consolidate (i) entities in which it has a controlling financial interest, (ii) variable interest entities where the Company has a variable interest and is deemed to be the primary beneficiary and (iii) limited partnerships where the Company has ownership of the majority of voting interests. When the Company does not have a controlling interest in an entity, but exerts significant influence over the entity’s operating and financial decisions, the Company applies the equity method of accounting in which it records in earnings its share of income or losses of the entity. All intercompany balances and transactions with the Company’s subsidiaries have been eliminated in consolidation.

Use of Estimates —The preparation of condensed consolidated financial statements and related disclosures in conformity with U.S. 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. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period in which they are determined to be necessary.

In preparing the condensed consolidated financial statements, management makes estimates and assumptions regarding:

 

the adequacy of the allowance for credit losses;

 

the assessment of whether revenues from variable consideration should be constrained due to the probability of a significant revenue reversal;

 

the assessment of probable lease terms and the measurement of the present value of such obligations;

 

 

the measurement and realization of deferred taxes;

 

 

the measurement of amount due pursuant to tax receivable agreement; and

 

 

other matters that affect the reported amounts and disclosures of contingencies in the financial statements.

 

Cash, Cash Equivalents and Restricted Cash —Cash and cash equivalents include all short-term highly liquid investments that are readily convertible to known amounts of cash and have original maturities of three months or less from the date of purchase.

The Company’s cash is maintained in U.S. and non-U.S. bank accounts, of which most bank account balances had little or no insurance coverage (most balances are held in U.S. and U.K. accounts which exceeded the U.S. Federal Deposit Insurance Corporation and U.K. Financial Services Compensation Scheme coverage limits). The Company’s cash equivalents are invested primarily in U.S. Treasury instruments and government securities money markets.

The Company’s restricted cash is comprised of collateral deposits primarily held by certain non-U.S. subsidiaries. These deposits are required for certain direct debit accounts and are also used to satisfy future medical claims. A reconciliation of the Company’s cash, cash equivalents and restricted cash as of September 30, 2020 and 2019, is presented below.

 

 

 

September 30,

 

 

 

2020

 

 

2019

 

Cash

 

$

 

46,026

 

 

$

 

38,387

 

Cash equivalents

 

 

 

39,487

 

 

 

 

10,556

 

Restricted cash

 

 

 

636

 

 

 

 

699

 

Total cash, cash equivalents, and restricted cash shown in the statement of cash flows

 

$

 

86,149

 

 

$

 

49,642

 

 

Additionally, as of December 31, 2019, the Company held cash of $71,798 and cash equivalents of $96,014.

Receivables —The accompanying condensed consolidated statements of financial condition present accounts receivable balances net of allowance for credit losses based on the Company’s assessment of the collectability of customer accounts.

Included in the accounts receivable balances at September 30, 2020 and December 31, 2019 were $19,165 and $19,879 of long term receivables related to private funds advisory capital raising engagements, which are generally paid in installments over a period of three to four years. These long term receivables generated interest income of $182 and $241 for the three months ended September 30, 2020 and 2019, respectively, and $568 and $761 for the nine months ended September 30, 2020 and 2019, respectively.

The Company maintains an allowance for credit losses that, in management’s opinion, provides for an adequate reserve to cover losses that may be incurred. For purposes of determining appropriate allowances, the Company stratifies its population of accounts receivable into two categories, one for short-term receivables and a second for private funds advisory receivables. Each population is separately evaluated using an aging method that results in a percentage reserve based on the age of the receivable, in addition to considerations of historical charge-offs and current economic conditions.

After concluding that a reserved accounts receivable is no longer collectible, the Company will charge-off the receivable. This has the effect of reducing both the gross receivable and the allowance for credit losses. If a reserved accounts receivable is subsequently collected, such recoveries reduce the gross receivable and the allowance for credit losses and is a reduction of bad debt expense, which is recorded within other expenses on the condensed consolidated statement of operations. The combination of recoveries and the provision for credit losses of a reported period comprise the Company’s bad debt expense.

On January 1, 2020, the Company adopted Accounting Standards Update No. 2016-13— “Measurement of Credit Losses on Financial Instruments" ("ASU 2016-13") using the modified retrospective method. Upon adoption, a cumulative adjustment was recorded which decreased retained earnings by $459. The tax effect of this adjustment increased retained earnings by $95, resulting in a net decrease of $364 as of January 1, 2020. ASU 2016-13 replaces the incurred loss impairment methodology for financial instruments with the current expected credit loss (CECL) model which requires estimates of future credit losses based on reasonable supporting information. The Company will recognize its expected credit losses for each reporting period going forward.

The following tables summarize credit loss allowance activity for the three and nine months ended September 30, 2020:

 

 

Three Months Ended September 30, 2020

 

 

 

Accounts Receivable

 

 

 

 

Short-term Receivables

 

 

 

Private Funds Advisory Receivables

 

 

 

Total

 

Allowance for Credit Losses, beginning balance

 

$

 

4,507

 

 

$

 

200

 

 

$

 

4,707

 

Charge-offs

 

 

 

(1,428

)

 

 

 

-

 

 

 

 

(1,428

)

Recoveries

 

 

 

(1,235

)

 

 

 

-

 

 

 

 

(1,235

)

Reduction to allowance

 

 

 

(2,663

)

 

 

 

-

 

 

 

 

(2,663

)

Provision for credit losses

 

 

 

2,473

 

 

 

 

(6

)

 

 

 

2,467

 

Allowance for credit losses, ending balance

 

$

 

4,317

 

 

$

 

194

 

 

$

 

4,511

 

 

 

 

Nine Months Ended September 30, 2020

 

 

 

Accounts Receivable

 

 

 

 

Short-term Receivables

 

 

 

Private Funds Advisory Receivables

 

 

 

Total

 

Allowance for Credit Losses, beginning balance

 

$

 

4,088

 

 

$

 

-

 

 

$

 

4,088

 

Adjustment for adoption of ASU 2016-13

 

 

 

260

 

 

 

 

199

 

 

 

 

459

 

Allowance for Credit Losses, adjusted beginning balance

 

 

 

4,348

 

 

 

 

199

 

 

 

 

4,547

 

Charge-offs

 

 

 

(2,844

)

 

 

 

-

 

 

 

 

(2,844

)

Recoveries

 

 

 

(2,471

)

 

 

 

(26

)

 

 

 

(2,497

)

Reduction to allowance

 

 

 

(5,315

)

 

 

 

(26

)

 

 

 

(5,341

)

Provision for credit losses

 

 

 

5,284

 

 

 

 

21

 

 

 

 

5,305

 

Allowance for credit losses, ending balance

 

$

 

4,317

 

 

$

 

194

 

 

$

 

4,511

 

 

Deferred Compensation —Deferred compensation costs represent arrangements with certain employees whereby cash payments are subject to a required period of service subsequent to payment by the Company. These amounts are charged to expenses over the period that the employee is required to provide services in order to vest in the payment.

Financial Instruments at Fair Value —Fair value is generally based on quoted prices, however if quoted market prices are not available, fair value is determined based on other relevant factors, including dealer price quotations, price activity for equivalent instruments and valuation pricing models. The Company established a fair value hierarchy which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is affected by a number of factors, including the type of instrument, the characteristics specific to the instrument and the state of the marketplace (including the existence and transparency of transactions between market participants). Financial instruments with readily-available actively quoted prices or for which fair value can be measured from actively-quoted prices in an orderly market will generally have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Financial instruments measured and reported at fair value are classified and disclosed in one of the following categories (from highest to lowest) based on inputs:

Level 1 —Quoted prices (unadjusted) are available in active markets for identical instruments that the Company has the ability to access as of the reporting date. The Company, to the extent that it holds such instruments, does not adjust the quoted price for these instruments, even in situations in which the Company holds a large position and a sale could reasonably affect the quoted price.

Level 2 —Pricing inputs are observable for the instruments, either directly or indirectly, as of the reporting date, but are not the same as those used in Level 1. Fair value is determined through the use of models or other valuation methodologies.

Level 3 —Pricing inputs are unobservable for the instruments and include situations where there is little, if any, market activity for the investments. The inputs into the determination of fair value require significant judgment or estimation by the Company’s management.

For level 3 investments in which pricing inputs are unobservable and limited market activity exists, management’s determination of fair value is based on the best information available, may incorporate management’s own assumptions and involves a significant degree of judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given investment is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the instrument.

Equity Method Investments —The Company accounts for its equity method investments under the equity method of accounting as the Company does not control these entities but has the ability to exercise significant influence. The amounts recorded in investments on the condensed consolidated statements of financial condition reflect the Company’s share of contributions made to, distributions received from, and the equity earnings and losses of, the investments. The Company reflects its share of gains and losses of the investment in other income and expenses in the condensed consolidated statements of operations using the most recently available earnings data at the end of the period.

Leases — The Company maintains operating leases for corporate offices and an aircraft. The Company determines if a contract contains a lease at inception. Operating leases are recorded as right-of-use (“ROU”) assets and lease liabilities on the condensed consolidated statements of financial condition. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease liabilities are recognized at the lease commencement date and are measured at the present value of anticipated lease payments over the lease term. The operating lease ROU assets are equal to the lease liabilities, adjusted for certain lease incentives, accrued rents, and prepaid rents. Typically, our borrowing rate is used to determine the present value of lease payments because the implicit rate is not readily determinable. Our lease terms may include options to extend or terminate the lease. These options are factored into our present value calculations when it is reasonably certain that such options will be exercised. Operating lease expense is recognized on a straight-line basis over the lease term.

Adoption of ASU 2016-02

In February 2016, the FASB issued Accounting Standards Update 2016-02—Leases (“ASU 2016-02”) to improve transparency and comparability among organizations by requiring the recognition of ROU assets and lease liabilities on the balance sheet. Additionally, in July 2018, the FASB issued ASU 2018-11 which permits entities to apply the requirements of ASU 2016-02 as of the adoption date, as opposed to the earliest comparative period disclosed.

The Company adopted both standards as of January 1, 2019, and is applying the requirements of ASU 2016-02 as of the adoption date instead of the earliest comparative period disclosed. In addition, we elected to use certain practical expedients to assist in our transition and are not reassessing the identification and classification of leases upon adoption. Upon adoption, the Company recorded lease liabilities and corresponding ROU assets of $63,252. The ROU assets were adjusted for prepaid rent and accrued rent, which reduced our opening balances of prepaid expenses and other assets and other liabilities by $1,666 and $7,139, respectively. The adoption of ASU 2016-02 did not have a material impact to our condensed consolidated statements of operations.

Software Costs related to implementation of cloud computing arrangements that qualify for capitalization are stated at cost less accumulated amortization within prepaid and other assets on the Company’s condensed consolidated statement of financial condition. Such capitalized costs are amortized using the straight-line method over the term of the cloud computing service contract or another rational basis, beginning when the cloud computing arrangement is substantially complete and ready for its intended use. All costs not directly related to the implementation of cloud computing arrangements, including overhead costs and costs of service agreements, will be expensed in the period they are incurred. The amortization expense of such capitalized costs will be presented under communication, technology and information services on the condensed consolidated statement of operations.

Effective January 1, 2020, the Company adopted ASU 2018-15, “Goodwill and Other —Internal Use Software” using a prospective approach (“ASU 2018-15”). ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in cloud computing arrangements with the requirements for capitalizing costs to develop or obtain internal-use software. See Note 4—Fixed and Intangible Assets below for further details on the Company’s capitalized cloud computing arrangements.

Equipment and Leasehold Improvements —Office equipment and furniture and fixtures are stated at cost less accumulated depreciation, which is determined using the straight-line method over the estimated useful lives of the assets, ranging from three to seven years, respectively. Leasehold improvements are stated at cost less accumulated amortization, which is determined using the straight-line method over the lesser of the term of the lease or the estimated useful life of the asset.

Major renewals and improvements are capitalized and minor replacements, maintenance and repairs are charged to expenses as incurred. Assets that are in development and have not yet been placed in service are generally classified as “Construction in Progress” and are reclassified to the appropriate category when the associated assets are placed in service. Upon retirement or disposal of assets, the cost and related accumulated depreciation or amortization are removed from the condensed consolidated statements of financial condition and any gain or loss is reflected in the condensed consolidated statements of operations.

Deferred Tax Asset and Amount Due Pursuant to Tax Receivable Agreement —In conjunction with the IPO, the Company was  treated for U.S. federal income tax purposes as having directly purchased Class A partnership units in Group LP from the existing unitholders. Additional Group LP Class A partnership units may be exchanged for shares of Class A common stock in the Company. The initial purchase and future exchanges are expected to result in an increase in the tax basis of Group LP’s assets attributable to the Company’s interest in Group LP. These increases in the tax basis of Group LP’s assets attributable to the Company’s interest in Group LP would not have been available but for the initial purchase and future exchanges. Such increases in tax basis are likely to increase (for tax purposes) depreciation and amortization deductions and therefore reduce the amount of income tax the Company would otherwise be required to pay in the future. As a result, the Company records a deferred tax asset for such increase in tax basis.

The Company has entered into a tax receivable agreement with its eligible Managing Directors that will provide for the payment by the Company to its eligible Managing Directors of 85% of the amount of cash savings, if any, in U.S. federal, state, and local income tax or franchise tax that the Company actually realizes as a result of (a) the increases in tax basis attributable to exchanges by its eligible Managing Directors and (b) tax benefits related to imputed interest deemed to be paid by the Company as a result of this tax receivable agreement. The Company expects to benefit from the remaining 15% of cash savings, if any, in income tax that it realizes and record any such estimated tax benefits as an increase to additional paid-in-capital. For purposes of the tax receivable agreement, cash savings in income tax will be computed by comparing the Company’s actual income tax liability to the amount of such taxes that it would have been required to pay had there been no increase to the tax basis of the tangible and intangible assets of Group LP as a result of the exchanges and had it not entered into the tax receivable agreement. The term of the tax receivable agreement commenced upon consummation of the IPO and will continue until all such tax benefits have been utilized or expired, unless the Company exercises its right to terminate the tax receivable agreement for an amount based on an agreed value of payments remaining to be made under the agreement. The Company has recorded the estimated tax benefits related to the increase in tax basis and imputed interest as a result of the initial purchase and subsequent exchanges described above as a deferred tax asset in the condensed consolidated statements of financial condition. The amount due to its eligible Managing Directors related to the tax receivable agreement as a result of the initial purchase and subsequent exchanges described above is recorded as amount due pursuant to tax receivable agreement in the condensed consolidated statements of financial condition. The amounts recorded for the deferred tax asset and the liability for our obligations under the tax receivable agreement are estimates. Any adjustments to our estimates subsequent to their initial establishment will be included in net income (loss). Future exchanges of Class A partnership units in Group LP for Class A common shares in the Company will be accounted for in a similar manner.

Revenue and Expense Recognition—We earn substantially all of our revenues from advisory engagements and, in many cases, we are not paid until the completion of an underlying transaction. The Company recognizes revenues from providing advisory services when or as our obligations are fulfilled and collection is reasonably assured. The vast majority of our advisory revenues, which include reimbursements for certain out-of-pocket expenses, are recognized over time; however, a small number of transactions may be recognized at a point in time. We provide our advisory service on an ongoing basis which, for example, may include evaluating and selecting one of multiple strategies. During such engagements, our clients are continuously benefitting from our counsel and the over time recognition matches the transfer of such benefits. However, the recognition of transaction fees is constrained until substantially all services have been provided, specified conditions have been met and it is probable that a significant reversal of revenue will not occur in a future period. Upfront fees and retainers specified in our engagement letters that meet the over time criteria will be recognized on a systematic basis over the estimated period where the related services are performed. Revenues may be recognized at a point in time if the engagement represents a singular objective that does not transfer any notable value until formally completed, such as when issuing a fairness opinion. In these instances, the point in time recognition appropriately matches the transfer and consumption of our services.

Incremental costs of obtaining a contract are expensed as incurred since such costs are generally not recoverable and the typical duration of our advisory contracts is less than one year. Costs to fulfill contracts consist of out-of-pocket expenses that are part of performing our advisory services and are typically expensed as incurred, except where the transfer and consumption of our services occurs at a point in time. For engagements recognized at a point in time, out-of-pocket expenses are capitalized and subsequently expensed in the condensed consolidated statement of operations upon completion of the engagement. The Company records deferred revenues when it receives fees from clients that have not yet been earned (e.g. an upfront fee) or when the Company has an unconditional right to consideration before all performance obligations are complete (e.g. upon satisfying conditions to earn an announcement fee, but before the transaction is consummated).

Complications that may terminate or delay a transaction include failure to agree upon final terms with the counterparty, failure to obtain required regulatory consents, failure to obtain board or stockholder approvals, failure to secure financing, adverse market conditions or unexpected operating or financial problems related to either party to the transaction. In these circumstances, we often do not receive advisory fees that would have been received if the transaction had been completed, despite the fact that we may have devoted considerable time and resources to the transaction. Barriers to the completion of a restructuring transaction may include a lack of anticipated bidders for the assets of our client, the inability of our client to restructure its operations, or indebtedness due to a failure to reach agreement with its creditors. In these circumstances, our fees are generally limited to monthly retainer fees and reimbursement of certain out-of-pocket expenses.

We do not allocate our revenue by the type of advice we provide because of the complexity of the transactions on which we may earn revenue and our holistic approach to client service. For example, a restructuring engagement may evolve to require a sale of all or a portion of the client, M&A assignments can develop from relationships established on prior restructuring engagements, and capital markets expertise can be instrumental on both M&A and restructuring assignments.

Equity-based Compensation The Company recognizes the cost of services received in exchange for equity instrument awards. The cost is based on its grant-date fair value based on quoted market prices at the time of grant amortized over the service period required by the award’s vesting terms. The Company records as treasury stock shares repurchased from its employees for the purpose of settling tax liabilities incurred upon the vesting of restricted stock units (“RSUs”). The Company records dividends in kind, net of forfeitures, on outstanding RSUs as a reduction of retained earnings with a corresponding increase in additional paid-in capital, resulting in no net change to equity. Dividends in kind on RSUs are subject to the same vesting conditions as the underlying RSUs on which they were accrued. Dividends in kind will be forfeited if the underlying award does not vest.

The Company has a retirement plan whereby a retiring employee generally will not forfeit certain qualifying incentive RSUs granted during employment if at retirement the employee meets certain requirements. For qualifying awards issued prior to December 1, 2016, the employee must (i) be at least 54 years old and (ii) have provided at least 8 consecutive years of service to the Company. For qualifying awards issued on or after December 1, 2016, (i) the employee must be at least 56 years old, (ii) the employee must have provided at least 5 consecutive years of service to the Company and (iii) the total of (i) and (ii) must be equal to at least 65 years. Any such RSUs will continue to vest on their applicable vesting schedule, subject to noncompetition and other terms. Over time a greater number of employees may become retirement eligible and the related requisite service period over which we will expense these awards will be shorter than the stated vesting period. Any unvested RSUs are eligible to receive dividends in kind; however, the right to dividends in kind will be forfeited if the underlying award does not vest.

Effective January 1, 2019, the Company adopted ASU 2018-07, “Compensation—Stock Compensation” (“ASU 2018-07”) using the modified retrospective method. The adoption of this new standard generally requires the accounting for equity-based payments to nonemployees to be consistent with the accounting for employees. As a result, the Company will recognize the cost of services received from a nonemployee in exchange for an equity instrument based on the award’s grant-date fair value. Unsettled equity-based payments to nonemployees have been remeasured at fair value as of the adoption date. No adjustment to the opening balance of retained earnings was required.

Income Taxes The Company accounts for income taxes in accordance with ASC 740, “Accounting for Income Taxes” (“ASC 740”), which requires the recognition of tax benefits or expenses on temporary differences between the financial reporting and tax bases of its assets and liabilities by applying the enacted tax rates in effect for the year in which the differences are expected to reverse. Such net tax effects on temporary differences are reflected on the Company’s condensed consolidated statements of financial condition as deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when the Company believes that it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized.

ASC 740-10 prescribes a two-step approach for the recognition and measurement of tax benefits associated with the positions taken or expected to be taken in a tax return that affect amounts reported in the financial statements. The Company has reviewed and will continue to review the conclusions reached regarding uncertain tax positions, which may be subject to review and adjustment at a later date based on ongoing analyses of tax laws, regulations and interpretations thereof. For the three and nine months ended September 30, 2020 and 2019, no unrecognized tax benefit was recorded. To the extent that the Company’s assessment of the conclusions reached regarding uncertain tax positions changes as a result of the evaluation of new information, such change in estimate will be recorded in the period in which such determination is made. The Company reports income tax-related interest and penalties relating to uncertain tax positions, if applicable, as a component of income tax expense. For the three and nine months ended September 30, 2020 and 2019, no such amounts were recorded.

The Company recognizes excess tax benefits and deficiencies as income tax benefits or expenses in the condensed consolidated statement of operations. These are reflected in accounts payable, accrued expenses and other liabilities within the condensed consolidated statement of cash flows.

Foreign Currency Translation Assets and liabilities held in non-U.S. dollar denominated currencies are translated into U.S. dollars at exchange rates in effect at the end of the reporting period. Revenues and expenses are translated at average exchange rates during the reporting period. A charge or credit is recorded to other comprehensive income to reflect the translation of these amounts to the extent the non-U.S. currency is designated the functional currency of the subsidiary. Non-functional currency related transaction gains and losses are immediately recorded in the condensed consolidated statements of operations.

v3.20.2
Recent Accounting Pronouncements
9 Months Ended
Sep. 30, 2020
New Accounting Pronouncements And Changes In Accounting Principles [Abstract]  
Recent Accounting Pronouncements

3. RECENT ACCOUNTING PRONOUNCEMENTS

 

In March 2020, the FASB issued Accounting Standards Update No. 2020-04, “Reference Rate Reform” (“ASU 2020-04”). ASU 2020-04 provides optional guidance for entities that are impacted by interest rate reform. Specifically, ASU 2020-04 allows for contracts under the scope of Topic 310—Receivables to be accounted for prospectively with the updated interest rate, among other specifications for debt, derivative instruments, and other contracts. ASU 2020-04 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Early application is permitted. Upon initial evaluation, we do not anticipate any material changes to our condensed consolidated financial statements.

 

v3.20.2
Fixed and Intangible Assets
9 Months Ended
Sep. 30, 2020
Property Plant And Equipment [Abstract]  
Fixed and Intangible Assets

4. FIXED AND INTANGIBLE ASSETS

Equipment and leasehold improvements, net consists of the following:

 

 

 

September 30,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Office equipment

 

$

 

13,033

 

 

$

 

13,593

 

Furniture and fixtures

 

 

 

5,045

 

 

 

 

5,054

 

Leasehold improvements

 

 

 

15,189

 

 

 

 

15,294

 

Construction in progress

 

 

 

32,105

 

 

 

 

2,108

 

Total

 

 

 

65,372

 

 

 

 

36,049

 

Less accumulated depreciation and amortization

 

 

 

(23,372

)

 

 

 

(22,057

)

Equipment and leasehold improvements, net

 

$

 

42,000

 

 

$

 

13,992

 

 

Depreciation and amortization expenses for fixed assets totaled $941 and $1,284 for the three months ended September 30, 2020 and 2019, respectively, and $3,216 and $3,729 for the nine months ended September 30, 2020 and 2019, respectively.

 

As of September 30, 2020, there were $2,130 of costs capitalized within prepaid expenses and other assets on our condensed consolidated statement of financial position related to the implementation of cloud computing arrangements. The amortization expense of the capitalized costs was $113 and $127 for the three and nine months ended September 30, 2020, respectively, and was recorded within communication, technology and information services on the condensed consolidated statement of operations.

v3.20.2
Investments
9 Months Ended
Sep. 30, 2020
Investments All Other Investments [Abstract]  
Investments

5. INVESTMENTS

Fair value investments are contained within the balance of investments on the Company’s condensed consolidated statements of financial condition. The Company established a fair value hierarchy which prioritizes and ranks the level of market price observability used in measuring investments at fair value. Financial instruments measured and reported at fair value are classified and disclosed in one of the following categories (from highest to lowest) based on inputs:

Level 1—Quoted prices (unadjusted) are available in active markets for identical instruments that the Company has the ability to access as of the reporting date. The Company, to the extent that it holds such instruments, does not adjust the quoted price for these instruments, even in situations in which the Company holds a large position and a sale could reasonably affect the quoted price.

Level 2—Pricing inputs are observable for the instruments, either directly or indirectly, as of the reporting date, but are not the same as those used in level 1. Fair value is determined through the use of models or other valuation methodologies.

Level 3—Pricing inputs are unobservable for the instruments and include situations in which there is little, if any, market activity for the investments. The inputs into the determination of fair value require significant judgment or estimation by the Company’s management.

The estimated fair values of government securities money markets, U.S. Treasury instruments, and government debt securities are based on quoted prices for recent trading activity in identical or similar instruments. The Company generally invests in U.S. Treasury instruments with maturities of less than twelve months. The Company considers these securities to be risk free and does not reserve for expected credit losses on these treasury investments. See Note 2 for further information on the Company’s fair value hierarchy.

The Company’s methodology for reclassifications impacting the fair value hierarchy is that transfers in/out of the respective category are reported at fair value as of the beginning of the period in which the reclassification occurred.

At the end of the reporting period, the Company reviews U.S. treasury instruments held to determine whether the securities are of the most recent issuance of that security with the same maturity (referred to as “on-the-run”, which is the most liquid version of the maturity band). If a U.S. treasury instrument held at the end of the reporting period was from the most recent issuance of all securities with the same term, it is classified as level 1; otherwise it is referred to as “off-the-run” and is classified as level 2.

The following table summarizes the levels of the fair value hierarchy into which the Company’s financial assets fall as of September 30, 2020:

 

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Included in cash and cash equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasury instruments

 

$

 

15,000

 

 

$

 

 

$

 

15,000

 

 

$

 

Government securities money market

 

 

 

24,487

 

 

 

 

 

 

 

24,487

 

 

 

 

Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasury instruments

 

 

 

180,828

 

 

 

 

 

 

 

 

180,828

 

 

 

 

Common stock

 

 

 

1,117

 

 

 

 

1,117

 

 

 

 

 

 

 

 

Total financial assets

 

$

 

221,432

 

 

$

 

1,117

 

 

$

 

220,315

 

 

$

 

 

For the three and nine months ended September 30, 2020, unrealized losses of $60 and $227 were recognized in other income and expenses on the condensed consolidated statement of operations related to common stock held at the reporting date. The cost basis of the financial assets recorded at fair value included in investments on the condensed consolidated statement of financial condition was $182,452 as of September 30, 2020.

The following table summarizes the levels of the fair value hierarchy into which the Company’s financial assets fall as of December 31, 2019:

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Included in cash and cash equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasury instruments

 

$

 

62,949

 

 

$

 

 

 

$

 

62,949

 

 

$

 

Government securities money market

 

 

 

33,065

 

 

 

 

 

 

 

33,065

 

 

 

 

Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasury instruments

 

 

 

173,960

 

 

 

 

 

 

 

173,960

 

 

 

 

Common stock

 

 

 

327

 

 

 

 

327

 

 

 

 

 

 

 

 

Total financial assets

 

$

 

270,301

 

 

$

 

327

 

 

$

 

269,974

 

 

$

 

 

For the three and nine months ended September 30, 2019, unrealized gains of $33 and $32 were recognized in other income and expenses on the condensed consolidated statement of operations related to common stock held at the reporting date. The cost basis of the financial assets recorded at fair value included in investments on the condensed consolidated statement of financial condition was $173,806 as of December 31, 2019.

Equity-method investments are contained within the balance of investments on the Company’s condensed consolidated statements of financial condition. On April 1, 2010, the Company entered into a 50-50 joint venture in Moelis Australia Holdings PTY Limited, investing a combination of cash and certain net assets in exchange for its interests. On April 10, 2017, Moelis Australia Holdings PTY Limited consummated their initial public offering and became listed on the Australian Securities Exchange as Moelis Australia Limited (ASX: MOE). As a result of the offering, the Company’s ownership interest in Moelis Australia was diluted and continues to be accounted for under the equity method of accounting. Please see Note 4 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 for additional information.

On February 19, 2020 and February 20, 2019, Moelis Australia declared dividends, of which the Company received $1,942 and $2,848 on March 4, 2020 and March 6, 2019, respectively. The Company accounted for the dividends as a return on investment and reduced the carrying value of the investment in Moelis Australia by $1,942 and $2,848, respectively.

On September 2, 2019 and November 4, 2019, the Company sold 12.5 million and 8.0 million shares of Moelis Australia common stock, respectively. These transactions resulted in gains of $12,631 and $8,083, respectively, recorded in other income and expenses on the condensed consolidated statements of operations. As a result, the Company’s ownership interest in Moelis Australia was reduced.

The balances of the Company’s equity method investment as of September 30, 2020 and December 31, 2019 were $37,589 and $38,944, respectively, and are included within investments on the condensed consolidated statements of financial condition. The Company’s share of earnings on this investment is recorded in other income and expenses on the condensed consolidated statements of operations.

v3.20.2
Net Income (Loss) Per Share Attributable to Class A Common Shareholders
9 Months Ended
Sep. 30, 2020
Earnings Per Share [Abstract]  
Net Income (Loss) Per Share Attributable to Class A Common Shareholders

6. NET INCOME (LOSS) PER SHARE ATTRIBUTABLE TO CLASS A COMMON SHAREHOLDERS

The calculations of basic and diluted net income (loss) per share attributable to holders of shares of Class A common stock for the three and nine months ended September 30, 2020 and 2019 are presented below.

 

 

 

Three Months Ended September 30,

 

 

 

Nine Months Ended September 30,

 

 

(dollars in thousands, except per share amounts)

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to holders of shares of Class A common stock—basic

 

$

 

32,951

 

 

 

$

 

40,615

 

 

 

$

 

52,349

 

 

 

$

 

83,644

 

 

Add (deduct) dilutive effect of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noncontrolling interests related to Class A partnership units

 

 

 

 

 

(a)

 

 

 

 

 

(a)

 

 

 

 

 

(a)

 

 

 

 

 

(a)

Net income (loss) attributable to holders of shares of Class A common stock—diluted

 

$

 

32,951

 

 

 

$

 

40,615

 

 

 

$

 

52,349

 

 

 

$

 

83,644

 

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares of Class A common stock outstanding—basic

 

 

 

56,803,430

 

 

 

 

 

51,079,746

 

 

 

 

 

55,263,689

 

 

 

 

 

49,796,867

 

 

Add (deduct) dilutive effect of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noncontrolling interests related to Class A partnership units

 

 

 

 

 

(a)

 

 

 

 

 

(a)

 

 

 

 

 

(a)

 

 

 

 

 

(a)

Weighted average number of incremental shares issuable from unvested restricted stock, RSUs and stock options, as calculated using the treasury stock method

 

 

 

3,864,654

 

(b)

 

 

 

4,388,982

 

(b)

 

 

 

3,977,450

 

(b)

 

 

 

5,348,381

 

(b)

Weighted average shares of Class A common stock outstanding—diluted

 

 

 

60,668,084

 

 

 

 

 

55,468,728

 

 

 

 

 

59,241,139

 

 

 

 

 

55,145,248

 

 

Net income (loss) per share attributable to holders of shares of Class A common stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

 

0.58

 

 

 

$

 

0.80

 

 

 

$

 

0.95

 

 

 

$

 

1.68

 

 

Diluted

 

$

 

0.54

 

 

 

$

 

0.73

 

 

 

$

 

0.88

 

 

 

$

 

1.52

 

 

 

We have not included the impact of Class B common stock because these shares are entitled to an insignificant amount of economic participation.

 

(a)

Class A partnership units may be exchanged for Moelis & Company Class A common stock on a one-for-one basis, subject to applicable lock-up, vesting and transfer restrictions. If all Class A partnership units were to be exchanged for Class A common stock, fully diluted Class A common stock outstanding would be 71,774,582 and 68,459,164 for the three months ended September 30, 2020 and 2019, respectively, and 71,151,424 and 68,163,860 for the nine months ended September 30, 2020 and 2019, respectively. In computing the dilutive effect, if any, that the aforementioned exchange would have on net income (loss) per share, net income (loss) available to holders of Class A common stock would be adjusted due to the elimination of the noncontrolling interests in consolidated entities associated with the Group LP Class A partnership units (including any tax impact). For the three and nine months ended September 30, 2020 and 2019, such exchange is not reflected in diluted net income (loss) per share as the assumed exchange is not dilutive.

 

 

(b)

Certain shares of Moelis & Company’s Class A common stock assumed to be issued pursuant to certain RSUs as calculated using the treasury stock method were antidilutive and therefore have been excluded from the calculation of diluted net income (loss) per share attributable to Moelis & Company for certain periods. During the three months ended September 30, 2020 and 2019, there were 1,847 and 51,426 RSUs, respectively, that would have been included in the treasury stock method calculation if the effect were dilutive and 227,126 and 1,465,962 units for the nine months ended September 30, 2020 and 2019, respectively.

v3.20.2
Equity-Based Compensation
9 Months Ended
Sep. 30, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Equity-Based Compensation

7. EQUITY-BASED COMPENSATION

Partnership Units

Prior to the Company’s restructuring and IPO, the business operated as a partnership and its ownership structure was comprised of common partners (principally outside investors) holding units. The common partners contributed capital to the partnership and were not subject to vesting. Units granted to Managing Directors upon joining the Company and as part of annual incentive compensation generally vested based on service over five to eight years. Certain non-Managing Director employees were granted units as part of their incentive arrangements and these units generally vested based on service ratably over four years. In connection with the Company’s restructuring and IPO, substantially all of the Managing Director partner equity subject to vesting was accelerated. Units granted to non-Managing Director employees were not accelerated in connection with the Company’s restructuring and IPO and continue to vest based on the original terms of the grant.

In connection with the reorganization and IPO, Group LP issued Class A partnership units to Moelis & Company and to certain existing unit holders. Following the reorganization, a Class A partnership unit (not held by Moelis & Company or its subsidiaries) is exchangeable into one share of Moelis & Company Class A common stock and represents the Company’s noncontrolling interests. As of September 30, 2020, partners held 11,051,045 Class A partnership units.

The Company recognized compensation expenses of $0 and $30 for the three months ended September 30, 2020 and 2019, respectively, and $39 and $180 for the nine months ended September 30, 2020 and 2019.

2014 Omnibus Incentive Plan

In connection with the IPO, the Company adopted the Moelis & Company 2014 Omnibus Incentive Plan (the “Plan”) to provide additional incentives to selected officers, employees, Managing Directors, non-employee directors, independent contractors, partners, senior advisors and consultants. The Plan provides for the issuance of incentive stock options (“ISOs”), nonqualified stock options, stock appreciation rights (“SARs”), restricted stock, RSUs, stock bonuses, other stock-based awards and cash awards.

Share Repurchase Plan

In the first quarter of 2015, the Board of Directors authorized the repurchase of up to $25 million of shares of Class A common stock of the Company and/or Class A partnership units of Group LP with no expiration date. Under this share repurchase program, shares may be repurchased from time to time in open market transactions, in privately negotiated transactions or otherwise. The timing and the actual number of shares repurchased will be opportunistic and measured in nature and will depend on a variety of factors, including price and market conditions. In February 2019, the Board of Directors authorized the repurchase of up to $100 million of shares of Class A common stock and/or Class A partnership units of Group LP with no expiration date. This new authorization replaced the former repurchase program and the remaining authorization under the program was eliminated. Under this share repurchase program, shares may be repurchased from time to time in open market transactions, in privately negotiated transactions or otherwise. The timing and the actual number of shares repurchased will be opportunistic and measured in nature and will depend on a variety of factors, including price and market conditions. The remaining balance of shares authorized for repurchase under the program was $80.9 million as of September 30, 2020.

Restricted Stock and Restricted Stock Units (RSUs)

Pursuant to the Plan and in connection with the Company’s annual compensation process and ongoing hiring process, the Company issues RSUs which generally vest over a service life of four to five years. For the three months ended September 30, 2020 and 2019, the Company recognized expense of $30,090 and $30,343, respectively, and $97,685 and $96,719 for the nine months ended September 30, 2020 and 2019, respectively, in relation to these RSUs. 

The following table summarizes activity related to restricted stock and RSUs for the nine months ended September 30, 2020 and 2019.

 

 

 

Restricted Stock & RSUs

 

 

 

2020

 

 

2019

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

Average

 

 

 

Number of

 

 

Grant Date

 

 

Number of

 

 

Grant Date

 

 

 

Shares

 

 

Fair Value

 

 

Shares

 

 

Fair Value

 

Unvested Balance at January 1,

 

 

8,414,130

 

 

$

 

42.19

 

 

 

8,761,224

 

 

$

 

37.59

 

Granted

 

 

3,913,960

 

 

 

 

37.58

 

 

 

4,060,788

 

 

 

 

45.16

 

Forfeited

 

 

(117,850

)

 

 

 

40.00

 

 

 

(153,487

)

 

 

 

45.05

 

Vested

 

 

(3,201,045

)

 

 

 

38.76

 

 

 

(4,172,237

)

 

 

 

34.75

 

Unvested Balance at September 30,

 

 

9,009,195

 

 

$

 

41.35

 

 

 

8,496,288

 

 

$

 

42.17

 

 

As of September 30, 2020, the total compensation expense related to unvested restricted stock and RSUs not yet recognized was $146,520. The weighted-average period over which this compensation expense is expected to be recognized at September 30, 2020 is 1.6 years.

Stock Options

Pursuant to the Plan, the Company issued 3,501,881 stock options in 2014 which vest over a five-year period. The Company estimated the fair value of stock option awards at grant using the Black-Scholes valuation model with the following assumptions:

 

 

 

 

Assumptions

 

Expected life (in years)

 

 

 

6

 

Weighted-average risk free interest rate

 

 

 

1.91

%

Expected volatility

 

 

 

35

%

Dividend yield

 

 

 

2.72

%

Weighted-average fair value at grant date

 

$

 

6.70

 

 

The Company paid special dividends of $9.05, in aggregate, through September 30, 2020. As required under Section 5 of the Company’s 2014 Omnibus Incentive Plan, the Compensation Committee of the Company’s Board of Directors equitably reduced the exercise price of the Company’s outstanding options to purchase common stock by $9.05 from $25.00 per share to $15.95 per share.

The following table summarizes activity related to stock options for the nine months ended September 30, 2020 and 2019.

 

 

 

 

Stock Options Outstanding

 

 

 

2020

 

 

2019

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

Average

 

 

 

Number

 

 

Exercise Price

 

 

Number

 

 

Exercise Price

 

 

 

Outstanding

 

 

Per Share

 

 

Outstanding

 

 

Per Share

 

Outstanding at January 1,

 

 

728,534

 

 

$

 

15.95

 

 

 

2,017,067

 

 

$

 

15.95

 

Exercises

 

 

(728,534

)

 

 

 

15.95

 

 

 

(471,027

)

 

 

 

15.95

 

Forfeitures or expirations

 

 

 

 

 

 

 

 

 

(3,000

)

 

 

 

15.95

 

Outstanding at September 30,

 

 

 

 

$

 

 

 

 

1,543,040

 

 

$

 

15.95

 

 

For the three months ended September 30, 2020 and 2019, the Company recognized expenses of $0 and $0, respectively, and $0 and $606 for the nine months ended September 30, 2020 and 2019, respectively, related to stock options.

v3.20.2
Stockholders Equity
9 Months Ended
Sep. 30, 2020
Stockholders Equity Note [Abstract]  
Stockholders Equity

8. STOCKHOLDERS EQUITY

Class A Common Stock

In April 2014, the Company issued 15,263,653 shares of Class A common stock in connection with the IPO and reorganization. Since its IPO, the Company has conducted several offerings of Class A common stock in order to facilitate organized liquidity and increase the public float of its Class A common stock. The details of these offerings are displayed below. The Company did not retain any proceeds from the sale of its Class A common stock.

 

 

 

 

Total Shares

 

 

Total Increase in

 

Date of Offering

 

Offered

 

 

Shares Outstanding

 

November, 2014

 

 

6,325,000

 

 

 

4,511,058

 

January, 2017

 

 

5,750,000

 

 

 

5,356,876

 

July, 2017

 

 

6,000,000

 

 

 

5,680,903

 

March, 2018

 

 

5,000,000

 

 

 

4,689,295

 

August, 2018

 

 

5,000,000

 

 

 

4,685,217

 

Total

 

 

28,075,000

 

 

 

24,923,349

 

 

As of September 30, 2020, there were 59,144,937 shares of Class A common stock issued, 3,683,415 shares of treasury stock, and 55,461,522 shares outstanding, and as of December 31, 2019, there were 52,773,617 shares of Class A common stock issued, 2,757,558 shares of treasury stock, and 50,016,059 shares outstanding. The changes in Class A common stock are due primarily to the IPO, offering transactions described above, exchanges of class A partnership units, the exercise of stock options and vesting of restricted stock units in connection with the Company’s annual compensation process and ongoing hiring process.

 

Class B Common Stock

In conjunction with Moelis & Company’s IPO of its Class A common stock, the Company issued 36,158,698 shares of Class B common stock. Moelis & Company Partner Holdings LP (“Partner Holdings”) holds all shares of Class B common stock, enabling it initially to exercise majority voting control over the Company. The economic rights of Class B common stock are based on the ratio of the Class B subscription price to the initial public offering price of shares of Class A common stock (.00055 to 1). Shares of Class B common stock are generally not transferrable and, if transferred other than in the limited circumstances set forth in Moelis & Company’s Amended and Restated Certificate of Incorporation, such shares shall automatically convert into a number of shares of Class A common stock, or dollar equivalent. Each share of Class B common stock may also be converted to a number of Class A shares at the option of the holder. Holders of shares of Class B common stock are entitled to receive dividends of the same type as any dividends payable on outstanding shares of Class A common stock at a ratio of .00055 to 1.

  

 

 

 

Class B Stock

 

 

 

 

 

 

 

 

Purchased /

 

 

 

Purchase Cost

 

Date of Offering

 

Surrendered

 

 

 

(in thousands)

 

November, 2014

 

 

4,507,453

 

 

$

 

28

 

January, 2017

 

 

5,356,876

 

 

 

 

101

 

July, 2017

 

 

5,680,903

 

 

 

 

128

 

March, 2018

 

 

4,689,295

 

 

 

 

135

 

August, 2018

 

 

4,685,217

 

 

 

 

158

 

Total

 

 

24,919,744

 

 

$

 

550

 

 

As of September 30, 2020, and December 31, 2019, 8,490,938 and 10,397,915 shares of Class B common stock were issued and outstanding, respectively, due primarily to the IPO, offering transactions, and Class B conversions described above.

Treasury Stock

During the nine months ended September 30, 2020 and 2019, the Company repurchased 925,857 and 1,046,490 shares, respectively, pursuant to the Company’s share repurchase program and shares repurchased from its employees for the purpose of settling tax liabilities incurred upon the delivery of equity-based compensation awards. The result of the repurchases was an increase of $33,354 and $42,073, respectively, in the treasury stock balance on the Company’s condensed consolidated statements of changes in equity as of September 30, 2020 and 2019.

Noncontrolling Interests

A Group LP Class A partnership unit (not held by Moelis & Company or its subsidiaries) is exchangeable into one share of Moelis & Company Class A common stock and represents the Company’s noncontrolling interests (non-redeemable). As of September 30, 2020 and December 31, 2019, partners held 11,051,045 and 12,958,022 Group LP partnership units, respectively, representing a 17% and 21% noncontrolling interest in Moelis & Company, respectively.

Controlling Interests

Moelis & Company operates and controls all of the business and affairs of Group LP and its operating entity subsidiaries indirectly through its equity interest in Group GP, and thus the 55,461,522 shares of Class A common stock outstanding at September 30, 2020 (50,016,059 as of December 31, 2019), represents the controlling interest.

v3.20.2
Related-Party Transactions
9 Months Ended
Sep. 30, 2020
Related Party Transactions [Abstract]  
Related-Party Transactions

9. RELATED-PARTY TRANSACTIONS

Aircraft Lease— On August 30, 2014, a related party, Moelis & Company Manager LLC ("Manager"), acquired an aircraft with funds received solely from its managing member (Mr. Moelis). The aircraft was used and operated by the Company pursuant to a dry lease with Manager. The terms of the dry lease were comparable to the market rates of leasing from an independent third party. Pursuant to this dry lease arrangement, the lessee is obligated to bear its share of the costs of operating the aircraft. In addition, Mr. Moelis was the other lessee of the aircraft and shared the operating and related costs of the plane in proportion to his respective use pursuant to a cost sharing and operating agreement. On July 12, 2019, the Company terminated its aircraft dry lease with Manager, the lessor, and Mr. Moelis, the other lessee (the “Old Lease”) and the related cost sharing agreement with Mr. Moelis, which were set to expire by their terms on December 31, 2019, and entered into a new dry lease with Manager, the lessor, and Mr. Moelis, the other lessee (the “New Lease”) and cost sharing agreement with Mr. Moelis, which terminate on December 31, 2022. The terms of the New Lease and new cost sharing agreement are substantially similar to the Old Lease and related cost sharing agreement.

For the three months ended September 30, 2020 and 2019, the Company incurred $324 and $413 in aircraft lease costs to be paid to Manager, respectively, and $972 and $1,349 for the nine months ended September 30, 2020 and 2019, respectively.

Promissory Notes —As of September 30, 2020, there were $389 of unsecured promissory notes from employees held by the Company (December 31, 2019: $189). Any outstanding balances are reflected in accrued and other receivables on the condensed consolidated statements of financial condition. The notes bear fixed interest rates ranging from 3.00% to 4.00%. During the nine months ended September 30, 2020 and 2019, the Company received $0 of principal repayments and recognized interest income of $9 and $6, on such notes, respectively, which is included in other income and expenses on the condensed consolidated statements of operations.

Services Agreement —In connection with the Company’s IPO, the Company entered into a services agreement with a related party, Moelis Asset Management LP, whereby the Company provides certain administrative services to Moelis Asset Management LP for a fee. This fee totaled $65 and $60 for the three months ended September 30, 2020 and 2019 and $239 and $188 for the nine months ended September 30, 2020 and 2019, respectively. The amount of the fee is based upon the estimated usage and related expense of all shared services between the Company and Moelis Asset Management LP during the relevant period, and will be assessed periodically by management as per the terms of the agreement. As of September 30, 2020 and December 31, 2019, the Company had no balances due from Moelis Asset Management LP.

Moelis Australia —As of September 30, 2020 and December 31, 2019, the Company had $30 and $0 due from Moelis Australia which is reflected in accrued and other receivables on the condensed consolidated statements of financial condition. These balances consist of amounts due to or from Moelis Australia for advisory services performed as well as billable expenses incurred by the Company on behalf of Moelis Australia during the period. The relationship between the Company and Moelis Australia is governed by a services agreement.

Revenues —From time to time, the Company enters into advisory transactions with Moelis Asset Management LP and its affiliates. The Company earned revenues associated with such transactions of $0 for each of the three months ended September 30, 2020 and 2019, and $0 and $210 for the nine months ended September 30, 2020 and 2019, respectively.  

v3.20.2
Regulatory Requirements
9 Months Ended
Sep. 30, 2020
Regulatory Capital Requirements [Abstract]  
Regulatory Requirements

10. REGULATORY REQUIREMENTS

Under the SEC Uniform Net Capital Rule (SEC Rule 15c3-1) Alternative Standard under Section (a)(1)(ii), the minimum net capital requirement is $250. At September 30, 2020, Moelis U.S. had net capital of $173,163, which was $172,913 in excess of its required net capital. At December 31, 2019, Moelis U.S. had net capital of $160,401 which was $160,151 in excess of its required net capital.

Moelis U.S. does not carry customer accounts and does not otherwise hold funds or securities for, or owe money or securities to, customers and accordingly is exempt under Section (k)(2)(ii) of SEC Rule 15c3-3.

At September 30, 2020, the aggregate regulatory net capital of Moelis UK was $8,280 which exceeded the minimum requirement by $8,221. At December 31, 2019, the aggregate regulatory net capital of Moelis UK was $11,978, which exceeded the minimum requirement by $11,922.

v3.20.2
Commitments and Contingencies
9 Months Ended
Sep. 30, 2020
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

11. COMMITMENTS AND CONTINGENCIES

Bank Line of Credit — In April 2020, the Company renewed its $65,000 revolving credit facility which extended the maturity date to June 30, 2021. Unless the lender issues a notice of termination at least 60 days prior to such maturity date, this facility will automatically extend to June 30, 2022.

Borrowings on the facility bear interest at the greater of a fixed rate of 3.50% per annum or at the borrower’s option of (i) LIBOR plus 1% or (ii) Prime minus 1.50%. As of September 30, 2020 and December 31, 2019, the Company had no borrowings under the credit facility.

As of September 30, 2020, the Company’s available credit under this facility was $60,507 as a result of the issuance of an aggregate amount of $4,493 of various standby letters of credit, which were required in connection with certain office lease and other agreements. The Company incurs a 1% per annum fee on the outstanding balance of issued letters of credit.

Leases —The Company maintains operating leases for corporate offices and an aircraft with various expiration dates, some of which extend through 2036. Some leases include options to terminate or to extend the lease terms. The Company records lease liabilities measured at the present value of anticipated lease payments over the lease term, including options to extend or terminate the lease when it is reasonably certain such options will be exercised. The implicit discount rates used to determine the present value of the Company’s leases are not readily determinable, thus the Company uses its secured borrowing rate, which was determined with reference to our available credit line. See below for additional information about the Company’s leases.

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

September 30,

 

September 30,

($ in thousands)

 

2020

 

 

2019

 

 

 

2020

 

 

2019

 

 

Supplemental Income Statement Information:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating lease cost

 

$

 

6,697

 

 

$

 

3,970

 

 

 

$

 

19,713

 

 

$

 

12,270

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental Cash Flow Information:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating cash outflows for operating leases

 

$

 

5,996

 

 

$

 

4,818

 

 

 

$

 

13,840

 

 

$

 

14,655

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Right-of-use assets obtained in exchange for lease obligations (e.g. new leases and amendments commenced during the period):

 

$

 

1,589

 

 

$

 

6,445

 

 

 

$

 

4,643

 

 

$

 

7,617

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average remaining lease term - operating leases

 

 

 

13.72

 

years

 

 

4.95

 

years

 

 

 

13.72

 

years

 

 

4.95

 

years

Weighted-average discount rate - operating leases

 

 

 

3.53

 

%

 

 

4.00

 

%

 

 

 

3.53

 

%

 

 

4.00

 

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


The future sublease income and maturities of our operating lease liabilities as of September 30, 2020, are as follows:

 

Fiscal year ended

 

Sublease Income

 

 

Operating Leases

 

Remainder of 2020

 

$

 

(215

)

 

$

 

2,986

 

2021

 

 

 

(860

)

 

 

 

19,482

 

2022

 

 

 

(860

)

 

 

 

23,715

 

2023

 

 

 

(860

)

 

 

 

20,484

 

2024

 

 

 

(860

)

 

 

 

18,785

 

Thereafter

 

 

 

(430

)

 

 

 

192,488

 

Total Payments

 

$

 

(4,085

)

 

$

 

277,940

 

 

 

 

 

 

 

 

 

 

 

 

Less: Tenant improvement allowances

 

 

 

 

(21,343

)

Less: Present value adjustment

 

 

 

 

(63,153

)

Total

 

 

$

 

193,444

 

 

Contractual Arrangements —In the normal course of business, the Company enters into contracts that contain a variety of representations and warranties and which provide indemnification for specified losses, including certain indemnification of certain officers, directors and employees.

Legal —In the ordinary course of business, from time to time the Company and its affiliates are involved in judicial or regulatory proceedings, arbitration or mediation concerning matters arising in connection with the conduct of its businesses, including contractual and employment matters. In addition, government agencies and self-regulatory organizations conduct periodic examinations and initiate administrative proceedings regarding the Company’s business, including, among other matters, compliance, accounting and operational matters, that can result in censure, fine, the issuance of cease-and-desist orders or the suspension or expulsion of a broker-dealer, investment advisor, or its directors, officers or employees. In view of the inherent difficulty of determining whether any loss in connection with such matters is probable and whether the amount of such loss can be reasonably estimated, particularly in cases where claimants seek substantial or indeterminate damages or where investigations and proceedings are in the early stages, the Company cannot estimate the amount of such loss or range of loss, if any, related to such matters, how or if such matters will be resolved, when they will ultimately be resolved, or what the eventual settlement, fine, penalty or other relief, if any, might be. Subject to the foregoing, the Company believes, based on current knowledge and after consultation with counsel, that it is not currently party to any material pending proceedings, individually or in the aggregate, the resolution of which would have a material effect on the Company.

v3.20.2
Employee Benefit Plans
9 Months Ended
Sep. 30, 2020
Compensation And Retirement Disclosure [Abstract]  
Employee Benefit Plans

12. EMPLOYEE BENEFIT PLANS

The Company covers substantially all U.S. salaried employees with a defined contribution 401(k) plan. Each salaried employee of the Company who has attained the age of 21 is eligible to participate in the 401(k) plan on their first day of employment. Any employer contributions to the 401(k) plan are entirely at the discretion of the Company. The Company accrued expenses relating to employer matching contributions to the 401(k) plan for the three months ended September 30, 2020 and 2019, in the amounts of $713 and $686, respectively, and $2,119 and $2,054 for the nine months ended September 30, 2020 and 2019, respectively.  

v3.20.2
Income Taxes
9 Months Ended
Sep. 30, 2020
Income Tax Disclosure [Abstract]  
Income Taxes

13. INCOME TAXES

The Company’s operations are comprised of entities that are organized as limited liability companies and limited partnerships. For U.S. federal income tax purposes, taxes related to income earned by these entities represent obligations of their interest holders, except for the New York City unincorporated business tax (“UBT”) and certain other foreign, state, and local taxes. The Company is subject to U.S. corporate federal, state, and local income tax on its allocable share of results of operations from Group LP.

The Company’s provision for income taxes and effective tax rate were $8,534 and 17% and $13,886 and 20%, for the three months ended September 30, 2020 and 2019, respectively. For the nine months ended September 30, 2020 and 2019, the Company’s provision for income taxes were a benefit of $10,195 and expense of $10,662, respectively, compared with pre-tax operating income of $52,680 and $119,204, respectively. The Company’s provision for income taxes included tax benefits recognized in connection with the delivery of equity-based compensation of $7,353 and $13,948 for the nine months ended September 30, 2020 and 2019, respectively. In addition, the Company’s provision for the three and nine months ended September 30, 2020 included benefits of $2,555 and $16,328, respectively, pursuant to certain tax provisions provided under the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) enacted in the United States on March 27, 2020. The CARES Act permits the Company to carry back net operating losses to offset taxable income generated in the five preceding years, some of which were taxed at a federal income tax rate higher than the current enacted rate. The Company has recorded an income tax receivable of $37,811 within deferred tax asset and income tax receivable on the condensed consolidated statement of financial condition related to the operating losses. As some of the calculated tax benefits relate to deductions subject to the Company’s Tax Receivable Agreement, the Company’s liability pursuant to the Tax Receivable Agreement was also re-measured and the estimated impact was recorded within other income and expenses on the condensed consolidated statement of operations.

v3.20.2
Revenues and Business Information
9 Months Ended
Sep. 30, 2020
Segment Reporting [Abstract]  
Revenues and Business Information

14. REVENUES AND BUSINESS INFORMATION

The Company’s activities as an investment banking advisory firm constitute a single business segment offering clients, including corporations, governments, sovereign wealth funds, and financial sponsors, a range of advisory services with expertise across all major industries in mergers and acquisitions, recapitalizations and restructurings, capital markets and other corporate finance matters.

 

Since the financial markets are global in nature, the Company generally manages its business based on the operating results of the enterprise taken as whole, not by geographic region. The following table disaggregates the revenues and assets based on the location of the office that generates the revenues or holds the assets, and therefore may not be reflective of the geography in which our clients are located.

 

 

Three Months Ended September 30,

 

 

 

Nine Months Ended September 30,

 

 

2020

 

 

2019

 

 

 

2020

 

 

2019

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

United States

$

 

177,774

 

 

$

 

191,795

 

 

 

$

 

445,341

 

 

$

 

446,721

 

Europe

 

 

22,513

 

 

 

 

31,729

 

 

 

 

 

53,893

 

 

 

 

54,450

 

Rest of World

 

 

7,317

 

 

 

 

8,176

 

 

 

 

 

22,014

 

 

 

 

21,835

 

Total

$

 

207,604

 

 

$

 

231,700

 

 

 

$

 

521,248

 

 

$

 

523,006

 

 

 

 

September 30,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Assets:

 

 

 

 

 

 

 

 

 

 

United States

 

$

 

960,327

 

 

$

 

934,654

 

Europe

 

 

 

40,579

 

 

 

 

67,247

 

Rest of World

 

 

 

65,015

 

 

 

 

69,798

 

Total

 

$

 

1,065,921

 

 

$

 

1,071,699

 

 

 

As of September 30, 2020, and December 31, 2019, the Company had deferred revenues of $7,494 and $3,023, respectively. These amounts primarily consist of upfront fees and retainers for our services. During the nine months ended September 30, 2020, $2,354 of revenues were recognized from the opening balance of deferred revenues.

 

Due to the factors that may delay or terminate a transaction (see Note 2), the Company does not estimate constrained transaction fees for revenue recognition. Quantitative disclosures of constrained variable consideration are not provided for remaining, wholly unsatisfied, performance obligations. These remaining performance obligations related to retainers, upfront fees and announcement fees are typically associated with contracts that have durations of one year or less.

v3.20.2
Subsequent Events
9 Months Ended
Sep. 30, 2020
Subsequent Events [Abstract]  
Subsequent Events

15. SUBSEQUENT EVENTS

The Board of Directors of Moelis & Company has declared a dividend of $0.3825 per share to be paid on November 30, 2020 to shareholders of record as of November 6, 2020.

v3.20.2
Summary of Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2020
Accounting Policies [Abstract]  
Basis of Accounting

Basis of Accounting —The Company prepared the accompanying condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). As permitted by the interim reporting rules and regulations set forth by the SEC, the condensed consolidated financial statements presented exclude certain financial information and footnote disclosures normally included in audited financial statements prepared in accordance with U.S. GAAP. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all adjustments, consisting of normal recurring adjustments, necessary to fairly present the accompanying unaudited condensed consolidated financial statements. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated audited financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2019.

Consolidation

Consolidation —The Company’s policy is to consolidate (i) entities in which it has a controlling financial interest, (ii) variable interest entities where the Company has a variable interest and is deemed to be the primary beneficiary and (iii) limited partnerships where the Company has ownership of the majority of voting interests. When the Company does not have a controlling interest in an entity, but exerts significant influence over the entity’s operating and financial decisions, the Company applies the equity method of accounting in which it records in earnings its share of income or losses of the entity. All intercompany balances and transactions with the Company’s subsidiaries have been eliminated in consolidation.

Use of Estimates

Use of Estimates —The preparation of condensed consolidated financial statements and related disclosures in conformity with U.S. 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. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the period in which they are determined to be necessary.

In preparing the condensed consolidated financial statements, management makes estimates and assumptions regarding:

 

the adequacy of the allowance for credit losses;

 

the assessment of whether revenues from variable consideration should be constrained due to the probability of a significant revenue reversal;

 

the assessment of probable lease terms and the measurement of the present value of such obligations;

 

 

the measurement and realization of deferred taxes;

 

 

the measurement of amount due pursuant to tax receivable agreement; and

 

 

other matters that affect the reported amounts and disclosures of contingencies in the financial statements.

 

Cash, Cash Equivalents and Restricted Cash

Cash, Cash Equivalents and Restricted Cash —Cash and cash equivalents include all short-term highly liquid investments that are readily convertible to known amounts of cash and have original maturities of three months or less from the date of purchase.

The Company’s cash is maintained in U.S. and non-U.S. bank accounts, of which most bank account balances had little or no insurance coverage (most balances are held in U.S. and U.K. accounts which exceeded the U.S. Federal Deposit Insurance Corporation and U.K. Financial Services Compensation Scheme coverage limits). The Company’s cash equivalents are invested primarily in U.S. Treasury instruments and government securities money markets.

The Company’s restricted cash is comprised of collateral deposits primarily held by certain non-U.S. subsidiaries. These deposits are required for certain direct debit accounts and are also used to satisfy future medical claims. A reconciliation of the Company’s cash, cash equivalents and restricted cash as of September 30, 2020 and 2019, is presented below.

 

 

 

September 30,

 

 

 

2020

 

 

2019

 

Cash

 

$

 

46,026

 

 

$

 

38,387

 

Cash equivalents

 

 

 

39,487

 

 

 

 

10,556

 

Restricted cash

 

 

 

636

 

 

 

 

699

 

Total cash, cash equivalents, and restricted cash shown in the statement of cash flows

 

$

 

86,149

 

 

$

 

49,642

 

 

Additionally, as of December 31, 2019, the Company held cash of $71,798 and cash equivalents of $96,014.

Receivables

Receivables —The accompanying condensed consolidated statements of financial condition present accounts receivable balances net of allowance for credit losses based on the Company’s assessment of the collectability of customer accounts.

Included in the accounts receivable balances at September 30, 2020 and December 31, 2019 were $19,165 and $19,879 of long term receivables related to private funds advisory capital raising engagements, which are generally paid in installments over a period of three to four years. These long term receivables generated interest income of $182 and $241 for the three months ended September 30, 2020 and 2019, respectively, and $568 and $761 for the nine months ended September 30, 2020 and 2019, respectively.

The Company maintains an allowance for credit losses that, in management’s opinion, provides for an adequate reserve to cover losses that may be incurred. For purposes of determining appropriate allowances, the Company stratifies its population of accounts receivable into two categories, one for short-term receivables and a second for private funds advisory receivables. Each population is separately evaluated using an aging method that results in a percentage reserve based on the age of the receivable, in addition to considerations of historical charge-offs and current economic conditions.

After concluding that a reserved accounts receivable is no longer collectible, the Company will charge-off the receivable. This has the effect of reducing both the gross receivable and the allowance for credit losses. If a reserved accounts receivable is subsequently collected, such recoveries reduce the gross receivable and the allowance for credit losses and is a reduction of bad debt expense, which is recorded within other expenses on the condensed consolidated statement of operations. The combination of recoveries and the provision for credit losses of a reported period comprise the Company’s bad debt expense.

On January 1, 2020, the Company adopted Accounting Standards Update No. 2016-13— “Measurement of Credit Losses on Financial Instruments" ("ASU 2016-13") using the modified retrospective method. Upon adoption, a cumulative adjustment was recorded which decreased retained earnings by $459. The tax effect of this adjustment increased retained earnings by $95, resulting in a net decrease of $364 as of January 1, 2020. ASU 2016-13 replaces the incurred loss impairment methodology for financial instruments with the current expected credit loss (CECL) model which requires estimates of future credit losses based on reasonable supporting information. The Company will recognize its expected credit losses for each reporting period going forward.

The following tables summarize credit loss allowance activity for the three and nine months ended September 30, 2020:

 

 

Three Months Ended September 30, 2020

 

 

 

Accounts Receivable

 

 

 

 

Short-term Receivables

 

 

 

Private Funds Advisory Receivables

 

 

 

Total

 

Allowance for Credit Losses, beginning balance

 

$

 

4,507

 

 

$

 

200

 

 

$

 

4,707

 

Charge-offs

 

 

 

(1,428

)

 

 

 

-

 

 

 

 

(1,428

)

Recoveries

 

 

 

(1,235

)

 

 

 

-

 

 

 

 

(1,235

)

Reduction to allowance

 

 

 

(2,663

)

 

 

 

-

 

 

 

 

(2,663

)

Provision for credit losses

 

 

 

2,473

 

 

 

 

(6

)

 

 

 

2,467

 

Allowance for credit losses, ending balance

 

$

 

4,317

 

 

$

 

194

 

 

$

 

4,511

 

 

 

 

Nine Months Ended September 30, 2020

 

 

 

Accounts Receivable

 

 

 

 

Short-term Receivables

 

 

 

Private Funds Advisory Receivables

 

 

 

Total

 

Allowance for Credit Losses, beginning balance

 

$

 

4,088

 

 

$

 

-

 

 

$

 

4,088

 

Adjustment for adoption of ASU 2016-13

 

 

 

260

 

 

 

 

199

 

 

 

 

459

 

Allowance for Credit Losses, adjusted beginning balance

 

 

 

4,348

 

 

 

 

199

 

 

 

 

4,547

 

Charge-offs

 

 

 

(2,844

)

 

 

 

-

 

 

 

 

(2,844

)

Recoveries

 

 

 

(2,471

)

 

 

 

(26

)

 

 

 

(2,497

)

Reduction to allowance

 

 

 

(5,315

)

 

 

 

(26

)

 

 

 

(5,341

)

Provision for credit losses

 

 

 

5,284

 

 

 

 

21

 

 

 

 

5,305

 

Allowance for credit losses, ending balance

 

$

 

4,317

 

 

$

 

194

 

 

$

 

4,511

 

 

Deferred Compensation

Deferred Compensation —Deferred compensation costs represent arrangements with certain employees whereby cash payments are subject to a required period of service subsequent to payment by the Company. These amounts are charged to expenses over the period that the employee is required to provide services in order to vest in the payment.

Financial Instruments at Fair Value

Financial Instruments at Fair Value —Fair value is generally based on quoted prices, however if quoted market prices are not available, fair value is determined based on other relevant factors, including dealer price quotations, price activity for equivalent instruments and valuation pricing models. The Company established a fair value hierarchy which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is affected by a number of factors, including the type of instrument, the characteristics specific to the instrument and the state of the marketplace (including the existence and transparency of transactions between market participants). Financial instruments with readily-available actively quoted prices or for which fair value can be measured from actively-quoted prices in an orderly market will generally have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Financial instruments measured and reported at fair value are classified and disclosed in one of the following categories (from highest to lowest) based on inputs:

Level 1 —Quoted prices (unadjusted) are available in active markets for identical instruments that the Company has the ability to access as of the reporting date. The Company, to the extent that it holds such instruments, does not adjust the quoted price for these instruments, even in situations in which the Company holds a large position and a sale could reasonably affect the quoted price.

Level 2 —Pricing inputs are observable for the instruments, either directly or indirectly, as of the reporting date, but are not the same as those used in Level 1. Fair value is determined through the use of models or other valuation methodologies.

Level 3 —Pricing inputs are unobservable for the instruments and include situations where there is little, if any, market activity for the investments. The inputs into the determination of fair value require significant judgment or estimation by the Company’s management.

For level 3 investments in which pricing inputs are unobservable and limited market activity exists, management’s determination of fair value is based on the best information available, may incorporate management’s own assumptions and involves a significant degree of judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given investment is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the instrument.

Equity Method Investments

Equity Method Investments —The Company accounts for its equity method investments under the equity method of accounting as the Company does not control these entities but has the ability to exercise significant influence. The amounts recorded in investments on the condensed consolidated statements of financial condition reflect the Company’s share of contributions made to, distributions received from, and the equity earnings and losses of, the investments. The Company reflects its share of gains and losses of the investment in other income and expenses in the condensed consolidated statements of operations using the most recently available earnings data at the end of the period.

Leases

Leases — The Company maintains operating leases for corporate offices and an aircraft. The Company determines if a contract contains a lease at inception. Operating leases are recorded as right-of-use (“ROU”) assets and lease liabilities on the condensed consolidated statements of financial condition. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease liabilities are recognized at the lease commencement date and are measured at the present value of anticipated lease payments over the lease term. The operating lease ROU assets are equal to the lease liabilities, adjusted for certain lease incentives, accrued rents, and prepaid rents. Typically, our borrowing rate is used to determine the present value of lease payments because the implicit rate is not readily determinable. Our lease terms may include options to extend or terminate the lease. These options are factored into our present value calculations when it is reasonably certain that such options will be exercised. Operating lease expense is recognized on a straight-line basis over the lease term.

Adoption of ASU 2016-02

In February 2016, the FASB issued Accounting Standards Update 2016-02—Leases (“ASU 2016-02”) to improve transparency and comparability among organizations by requiring the recognition of ROU assets and lease liabilities on the balance sheet. Additionally, in July 2018, the FASB issued ASU 2018-11 which permits entities to apply the requirements of ASU 2016-02 as of the adoption date, as opposed to the earliest comparative period disclosed.

The Company adopted both standards as of January 1, 2019, and is applying the requirements of ASU 2016-02 as of the adoption date instead of the earliest comparative period disclosed. In addition, we elected to use certain practical expedients to assist in our transition and are not reassessing the identification and classification of leases upon adoption. Upon adoption, the Company recorded lease liabilities and corresponding ROU assets of $63,252. The ROU assets were adjusted for prepaid rent and accrued rent, which reduced our opening balances of prepaid expenses and other assets and other liabilities by $1,666 and $7,139, respectively. The adoption of ASU 2016-02 did not have a material impact to our condensed consolidated statements of operations.

Software

Software Costs related to implementation of cloud computing arrangements that qualify for capitalization are stated at cost less accumulated amortization within prepaid and other assets on the Company’s condensed consolidated statement of financial condition. Such capitalized costs are amortized using the straight-line method over the term of the cloud computing service contract or another rational basis, beginning when the cloud computing arrangement is substantially complete and ready for its intended use. All costs not directly related to the implementation of cloud computing arrangements, including overhead costs and costs of service agreements, will be expensed in the period they are incurred. The amortization expense of such capitalized costs will be presented under communication, technology and information services on the condensed consolidated statement of operations.

Effective January 1, 2020, the Company adopted ASU 2018-15, “Goodwill and Other —Internal Use Software” using a prospective approach (“ASU 2018-15”). ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in cloud computing arrangements with the requirements for capitalizing costs to develop or obtain internal-use software. See Note 4—Fixed and Intangible Assets below for further details on the Company’s capitalized cloud computing arrangements.

Equipment and Leasehold Improvements

Equipment and Leasehold Improvements —Office equipment and furniture and fixtures are stated at cost less accumulated depreciation, which is determined using the straight-line method over the estimated useful lives of the assets, ranging from three to seven years, respectively. Leasehold improvements are stated at cost less accumulated amortization, which is determined using the straight-line method over the lesser of the term of the lease or the estimated useful life of the asset.

Major renewals and improvements are capitalized and minor replacements, maintenance and repairs are charged to expenses as incurred. Assets that are in development and have not yet been placed in service are generally classified as “Construction in Progress” and are reclassified to the appropriate category when the associated assets are placed in service. Upon retirement or disposal of assets, the cost and related accumulated depreciation or amortization are removed from the condensed consolidated statements of financial condition and any gain or loss is reflected in the condensed consolidated statements of operations.

Deferred Tax Asset and Amount Due Pursuant to Tax Receivable Agreement

Deferred Tax Asset and Amount Due Pursuant to Tax Receivable Agreement —In conjunction with the IPO, the Company was  treated for U.S. federal income tax purposes as having directly purchased Class A partnership units in Group LP from the existing unitholders. Additional Group LP Class A partnership units may be exchanged for shares of Class A common stock in the Company. The initial purchase and future exchanges are expected to result in an increase in the tax basis of Group LP’s assets attributable to the Company’s interest in Group LP. These increases in the tax basis of Group LP’s assets attributable to the Company’s interest in Group LP would not have been available but for the initial purchase and future exchanges. Such increases in tax basis are likely to increase (for tax purposes) depreciation and amortization deductions and therefore reduce the amount of income tax the Company would otherwise be required to pay in the future. As a result, the Company records a deferred tax asset for such increase in tax basis.

The Company has entered into a tax receivable agreement with its eligible Managing Directors that will provide for the payment by the Company to its eligible Managing Directors of 85% of the amount of cash savings, if any, in U.S. federal, state, and local income tax or franchise tax that the Company actually realizes as a result of (a) the increases in tax basis attributable to exchanges by its eligible Managing Directors and (b) tax benefits related to imputed interest deemed to be paid by the Company as a result of this tax receivable agreement. The Company expects to benefit from the remaining 15% of cash savings, if any, in income tax that it realizes and record any such estimated tax benefits as an increase to additional paid-in-capital. For purposes of the tax receivable agreement, cash savings in income tax will be computed by comparing the Company’s actual income tax liability to the amount of such taxes that it would have been required to pay had there been no increase to the tax basis of the tangible and intangible assets of Group LP as a result of the exchanges and had it not entered into the tax receivable agreement. The term of the tax receivable agreement commenced upon consummation of the IPO and will continue until all such tax benefits have been utilized or expired, unless the Company exercises its right to terminate the tax receivable agreement for an amount based on an agreed value of payments remaining to be made under the agreement. The Company has recorded the estimated tax benefits related to the increase in tax basis and imputed interest as a result of the initial purchase and subsequent exchanges described above as a deferred tax asset in the condensed consolidated statements of financial condition. The amount due to its eligible Managing Directors related to the tax receivable agreement as a result of the initial purchase and subsequent exchanges described above is recorded as amount due pursuant to tax receivable agreement in the condensed consolidated statements of financial condition. The amounts recorded for the deferred tax asset and the liability for our obligations under the tax receivable agreement are estimates. Any adjustments to our estimates subsequent to their initial establishment will be included in net income (loss). Future exchanges of Class A partnership units in Group LP for Class A common shares in the Company will be accounted for in a similar manner.

Revenue and Expense Recognition

Revenue and Expense Recognition—We earn substantially all of our revenues from advisory engagements and, in many cases, we are not paid until the completion of an underlying transaction. The Company recognizes revenues from providing advisory services when or as our obligations are fulfilled and collection is reasonably assured. The vast majority of our advisory revenues, which include reimbursements for certain out-of-pocket expenses, are recognized over time; however, a small number of transactions may be recognized at a point in time. We provide our advisory service on an ongoing basis which, for example, may include evaluating and selecting one of multiple strategies. During such engagements, our clients are continuously benefitting from our counsel and the over time recognition matches the transfer of such benefits. However, the recognition of transaction fees is constrained until substantially all services have been provided, specified conditions have been met and it is probable that a significant reversal of revenue will not occur in a future period. Upfront fees and retainers specified in our engagement letters that meet the over time criteria will be recognized on a systematic basis over the estimated period where the related services are performed. Revenues may be recognized at a point in time if the engagement represents a singular objective that does not transfer any notable value until formally completed, such as when issuing a fairness opinion. In these instances, the point in time recognition appropriately matches the transfer and consumption of our services.

Incremental costs of obtaining a contract are expensed as incurred since such costs are generally not recoverable and the typical duration of our advisory contracts is less than one year. Costs to fulfill contracts consist of out-of-pocket expenses that are part of performing our advisory services and are typically expensed as incurred, except where the transfer and consumption of our services occurs at a point in time. For engagements recognized at a point in time, out-of-pocket expenses are capitalized and subsequently expensed in the condensed consolidated statement of operations upon completion of the engagement. The Company records deferred revenues when it receives fees from clients that have not yet been earned (e.g. an upfront fee) or when the Company has an unconditional right to consideration before all performance obligations are complete (e.g. upon satisfying conditions to earn an announcement fee, but before the transaction is consummated).

Complications that may terminate or delay a transaction include failure to agree upon final terms with the counterparty, failure to obtain required regulatory consents, failure to obtain board or stockholder approvals, failure to secure financing, adverse market conditions or unexpected operating or financial problems related to either party to the transaction. In these circumstances, we often do not receive advisory fees that would have been received if the transaction had been completed, despite the fact that we may have devoted considerable time and resources to the transaction. Barriers to the completion of a restructuring transaction may include a lack of anticipated bidders for the assets of our client, the inability of our client to restructure its operations, or indebtedness due to a failure to reach agreement with its creditors. In these circumstances, our fees are generally limited to monthly retainer fees and reimbursement of certain out-of-pocket expenses.

We do not allocate our revenue by the type of advice we provide because of the complexity of the transactions on which we may earn revenue and our holistic approach to client service. For example, a restructuring engagement may evolve to require a sale of all or a portion of the client, M&A assignments can develop from relationships established on prior restructuring engagements, and capital markets expertise can be instrumental on both M&A and restructuring assignments.

Equity-based Compensation

Equity-based Compensation The Company recognizes the cost of services received in exchange for equity instrument awards. The cost is based on its grant-date fair value based on quoted market prices at the time of grant amortized over the service period required by the award’s vesting terms. The Company records as treasury stock shares repurchased from its employees for the purpose of settling tax liabilities incurred upon the vesting of restricted stock units (“RSUs”). The Company records dividends in kind, net of forfeitures, on outstanding RSUs as a reduction of retained earnings with a corresponding increase in additional paid-in capital, resulting in no net change to equity. Dividends in kind on RSUs are subject to the same vesting conditions as the underlying RSUs on which they were accrued. Dividends in kind will be forfeited if the underlying award does not vest.

The Company has a retirement plan whereby a retiring employee generally will not forfeit certain qualifying incentive RSUs granted during employment if at retirement the employee meets certain requirements. For qualifying awards issued prior to December 1, 2016, the employee must (i) be at least 54 years old and (ii) have provided at least 8 consecutive years of service to the Company. For qualifying awards issued on or after December 1, 2016, (i) the employee must be at least 56 years old, (ii) the employee must have provided at least 5 consecutive years of service to the Company and (iii) the total of (i) and (ii) must be equal to at least 65 years. Any such RSUs will continue to vest on their applicable vesting schedule, subject to noncompetition and other terms. Over time a greater number of employees may become retirement eligible and the related requisite service period over which we will expense these awards will be shorter than the stated vesting period. Any unvested RSUs are eligible to receive dividends in kind; however, the right to dividends in kind will be forfeited if the underlying award does not vest.

Effective January 1, 2019, the Company adopted ASU 2018-07, “Compensation—Stock Compensation” (“ASU 2018-07”) using the modified retrospective method. The adoption of this new standard generally requires the accounting for equity-based payments to nonemployees to be consistent with the accounting for employees. As a result, the Company will recognize the cost of services received from a nonemployee in exchange for an equity instrument based on the award’s grant-date fair value. Unsettled equity-based payments to nonemployees have been remeasured at fair value as of the adoption date. No adjustment to the opening balance of retained earnings was required.

Income Taxes

Income Taxes The Company accounts for income taxes in accordance with ASC 740, “Accounting for Income Taxes” (“ASC 740”), which requires the recognition of tax benefits or expenses on temporary differences between the financial reporting and tax bases of its assets and liabilities by applying the enacted tax rates in effect for the year in which the differences are expected to reverse. Such net tax effects on temporary differences are reflected on the Company’s condensed consolidated statements of financial condition as deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when the Company believes that it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized.

ASC 740-10 prescribes a two-step approach for the recognition and measurement of tax benefits associated with the positions taken or expected to be taken in a tax return that affect amounts reported in the financial statements. The Company has reviewed and will continue to review the conclusions reached regarding uncertain tax positions, which may be subject to review and adjustment at a later date based on ongoing analyses of tax laws, regulations and interpretations thereof. For the three and nine months ended September 30, 2020 and 2019, no unrecognized tax benefit was recorded. To the extent that the Company’s assessment of the conclusions reached regarding uncertain tax positions changes as a result of the evaluation of new information, such change in estimate will be recorded in the period in which such determination is made. The Company reports income tax-related interest and penalties relating to uncertain tax positions, if applicable, as a component of income tax expense. For the three and nine months ended September 30, 2020 and 2019, no such amounts were recorded.

The Company recognizes excess tax benefits and deficiencies as income tax benefits or expenses in the condensed consolidated statement of operations. These are reflected in accounts payable, accrued expenses and other liabilities within the condensed consolidated statement of cash flows.

Foreign Currency Translation

Foreign Currency Translation Assets and liabilities held in non-U.S. dollar denominated currencies are translated into U.S. dollars at exchange rates in effect at the end of the reporting period. Revenues and expenses are translated at average exchange rates during the reporting period. A charge or credit is recorded to other comprehensive income to reflect the translation of these amounts to the extent the non-U.S. currency is designated the functional currency of the subsidiary. Non-functional currency related transaction gains and losses are immediately recorded in the condensed consolidated statements of operations.

v3.20.2
Summary of Significant Accounting Policies (Tables)
9 Months Ended
Sep. 30, 2020
Accounting Policies [Abstract]  
Summary of Cash, Cash Equivalents and Restricted Cash A reconciliation of the Company’s cash, cash equivalents and restricted cash as of September 30, 2020 and 2019, is presented below.

 

 

September 30,

 

 

 

2020

 

 

2019

 

Cash

 

$

 

46,026

 

 

$

 

38,387

 

Cash equivalents

 

 

 

39,487

 

 

 

 

10,556

 

Restricted cash

 

 

 

636

 

 

 

 

699

 

Total cash, cash equivalents, and restricted cash shown in the statement of cash flows

 

$

 

86,149

 

 

$

 

49,642

 

 

Summary of Credit Loss Allowance Activity

The following tables summarize credit loss allowance activity for the three and nine months ended September 30, 2020:

 

 

Three Months Ended September 30, 2020

 

 

 

Accounts Receivable

 

 

 

 

Short-term Receivables

 

 

 

Private Funds Advisory Receivables

 

 

 

Total

 

Allowance for Credit Losses, beginning balance

 

$

 

4,507

 

 

$

 

200

 

 

$

 

4,707

 

Charge-offs

 

 

 

(1,428

)

 

 

 

-

 

 

 

 

(1,428

)

Recoveries

 

 

 

(1,235

)

 

 

 

-

 

 

 

 

(1,235

)

Reduction to allowance

 

 

 

(2,663

)

 

 

 

-

 

 

 

 

(2,663

)

Provision for credit losses

 

 

 

2,473

 

 

 

 

(6

)

 

 

 

2,467

 

Allowance for credit losses, ending balance

 

$

 

4,317

 

 

$

 

194

 

 

$

 

4,511

 

 

 

 

Nine Months Ended September 30, 2020

 

 

 

Accounts Receivable

 

 

 

 

Short-term Receivables

 

 

 

Private Funds Advisory Receivables

 

 

 

Total

 

Allowance for Credit Losses, beginning balance

 

$

 

4,088

 

 

$

 

-

 

 

$

 

4,088

 

Adjustment for adoption of ASU 2016-13

 

 

 

260

 

 

 

 

199

 

 

 

 

459

 

Allowance for Credit Losses, adjusted beginning balance

 

 

 

4,348

 

 

 

 

199

 

 

 

 

4,547

 

Charge-offs

 

 

 

(2,844

)

 

 

 

-

 

 

 

 

(2,844

)

Recoveries

 

 

 

(2,471

)

 

 

 

(26

)

 

 

 

(2,497

)

Reduction to allowance

 

 

 

(5,315

)

 

 

 

(26

)

 

 

 

(5,341

)

Provision for credit losses

 

 

 

5,284

 

 

 

 

21

 

 

 

 

5,305

 

Allowance for credit losses, ending balance

 

$

 

4,317

 

 

$

 

194

 

 

$

 

4,511

 

 

v3.20.2
Fixed and Intangible Assets (Tables)
9 Months Ended
Sep. 30, 2020
Property Plant And Equipment [Abstract]  
Schedule of Equipment and Leasehold Improvements, Net

Equipment and leasehold improvements, net consists of the following:

 

 

September 30,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Office equipment

 

$

 

13,033

 

 

$

 

13,593

 

Furniture and fixtures

 

 

 

5,045

 

 

 

 

5,054

 

Leasehold improvements

 

 

 

15,189

 

 

 

 

15,294

 

Construction in progress

 

 

 

32,105

 

 

 

 

2,108

 

Total

 

 

 

65,372

 

 

 

 

36,049

 

Less accumulated depreciation and amortization

 

 

 

(23,372

)

 

 

 

(22,057

)

Equipment and leasehold improvements, net

 

$

 

42,000

 

 

$

 

13,992

 

 

v3.20.2
Investments (Tables)
9 Months Ended
Sep. 30, 2020
Investments All Other Investments [Abstract]  
Summary of the Levels of the Fair Value Hierarchy into Which the Company's Financial Assets Fall

The following table summarizes the levels of the fair value hierarchy into which the Company’s financial assets fall as of September 30, 2020:

 

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Included in cash and cash equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasury instruments

 

$

 

15,000

 

 

$

 

 

$

 

15,000

 

 

$

 

Government securities money market

 

 

 

24,487

 

 

 

 

 

 

 

24,487

 

 

 

 

Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasury instruments

 

 

 

180,828

 

 

 

 

 

 

 

 

180,828

 

 

 

 

Common stock

 

 

 

1,117

 

 

 

 

1,117

 

 

 

 

 

 

 

 

Total financial assets

 

$

 

221,432

 

 

$

 

1,117

 

 

$

 

220,315

 

 

$

 

 

The following table summarizes the levels of the fair value hierarchy into which the Company’s financial assets fall as of December 31, 2019:

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Included in cash and cash equivalents

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasury instruments

 

$

 

62,949

 

 

$

 

 

 

$

 

62,949

 

 

$

 

Government securities money market

 

 

 

33,065

 

 

 

 

 

 

 

33,065

 

 

 

 

Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasury instruments

 

 

 

173,960

 

 

 

 

 

 

 

173,960

 

 

 

 

Common stock

 

 

 

327

 

 

 

 

327

 

 

 

 

 

 

 

 

Total financial assets

 

$

 

270,301

 

 

$

 

327

 

 

$

 

269,974

 

 

$

 

 

v3.20.2
Net Income (Loss) Per Share Attributable to Class A Common Shareholders (Tables)
9 Months Ended
Sep. 30, 2020
Earnings Per Share [Abstract]  
Schedule of Calculations of Basic and Diluted Net Income (Loss) Per Share

The calculations of basic and diluted net income (loss) per share attributable to holders of shares of Class A common stock for the three and nine months ended September 30, 2020 and 2019 are presented below.

 

 

 

Three Months Ended September 30,

 

 

 

Nine Months Ended September 30,

 

 

(dollars in thousands, except per share amounts)

 

2020

 

 

 

2019

 

 

 

2020

 

 

 

2019

 

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) attributable to holders of shares of Class A common stock—basic

 

$

 

32,951

 

 

 

$

 

40,615

 

 

 

$

 

52,349

 

 

 

$

 

83,644

 

 

Add (deduct) dilutive effect of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noncontrolling interests related to Class A partnership units

 

 

 

 

 

(a)

 

 

 

 

 

(a)

 

 

 

 

 

(a)

 

 

 

 

 

(a)

Net income (loss) attributable to holders of shares of Class A common stock—diluted

 

$

 

32,951

 

 

 

$

 

40,615

 

 

 

$

 

52,349

 

 

 

$

 

83,644

 

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares of Class A common stock outstanding—basic

 

 

 

56,803,430

 

 

 

 

 

51,079,746

 

 

 

 

 

55,263,689

 

 

 

 

 

49,796,867

 

 

Add (deduct) dilutive effect of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noncontrolling interests related to Class A partnership units

 

 

 

 

 

(a)

 

 

 

 

 

(a)

 

 

 

 

 

(a)

 

 

 

 

 

(a)

Weighted average number of incremental shares issuable from unvested restricted stock, RSUs and stock options, as calculated using the treasury stock method

 

 

 

3,864,654

 

(b)

 

 

 

4,388,982

 

(b)

 

 

 

3,977,450

 

(b)

 

 

 

5,348,381

 

(b)

Weighted average shares of Class A common stock outstanding—diluted

 

 

 

60,668,084

 

 

 

 

 

55,468,728

 

 

 

 

 

59,241,139

 

 

 

 

 

55,145,248

 

 

Net income (loss) per share attributable to holders of shares of Class A common stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

 

0.58

 

 

 

$

 

0.80

 

 

 

$

 

0.95

 

 

 

$

 

1.68

 

 

Diluted

 

$

 

0.54

 

 

 

$

 

0.73

 

 

 

$

 

0.88

 

 

 

$

 

1.52

 

 

 

We have not included the impact of Class B common stock because these shares are entitled to an insignificant amount of economic participation.

 

(a)

Class A partnership units may be exchanged for Moelis & Company Class A common stock on a one-for-one basis, subject to applicable lock-up, vesting and transfer restrictions. If all Class A partnership units were to be exchanged for Class A common stock, fully diluted Class A common stock outstanding would be 71,774,582 and 68,459,164 for the three months ended September 30, 2020 and 2019, respectively, and 71,151,424 and 68,163,860 for the nine months ended September 30, 2020 and 2019, respectively. In computing the dilutive effect, if any, that the aforementioned exchange would have on net income (loss) per share, net income (loss) available to holders of Class A common stock would be adjusted due to the elimination of the noncontrolling interests in consolidated entities associated with the Group LP Class A partnership units (including any tax impact). For the three and nine months ended September 30, 2020 and 2019, such exchange is not reflected in diluted net income (loss) per share as the assumed exchange is not dilutive.

 

 

(b)

Certain shares of Moelis & Company’s Class A common stock assumed to be issued pursuant to certain RSUs as calculated using the treasury stock method were antidilutive and therefore have been excluded from the calculation of diluted net income (loss) per share attributable to Moelis & Company for certain periods. During the three months ended September 30, 2020 and 2019, there were 1,847 and 51,426 RSUs, respectively, that would have been included in the treasury stock method calculation if the effect were dilutive and 227,126 and 1,465,962 units for the nine months ended September 30, 2020 and 2019, respectively.

v3.20.2
Equity-Based Compensation (Tables)
9 Months Ended
Sep. 30, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Summary of Activity Related to Restricted Stock and RSUs

The following table summarizes activity related to restricted stock and RSUs for the nine months ended September 30, 2020 and 2019.

 

 

 

Restricted Stock & RSUs

 

 

 

2020

 

 

2019

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

Average

 

 

 

Number of

 

 

Grant Date

 

 

Number of

 

 

Grant Date

 

 

 

Shares

 

 

Fair Value

 

 

Shares

 

 

Fair Value

 

Unvested Balance at January 1,

 

 

8,414,130

 

 

$

 

42.19

 

 

 

8,761,224

 

 

$

 

37.59

 

Granted

 

 

3,913,960

 

 

 

 

37.58

 

 

 

4,060,788

 

 

 

 

45.16

 

Forfeited

 

 

(117,850

)

 

 

 

40.00

 

 

 

(153,487

)

 

 

 

45.05

 

Vested

 

 

(3,201,045

)

 

 

 

38.76

 

 

 

(4,172,237

)

 

 

 

34.75

 

Unvested Balance at September 30,

 

 

9,009,195

 

 

$

 

41.35

 

 

 

8,496,288

 

 

$

 

42.17

 

Schedule of Assumptions Used to Estimate the Fair Value of Stock Option Using the Black-Scholes Valuation model The Company estimated the fair value of stock option awards at grant using the Black-Scholes valuation model with the following assumptions:

 

 

 

Assumptions

 

Expected life (in years)

 

 

 

6

 

Weighted-average risk free interest rate

 

 

 

1.91

%

Expected volatility

 

 

 

35

%

Dividend yield

 

 

 

2.72

%

Weighted-average fair value at grant date

 

$

 

6.70

 

Summary of Activity Related to Stock Options

The following table summarizes activity related to stock options for the nine months ended September 30, 2020 and 2019.

 

 

 

 

Stock Options Outstanding

 

 

 

2020

 

 

2019

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

Average

 

 

 

Number

 

 

Exercise Price

 

 

Number

 

 

Exercise Price

 

 

 

Outstanding

 

 

Per Share

 

 

Outstanding

 

 

Per Share

 

Outstanding at January 1,

 

 

728,534

 

 

$

 

15.95

 

 

 

2,017,067

 

 

$

 

15.95

 

Exercises

 

 

(728,534

)

 

 

 

15.95

 

 

 

(471,027

)

 

 

 

15.95

 

Forfeitures or expirations

 

 

 

 

 

 

 

 

 

(3,000

)

 

 

 

15.95

 

Outstanding at September 30,

 

 

 

 

$

 

 

 

 

1,543,040

 

 

$

 

15.95

 

v3.20.2
Stockholders Equity (Tables)
9 Months Ended
Sep. 30, 2020
Class A Common Stock  
Schedule of Shares Offered and Increase in Shares Outstanding in Follow-on Offerings

 

 

 

Total Shares

 

 

Total Increase in

 

Date of Offering

 

Offered

 

 

Shares Outstanding

 

November, 2014

 

 

6,325,000

 

 

 

4,511,058

 

January, 2017

 

 

5,750,000

 

 

 

5,356,876

 

July, 2017

 

 

6,000,000

 

 

 

5,680,903

 

March, 2018

 

 

5,000,000

 

 

 

4,689,295

 

August, 2018

 

 

5,000,000

 

 

 

4,685,217

 

Total

 

 

28,075,000

 

 

 

24,923,349

 

Class B Common Stock  
Schedule of Shares Offered and Increase in Shares Outstanding in Follow-on Offerings

 

 

 

Class B Stock

 

 

 

 

 

 

 

 

Purchased /

 

 

 

Purchase Cost

 

Date of Offering

 

Surrendered

 

 

 

(in thousands)

 

November, 2014

 

 

4,507,453

 

 

$

 

28

 

January, 2017

 

 

5,356,876

 

 

 

 

101

 

July, 2017

 

 

5,680,903

 

 

 

 

128

 

March, 2018

 

 

4,689,295

 

 

 

 

135

 

August, 2018

 

 

4,685,217

 

 

 

 

158

 

Total

 

 

24,919,744

 

 

$

 

550

 

v3.20.2
Commitments and Contingencies (Tables)
9 Months Ended
Sep. 30, 2020
Commitments And Contingencies Disclosure [Abstract]  
Schedule of Additional Leases Information See below for additional information about the Company’s leases.

 

 

Three Months Ended

 

Nine Months Ended

 

 

September 30,

 

September 30,

($ in thousands)

 

2020

 

 

2019

 

 

 

2020

 

 

2019

 

 

Supplemental Income Statement Information:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating lease cost

 

$

 

6,697

 

 

$

 

3,970

 

 

 

$

 

19,713

 

 

$

 

12,270

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental Cash Flow Information:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net operating cash outflows for operating leases

 

$

 

5,996

 

 

$

 

4,818

 

 

 

$

 

13,840

 

 

$

 

14,655

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Right-of-use assets obtained in exchange for lease obligations (e.g. new leases and amendments commenced during the period):

 

$

 

1,589

 

 

$

 

6,445

 

 

 

$

 

4,643

 

 

$

 

7,617

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Information

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average remaining lease term - operating leases

 

 

 

13.72

 

years

 

 

4.95

 

years

 

 

 

13.72

 

years

 

 

4.95

 

years

Weighted-average discount rate - operating leases

 

 

 

3.53

 

%

 

 

4.00

 

%

 

 

 

3.53

 

%

 

 

4.00

 

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Schedule of Future Sublease Income and Maturities of Our Operating Lease Liabilities

The future sublease income and maturities of our operating lease liabilities as of September 30, 2020, are as follows:

 

Fiscal year ended

 

Sublease Income

 

 

Operating Leases

 

Remainder of 2020

 

$

 

(215

)

 

$

 

2,986

 

2021

 

 

 

(860

)

 

 

 

19,482

 

2022

 

 

 

(860

)

 

 

 

23,715

 

2023

 

 

 

(860

)

 

 

 

20,484

 

2024

 

 

 

(860

)

 

 

 

18,785

 

Thereafter

 

 

 

(430

)

 

 

 

192,488

 

Total Payments

 

$

 

(4,085

)

 

$

 

277,940

 

 

 

 

 

 

 

 

 

 

 

 

Less: Tenant improvement allowances

 

 

 

 

(21,343

)

Less: Present value adjustment

 

 

 

 

(63,153

)

Total

 

 

$

 

193,444

 

v3.20.2
Revenues and Business Information (Tables)
9 Months Ended
Sep. 30, 2020
Segment Reporting [Abstract]  
Schedule of Geographical Distribution of Revenues and Assets

 

 

Three Months Ended September 30,

 

 

 

Nine Months Ended September 30,

 

 

2020

 

 

2019

 

 

 

2020

 

 

2019

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

United States

$

 

177,774

 

 

$

 

191,795

 

 

 

$

 

445,341

 

 

$

 

446,721

 

Europe

 

 

22,513

 

 

 

 

31,729

 

 

 

 

 

53,893

 

 

 

 

54,450

 

Rest of World

 

 

7,317

 

 

 

 

8,176

 

 

 

 

 

22,014

 

 

 

 

21,835

 

Total

$

 

207,604

 

 

$

 

231,700

 

 

 

$

 

521,248

 

 

$

 

523,006

 

 

 

 

September 30,

 

 

December 31,

 

 

 

2020

 

 

2019

 

Assets:

 

 

 

 

 

 

 

 

 

 

United States

 

$

 

960,327

 

 

$

 

934,654

 

Europe

 

 

 

40,579

 

 

 

 

67,247

 

Rest of World

 

 

 

65,015

 

 

 

 

69,798

 

Total

 

$

 

1,065,921

 

 

$

 

1,071,699

 

v3.20.2
Summary of Significant Accounting Policies - Summary of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Sep. 30, 2019
Dec. 31, 2018
Cash and Cash Equivalents        
Cash $ 46,026 $ 71,798 $ 38,387  
Cash equivalents 39,487 96,014 10,556  
Restricted cash 636 760 699  
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 86,149 $ 168,572 $ 49,642 $ 261,771
v3.20.2
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Jan. 01, 2020
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Dec. 31, 2019
Jan. 01, 2019
Accounting Policies [Line Items]              
Cash   $ 46,026 $ 38,387 $ 46,026 $ 38,387 $ 71,798  
Cash equivalents   39,487 10,556 39,487 10,556 96,014  
Account receivables   19,165   19,165   19,879  
Interest Income   182 241 568 761    
Assets and Liabilities, Lessee              
Operating Lease, Liability   193,444   193,444   197,625  
Operating lease, right-of-use asset   179,452   $ 179,452   $ 190,763  
Percentage of tax benefits payable to partners under tax receivable agreement       85.00%      
Remaining percentage of cash savings realized by the Company (as a percent)       15.00%      
Income Taxes              
Unrecognized tax benefits   $ 0 $ 0 $ 0 $ 0    
Issued Prior to December 1, 2016              
Revenue and Expense Recognition and Equity-Based Compensation              
Minimum age of retiring employees required so that certain qualifying awards granted during employment will not be forfeited       54 years      
Consecutive years of service of retiring employees required so that certain qualifying awards granted during employment will not be forfeited       8 years      
Issued on or After December 1, 2016              
Revenue and Expense Recognition and Equity-Based Compensation              
Minimum age of retiring employees required so that certain qualifying awards granted during employment will not be forfeited       56 years      
Consecutive years of service of retiring employees required so that certain qualifying awards granted during employment will not be forfeited       5 years      
Minimum total age and consecutive years of service of retiring employees required so that certain qualifying awards granted during employment will not be forfeited       65 years      
ASU 2016-13              
Accounting Policies [Line Items]              
Cumulative effect on retained earnings, before tax $ (459)            
Cumulative effect on retained earnings, tax 95            
Cumulative effect on retained earnings, net $ (364)            
ASU 2016-02              
Assets and Liabilities, Lessee              
Operating Lease, Liability             $ 63,252
Operating lease, right-of-use asset             63,252
ASU 2016-02 | Adjustment For Prepaid Rent              
Assets and Liabilities, Lessee              
Operating lease, right-of-use asset             1,666
ASU 2016-02 | Adjustment For Accrued Rent              
Assets and Liabilities, Lessee              
Operating lease, right-of-use asset             $ 7,139
Minimum              
Accounting Policies [Line Items]              
Installment Period       3 years      
Minimum | Office Equipment and Furniture and Fixtures              
Assets and Liabilities, Lessee              
Useful lives       3 years      
Maximum              
Accounting Policies [Line Items]              
Installment Period       4 years      
Maximum | Office Equipment and Furniture and Fixtures              
Assets and Liabilities, Lessee              
Useful lives       7 years      
v3.20.2
Summary of Significant Accounting Policies - Summary of Credit Loss Allowance Activity (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2020
Financing Receivable Allowance For Credit Losses [Line Items]    
Allowance for Credit Losses, beginning balance $ 4,707 $ 4,088
Allowance for Credit Losses, adjusted beginning balance   4,547
Charge-offs (1,428) (2,844)
Recoveries (1,235) (2,497)
Reduction to allowance (2,663) (5,341)
Provision for credit losses 2,467 5,305
Allowance for credit losses, ending balance 4,511 4,511
Previously Reported    
Financing Receivable Allowance For Credit Losses [Line Items]    
Allowance for Credit Losses, beginning balance   4,088
ASU 2016-13    
Financing Receivable Allowance For Credit Losses [Line Items]    
Allowance for Credit Losses, beginning balance   459
Short-term Receivables    
Financing Receivable Allowance For Credit Losses [Line Items]    
Allowance for Credit Losses, beginning balance 4,507  
Allowance for Credit Losses, adjusted beginning balance   4,348
Charge-offs (1,428) (2,844)
Recoveries (1,235) (2,471)
Reduction to allowance (2,663) (5,315)
Provision for credit losses 2,473 5,284
Allowance for credit losses, ending balance 4,317 4,317
Short-term Receivables | Previously Reported    
Financing Receivable Allowance For Credit Losses [Line Items]    
Allowance for Credit Losses, beginning balance   4,088
Short-term Receivables | ASU 2016-13    
Financing Receivable Allowance For Credit Losses [Line Items]    
Allowance for Credit Losses, beginning balance   260
Private Funds Advisory Receivables    
Financing Receivable Allowance For Credit Losses [Line Items]    
Allowance for Credit Losses, beginning balance 200  
Allowance for Credit Losses, adjusted beginning balance   199
Recoveries   (26)
Reduction to allowance   (26)
Provision for credit losses (6) 21
Allowance for credit losses, ending balance $ 194 194
Private Funds Advisory Receivables | ASU 2016-13    
Financing Receivable Allowance For Credit Losses [Line Items]    
Allowance for Credit Losses, beginning balance   $ 199
v3.20.2
Fixed and Intangible Assets - Schedule of Equipment and Leasehold Improvements, Net (Details) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Equipment and Leasehold Improvements, Net    
Total $ 65,372 $ 36,049
Less accumulated depreciation and amortization (23,372) (22,057)
Equipment and leasehold improvements, net 42,000 13,992
Office Equipment    
Equipment and Leasehold Improvements, Net    
Total 13,033 13,593
Furniture and Fixtures    
Equipment and Leasehold Improvements, Net    
Total 5,045 5,054
Leasehold Improvements    
Equipment and Leasehold Improvements, Net    
Total 15,189 15,294
Construction in progress    
Equipment and Leasehold Improvements, Net    
Total $ 32,105 $ 2,108
v3.20.2
Fixed and Intangible Assets - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Equipment and Leasehold Improvements, Net        
Depreciation and amortization expenses $ 941 $ 1,284 $ 3,216 $ 3,729
Prepaid Expenses and Other Assets        
Equipment and Leasehold Improvements, Net        
Costs capitalized 2,130   2,130  
Communication, Technology and Information Services        
Equipment and Leasehold Improvements, Net        
Amortization expense of capitalized costs $ 113   $ 127  
v3.20.2
Investments - Summary of the Levels of the Fair Value Hierarchy into Which the Company's Financial Assets Fall (Details) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Fair value measurements    
Total financial assets $ 221,432 $ 270,301
U.S. Treasury Instruments    
Fair value measurements    
Cash and cash equivalents 15,000 62,949
Investments in securities 180,828 173,960
Level 1    
Fair value measurements    
Total financial assets 1,117 327
Level 2    
Fair value measurements    
Total financial assets 220,315 269,974
Level 2 | U.S. Treasury Instruments    
Fair value measurements    
Cash and cash equivalents 15,000 62,949
Investments in securities 180,828 173,960
Government Securities Money Market    
Fair value measurements    
Cash and cash equivalents 24,487 33,065
Government Securities Money Market | Level 2    
Fair value measurements    
Cash and cash equivalents 24,487 33,065
Common Stock    
Fair value measurements    
Investments in securities 1,117 327
Common Stock | Level 1    
Fair value measurements    
Investments in securities $ 1,117 $ 327
v3.20.2
Investments - Additional Information (Details) - USD ($)
$ in Thousands, shares in Millions
3 Months Ended 9 Months Ended
Mar. 04, 2020
Feb. 19, 2020
Nov. 04, 2019
Sep. 02, 2019
Mar. 06, 2019
Feb. 20, 2019
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Dec. 31, 2019
Apr. 01, 2010
Schedule of Investments                        
Investments at fair value, cost basis             $ 182,452   $ 182,452   $ 173,806  
Dividends received                 1,942 $ 2,848    
Equity method investments             37,589   37,589   $ 38,944  
Corporate Joint Venture                        
Schedule of Investments                        
Ownership percentage                       50.00%
Dividends received $ 1,942 $ 1,942     $ 2,848 $ 2,848            
Common Stock shares sold     8.0 12.5                
Gain from sale of equity method investment     $ 8,083 $ 12,631                
Common Stock                        
Schedule of Investments                        
Unrealized gain (loss) on equity securities             $ (60) $ 33 $ (227) $ 32    
v3.20.2
Net Income (Loss) Per Share Attributable to Class A Common Shareholders - Schedule of Calculations of Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Numerator:        
Net income (loss) attributable to holders of shares of Class A common stock—basic $ 32,951 $ 40,615 $ 52,349 $ 83,644
Class A Common Stock        
Numerator:        
Net income (loss) attributable to holders of shares of Class A common stock—basic 32,951 40,615 52,349 83,644
Add (deduct) dilutive effect of:        
Net income (loss) attributable to holders of shares of Class A common stock—diluted $ 32,951 $ 40,615 $ 52,349 $ 83,644
Denominator:        
Weighted average shares of Class A common stock outstanding—basic 56,803,430 51,079,746 55,263,689 49,796,867
Add (deduct) dilutive effect of:        
Weighted average number of incremental shares issuable from unvested restricted stock, RSUs and stock options, as calculated using the treasury stock method 3,864,654 4,388,982 3,977,450 5,348,381
Weighted average shares of Class A common stock outstanding—diluted 60,668,084 55,468,728 59,241,139 55,145,248
Net income (loss) per share attributable to holders of shares of Class A common stock        
Basic (in dollars per share) $ 0.58 $ 0.80 $ 0.95 $ 1.68
Diluted (in dollars per share) $ 0.54 $ 0.73 $ 0.88 $ 1.52
v3.20.2
Net Income (Loss) Per Share Attributable to Class A Common Shareholders - Schedule of Calculations of Basic and Diluted Net Income (Loss) Per Share (Parenthetical) (Details) - Class A Common Stock - shares
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Earnings Per Share Basic [Line Items]        
Number of shares of common stock to be issued upon exchange of a partnership unit 1   1  
Fully diluted shares of common stock outstanding if all Class A partnership units were to be exchanged for common stock immediately following the reorganization 71,774,582 68,459,164 71,151,424 68,163,860
Restricted Stock and RSUs        
Earnings Per Share Basic [Line Items]        
Number of antidilutive securities excluded from calculation of diluted income (loss) per share 1,847 51,426 227,126 1,465,962
v3.20.2
Equity-Based Compensation - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Thousands
1 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended 78 Months Ended
Apr. 30, 2014
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Dec. 31, 2014
Sep. 30, 2020
Dec. 31, 2019
Feb. 28, 2019
Dec. 31, 2018
Mar. 31, 2015
Nov. 09, 2014
Equity-Based Compensation                        
Compensation expenses   $ 30,090 $ 30,343 $ 97,685 $ 96,719              
Class A Common Stock                        
Equity-Based Compensation                        
Number of shares of common stock to be issued upon exchange of a partnership unit   1   1     1          
Partnership Units                        
Equity-Based Compensation                        
Compensation expenses   $ 0 30 $ 39 180              
Partnership and Employees                        
Equity-Based Compensation                        
Units held by partners and employees   11,051,045   11,051,045     11,051,045          
Share Repurchase Plan | Class A Common Stock                        
Equity-Based Compensation                        
Share value authorized for repurchase                 $ 100,000   $ 25,000  
Value of remaining shares authorized for repurchase   $ 80,900   $ 80,900     $ 80,900          
RSUs | Minimum                        
Equity-Based Compensation                        
Vesting period       4 years                
RSUs | Maximum                        
Equity-Based Compensation                        
Vesting period       5 years                
Restricted Stock and RSUs                        
Equity-Based Compensation                        
Total compensation expense not yet recognized   146,520   $ 146,520     $ 146,520          
Weighted average period to recognize compensation expense       1 year 7 months 6 days                
Stock Options                        
Equity-Based Compensation                        
Vesting period           5 years            
Compensation expenses   $ 0 $ 0 $ 0 $ 606              
Grants (in shares) 3,501,881                      
Special dividends paid (in dollars per share)             $ 9.05          
Reduction to exercise price of options outstanding due to special dividend paid (in dollars per share)             9.05          
Exercise price (in dollars per share)   $ 15.95 $ 15.95 $ 15.95 $ 15.95   $ 15.95 $ 15.95   $ 15.95   $ 25.00
Managing Directors | Partnership Units | Minimum                        
Equity-Based Compensation                        
Vesting period       5 years                
Managing Directors | Partnership Units | Maximum                        
Equity-Based Compensation                        
Vesting period       8 years                
Non-Managing Director Employees | Partnership Units                        
Equity-Based Compensation                        
Vesting period       4 years                
v3.20.2
Equity-Based Compensation - Summary of Activity Related to Restricted Stock and RSUs (Details) - Restricted Stock and RSUs - $ / shares
9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Number of Shares    
Unvested Balance at the beginning of the period 8,414,130 8,761,224
Granted 3,913,960 4,060,788
Forfeited (117,850) (153,487)
Vested (3,201,045) (4,172,237)
Unvested Balance at the end of the period 9,009,195 8,496,288
Weighted Average Grant Date Fair Value    
Unvested Balance at the beginning of the period $ 42.19 $ 37.59
Granted 37.58 45.16
Forfeited 40.00 45.05
Vested 38.76 34.75
Unvested Balance at the end of the period $ 41.35 $ 42.17
v3.20.2
Equity-Based Compensation - Schedule of Assumptions Used to Estimate the Fair Value of Stock Option Using Black-Scholes Valuation Model (Details)
9 Months Ended
Sep. 30, 2020
$ / shares
Assumptions Used to Estimate Fair Value  
Expected life (in years) 6 years
Weighted-average risk free interest rate 1.91%
Expected volatility 35.00%
Dividend yield 2.72%
Weighted-average fair value at grant date $ 6.70
v3.20.2
Equity-Based Compensation - Summary of Activity Related to Stock Options (Details) - Stock Options - $ / shares
9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Number Outstanding    
Outstanding at January 1, 728,534 2,017,067
Exercises (728,534) (471,027)
Forfeitures or expirations   (3,000)
Outstanding at September 30,   1,543,040
Weighted-Average Exercise Price Per Share    
Outstanding at January 1, $ 15.95 $ 15.95
Exercises 15.95 15.95
Forfeitures or expirations   15.95
Outstanding at September 30, $ 15.95 $ 15.95
v3.20.2
Stockholders Equity - Additional Information (Details)
$ in Thousands
1 Months Ended 3 Months Ended 9 Months Ended 60 Months Ended
Aug. 31, 2018
shares
Mar. 31, 2018
shares
Jul. 31, 2017
shares
Jan. 31, 2017
shares
Nov. 30, 2014
shares
Apr. 30, 2014
shares
Sep. 30, 2020
USD ($)
shares
Jun. 30, 2020
USD ($)
Mar. 31, 2020
USD ($)
Sep. 30, 2019
USD ($)
Jun. 30, 2019
USD ($)
Mar. 31, 2019
USD ($)
Sep. 30, 2020
USD ($)
shares
Sep. 30, 2019
USD ($)
shares
Sep. 30, 2019
shares
Dec. 31, 2019
shares
Class Of Stock [Line Items]                                
Treasury stock, shares             3,683,415           3,683,415     2,757,558
Treasury stock shares acquired (in shares)                         925,857 1,046,490    
Treasury stock shares acquired | $             $ 952 $ 766 $ 31,636 $ 2,463 $ 12,640 $ 26,970 $ 33,354 $ 42,073    
Number of units held by noncontrolling interest holders             11,051,045           11,051,045     12,958,022
Group LP                                
Class Of Stock [Line Items]                                
Noncontrolling interests (as a percent)             17.00%           17.00%     21.00%
Class A Common Stock                                
Class Of Stock [Line Items]                                
Aggregate stock issuance (in shares)           15,263,653                    
Common stock, shares issued             59,144,937           59,144,937     52,773,617
Treasury stock, shares             3,683,415           3,683,415     2,757,558
Common stock, shares outstanding             55,461,522           55,461,522     50,016,059
Increase in shares outstanding 4,685,217 4,689,295 5,680,903 5,356,876 4,511,058                   24,923,349  
Number of shares of common stock to be issued upon exchange of a partnership unit             1           1      
Class A Common Stock | Group LP                                
Class Of Stock [Line Items]                                
Common stock, shares outstanding             55,461,522           55,461,522     50,016,059
Class B Common Stock                                
Class Of Stock [Line Items]                                
Common stock, shares issued             8,490,938           8,490,938     10,397,915
Common stock, shares outstanding             8,490,938           8,490,938     10,397,915
Increase in shares outstanding           36,158,698                    
Ratio of subscription price to the initial public offering price of shares of common stock         0.00055                      
Dividends payable ratio to outstanding shares of publicly traded common stock         0.00055                      
v3.20.2
Stockholders Equity - Schedule of Shares Offered and Increase in Shares Outstanding in Follow-on Offerings (Details) - USD ($)
$ in Thousands
1 Months Ended 60 Months Ended
Aug. 31, 2018
Mar. 31, 2018
Jul. 31, 2017
Jan. 31, 2017
Nov. 30, 2014
Apr. 30, 2014
Sep. 30, 2019
Class A Common Stock              
Class Of Stock [Line Items]              
Total Shares Offered 5,000,000 5,000,000 6,000,000 5,750,000 6,325,000   28,075,000
Total Increase in Shares Outstanding 4,685,217 4,689,295 5,680,903 5,356,876 4,511,058   24,923,349
Class B Common Stock              
Class Of Stock [Line Items]              
Total Increase in Shares Outstanding           36,158,698  
Stock Purchased/Surrendered 4,685,217 4,689,295 5,680,903 5,356,876 4,507,453   24,919,744
Purchase Cost $ 158 $ 135 $ 128 $ 101 $ 28   $ 550
v3.20.2
Related-Party Transactions - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Dec. 31, 2019
Manager | Aircraft Lease Entered into During August 2014          
Related-party transactions          
Expenses $ 324 $ 413 $ 972 $ 1,349  
Employees          
Related-party transactions          
Unsecured promissory notes from employees 389   389   $ 189
Employees | Unsecured Promissory Notes          
Related-party transactions          
Principal repayments     0 0  
Interest income recognized     $ 9 6  
Employees | Minimum | Unsecured Promissory Notes          
Related-party transactions          
Interest rates (as a percent)     3.00%    
Employees | Maximum | Unsecured Promissory Notes          
Related-party transactions          
Interest rates (as a percent)     4.00%    
Moelis Asset Management LP          
Related-party transactions          
Fee for services 65 60 $ 239 188  
Due from related party 0   0   0
Revenue from related parties 0 $ 0 0 $ 210  
Corporate Joint Venture          
Related-party transactions          
Due to related party $ 30   $ 30   $ 0
v3.20.2
Regulatory Requirements - Additional Information (Details) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Regulatory Requirements    
Minimum net capital requirement $ 250  
Moelis US    
Regulatory Requirements    
Net capital 173,163 $ 160,401
Net capital in excess of required net capital 172,913 160,151
Moelis UK    
Regulatory Requirements    
Net capital 8,280 11,978
Net capital in excess of required net capital $ 8,221 $ 11,922
v3.20.2
Commitments and Contingencies - Additional Information (Details) - USD ($)
9 Months Ended
Apr. 20, 2020
Sep. 30, 2020
Dec. 31, 2019
Bank line of credit      
Available credit under the facility   $ 60,507,000  
Revolving Credit Facility      
Bank line of credit      
Fixed rate of interest (as a percent)   3.50%  
Borrowings under the credit facility   $ 0 $ 0
Standby Letters of Credit      
Bank line of credit      
Letters of credit outstanding   $ 4,493,000  
Fee on the outstanding balances (as a percent)   1.00%  
LIBOR | Revolving Credit Facility      
Bank line of credit      
Interest rate margin (as a percent)   1.00%  
Reference rate (as a percent)   LIBOR  
Prime | Revolving Credit Facility      
Bank line of credit      
Interest rate margin (as a percent)   (1.50%)  
Reference rate (as a percent)   Prime  
Secured Bank Line of Credit      
Bank line of credit      
Commitment amount $ 65,000,000    
Minimum Days To Issues Termination Notice 60 days    
v3.20.2
Commitments and Contingencies - Schedule of Additional Leases Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Supplemental Income Statement Information:        
Operating lease cost $ 6,697 $ 3,970 $ 19,713 $ 12,270
Cash paid for amounts included in the measurement of lease liabilities:        
Net operating cash outflows for operating leases 5,996 4,818 13,840 14,655
Right-of-use assets obtained in exchange for lease obligations (e.g. new leases and amendments commenced during the period): $ 1,589 $ 6,445 $ 4,643 $ 7,617
Other Information        
Weighted-average remaining lease term - operating leases 13 years 8 months 19 days 4 years 11 months 12 days 13 years 8 months 19 days 4 years 11 months 12 days
Weighted-average discount rate - operating leases 3.53% 4.00% 3.53% 4.00%
v3.20.2
Commitments and Contingencies - Schedule of Future Minimum Rental Payments Required Under Operating Leases in Place (Details) - USD ($)
$ in Thousands
Sep. 30, 2020
Dec. 31, 2019
Sublease Income    
Remainder of 2020 $ (215)  
2021 (860)  
2022 (860)  
2023 (860)  
2024 (860)  
Thereafter (430)  
Total Payments (4,085)  
Operating Leases    
Remainder of 2020 2,986  
2021 19,482  
2022 23,715  
2023 20,484  
2024 18,785  
Thereafter 192,488  
Total Payments 277,940  
Less: Tenant improvement allowances (21,343)  
Less: Present value adjustment (63,153)  
Operating Lease, Liability $ 193,444 $ 197,625
v3.20.2
Employee Benefit Plans - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Retirement Benefits [Abstract]        
Minimum age required to be eligible to participate in the 401(k) plan     21 years  
Expenses accrued relating to employer matching contributions $ 713 $ 686 $ 2,119 $ 2,054
v3.20.2
Income Taxes - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Income Taxes [Line Items]        
Provision (benefit) for income taxes $ 8,534 $ 13,886 $ (10,195) $ 10,662
Effective tax rate (as a percent) 17.00% 20.00%    
Income (loss) before income taxes $ 50,327 $ 68,584 52,680 119,204
Excess tax benefits     7,353 $ 13,948
Tax benefit from CARES Act 2,555   16,328  
Deferred Tax Asset and Income Tax Receivable        
Income Taxes [Line Items]        
Income tax receivable $ 37,811   $ 37,811  
v3.20.2
Revenues and Business Information - Schedule of Geographical Distribution of Revenues and Assets (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Dec. 31, 2019
Revenues From External Customers And Long Lived Assets [Line Items]          
Revenues $ 207,604 $ 231,700 $ 521,248 $ 523,006  
Total assets 1,065,921   1,065,921   $ 1,071,699
United States          
Revenues From External Customers And Long Lived Assets [Line Items]          
Revenues 177,774 191,795 445,341 446,721  
Total assets 960,327   960,327   934,654
Europe          
Revenues From External Customers And Long Lived Assets [Line Items]          
Revenues 22,513 31,729 53,893 54,450  
Total assets 40,579   40,579   67,247
Rest of World          
Revenues From External Customers And Long Lived Assets [Line Items]          
Revenues 7,317 $ 8,176 22,014 $ 21,835  
Total assets $ 65,015   $ 65,015   $ 69,798
v3.20.2
Revenues and Business Information - Additional Information (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2020
Dec. 31, 2019
Segment Reporting [Abstract]    
Deferred revenue $ 7,494 $ 3,023
Revenues recognized from opening balance of deferred revenues $ 2,354  
v3.20.2
Subsequent Events - Additional Information (Details) - Subsequent Event
Oct. 29, 2020
$ / shares
Subsequent Event [Line Items]  
Dividends declared per share $ 0.3825
Dividend payable date Nov. 30, 2020
Dividend payable record date Nov. 06, 2020