Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 30, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-13459 | |
Entity Registrant Name | AFFILIATED MANAGERS GROUP, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 04-3218510 | |
Entity Address, Address Line One | 777 South Flagler Drive | |
Entity Address, City or Town | West Palm Beach | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33401 | |
City Area Code | 800 | |
Local Phone Number | 345-1100 | |
Entity Information [Line Items] | ||
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 47,238,457 | |
Entity Central Index Key | 0001004434 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Common Stock ($0.01 par value) | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | Common Stock ($0.01 par value) | |
Trading Symbol | AMG | |
Security Exchange Name | NYSE | |
5.875% Junior Subordinated Notes due 2059 | ||
Entity Information [Line Items] | ||
Title of 12(b) Security | 5.875% Junior Subordinated Notes due 2059 | |
Trading Symbol | MGR | |
Security Exchange Name | NYSE |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Consolidated revenue | $ 507.3 | $ 543.1 |
Consolidated expenses: | ||
Compensation and related expenses | 207.8 | 228.2 |
Selling, general and administrative | 90.3 | 95.6 |
Intangible amortization and impairments | 20.6 | 29.6 |
Interest expense | 19.5 | 18.2 |
Depreciation and other amortization | 5.1 | 5.2 |
Other expenses (net) | 11 | 11 |
Total consolidated expenses | 354.3 | 387.8 |
Equity method loss (net) | (113.2) | (358.1) |
Investment and other income | 2.4 | 8 |
Income (loss) before income taxes | 42.2 | (194.8) |
Income tax expense (benefit) | 2.2 | (61.8) |
Net income (loss) | 40 | (133) |
Net income (non-controlling interests) | (55.6) | (67.8) |
Net loss (controlling interest) | $ (15.6) | $ (200.8) |
Average shares outstanding (basic) (in shares) | 47.8 | 51.9 |
Average shares outstanding (diluted) (in shares) | 47.8 | 51.9 |
Loss per share (basic) (in dollars per share) | $ (0.33) | $ (3.87) |
Loss per share (diluted) (in dollars per share) | $ (0.33) | $ (3.87) |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 40 | $ (133) |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation gain (loss) | (52.9) | 7.5 |
Change in net realized and unrealized gain (loss) on derivative financial instruments | (1) | 1.2 |
Other comprehensive income (loss), net of tax | (53.9) | 8.7 |
Comprehensive loss | (13.9) | (124.3) |
Comprehensive income (non-controlling interests) | (39.4) | (74.4) |
Comprehensive loss (controlling interest) | $ (53.3) | $ (198.7) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 | |
Assets | |||
Cash and cash equivalents | $ 592.2 | $ 539.6 | |
Receivables | 437.3 | 417.1 | |
Investments in marketable securities | 54.6 | 59.4 | |
Goodwill | 2,621.8 | 2,651.7 | |
Acquired client relationships (net) | 1,133.8 | 1,182 | |
Equity method investments in Affiliates (net) | 2,038.7 | 2,195.6 | |
Fixed assets (net) | 88.9 | 92.3 | |
Other investments | 222.9 | 211.8 | |
Other assets | 292.1 | 304 | |
Total assets | 7,482.3 | 7,653.5 | |
Liabilities and Equity | |||
Payables and accrued liabilities | 414 | 634.6 | |
Debt | 2,044.9 | 1,793.8 | |
Deferred income tax liability (net) | 393.4 | 450.2 | |
Other liabilities | 539.3 | 359.1 | |
Total liabilities | 3,391.6 | 3,237.7 | |
Commitments and contingencies (Note 7) | |||
Redeemable non-controlling interests | [1] | 581.8 | 916.7 |
Equity: | |||
Common stock ($0.01 par value, 153.0 shares authorized; 58.5 shares outstanding in 2019 and 2020) | 0.6 | 0.6 | |
Additional paid-in capital | 860.7 | 707.2 | |
Accumulated other comprehensive loss | (146.5) | (108.8) | |
Retained earnings | 3,789.1 | 3,819.8 | |
Total stockholders' equity before treasury stock | 4,503.9 | 4,418.8 | |
Less: Treasury stock, at cost (10.4 shares in 2019 and 11.3 shares in 2020) | (1,523.9) | (1,481.3) | |
Total stockholders' equity | 2,980 | 2,937.5 | |
Non-controlling interests | 528.9 | 561.6 | |
Total equity | 3,508.9 | 3,499.1 | |
Total liabilities and equity | $ 7,482.3 | $ 7,653.5 | |
[1] | As of December 31, 2019 and March 31, 2020 , Redeemable non-controlling interests includes consolidated Affiliate sponsored investment products primarily attributable to third-party investors of $21.6 million and $18.6 million , respectively. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 153 | 153 |
Common stock, shares outstanding (in shares) | 58.5 | 58.5 |
Treasury stock, at cost (in shares) | 11.3 | 10.4 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Millions | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Treasury Stock at Cost | Non-controlling Interests |
Beginning Balance at Dec. 31, 2018 | $ 4,134.9 | $ 0.6 | $ 835.6 | $ (109) | $ 3,876.8 | $ (1,146.6) | $ 677.5 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income (loss) | (133) | (200.8) | 67.8 | ||||
Other comprehensive loss | 8.7 | 2.1 | 6.6 | ||||
Share-based compensation | 8.8 | 8.8 | |||||
Common stock issued under share-based incentive plans | (6.1) | (33) | 26.9 | ||||
Share repurchases | (90.6) | (90.6) | |||||
Dividends | (16.8) | (16.8) | |||||
Affiliate equity activity: | |||||||
Affiliate equity compensation | 10.7 | 2.2 | 8.5 | ||||
Issuances | 10.1 | (0.9) | 11 | ||||
Repurchases | 4.6 | 4.6 | |||||
Changes in redemption value of Redeemable non-controlling interests | (12.9) | (12.9) | |||||
Transfers to Redeemable non-controlling interests | (47.3) | (47.3) | |||||
Capital contributions by Affiliate equity holders | 0.4 | 0.4 | |||||
Distributions to non-controlling interests | (104.6) | (104.6) | |||||
Ending Balance at Mar. 31, 2019 | 3,760.3 | 0.6 | 804.4 | (106.9) | 3,652.6 | (1,210.3) | 619.9 |
Beginning Balance at Dec. 31, 2019 | 3,499.1 | 0.6 | 707.2 | (108.8) | 3,819.8 | (1,481.3) | 561.6 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income (loss) | 40 | (15.6) | 55.6 | ||||
Other comprehensive loss | (53.9) | (37.7) | (16.2) | ||||
Share-based compensation | 8.2 | 8.2 | |||||
Common stock issued under share-based incentive plans | (6.4) | (33.4) | 27 | ||||
Share repurchases | (69.6) | (69.6) | |||||
Dividends | (15.1) | (15.1) | |||||
Affiliate equity activity: | |||||||
Affiliate equity compensation | 16.6 | 2.8 | 13.8 | ||||
Issuances | 12.1 | (1.8) | 13.9 | ||||
Repurchases | 34.7 | 34.7 | |||||
Changes in redemption value of Redeemable non-controlling interests | 143 | 143 | |||||
Transfers to Redeemable non-controlling interests | (5.1) | (5.1) | |||||
Capital contributions by Affiliate equity holders | 4.9 | 4.9 | |||||
Distributions to non-controlling interests | (99.6) | (99.6) | |||||
Ending Balance at Mar. 31, 2020 | $ 3,508.9 | $ 0.6 | $ 860.7 | $ (146.5) | $ 3,789.1 | $ (1,523.9) | $ 528.9 |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||
Dividends (in dollars per share) | $ 0.32 | $ 0.32 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flow from (used in) operating activities: | ||
Net income (loss) | $ 40 | $ (133) |
Adjustments to reconcile Net income (loss) to cash flow from (used in) operating activities: | ||
Intangible amortization and impairments | 20.6 | 29.6 |
Depreciation and other amortization | 5.1 | 5.2 |
Deferred income tax benefit | (19.2) | (86) |
Equity method loss (net) | 113.2 | 358.1 |
Distributions of earnings received from equity method investments | 124.4 | 96.5 |
Share-based compensation and Affiliate equity expense | 24.8 | 19.5 |
Other non-cash items | 9 | (4.4) |
Changes in assets and liabilities: | ||
Purchases of securities by consolidated Affiliate sponsored investment products | (26) | 0 |
Sales of securities by consolidated Affiliate sponsored investment products | 25.2 | 1.5 |
Increase in receivables | (32.7) | (131.3) |
(Increase) decrease in other assets | 10.8 | (0.7) |
Decrease in payables, accrued liabilities and other liabilities | (209.6) | (172.9) |
Cash flow from (used in) operating activities | 85.6 | (17.9) |
Cash flow from (used in) investing activities: | ||
Investments in Affiliates | (0.7) | (34.1) |
Divestments of Affiliates | 0 | 28.8 |
Purchase of fixed assets | (2.6) | (3) |
Purchase of investment securities | (11.9) | (8.7) |
Sale of investment securities | 31.1 | 16.9 |
Cash flow from (used) in investing activities | 15.9 | (0.1) |
Cash flow from (used in) financing activities: | ||
Borrowings of debt | 250 | 336.3 |
Repayments of debt | 0 | (385) |
Repurchases of common stock (net) | (80.2) | (71) |
Dividends paid on common stock | (15.3) | (17) |
Distributions to non-controlling interests | (99.6) | (104.6) |
Affiliate equity repurchases and issuances (net) | (84.4) | (6) |
Other financing items | (8.2) | 3.6 |
Cash flow used in financing activities | (37.7) | (243.7) |
Effect of foreign currency exchange rate changes on cash and cash equivalents | (11.2) | 4 |
Net increase (decrease) in cash and cash equivalents | 52.6 | (257.7) |
Cash and cash equivalents at beginning of period | 539.6 | 565.5 |
Effect of deconsolidation of Affiliates and Affiliate sponsored investment products | 0 | (2.6) |
Cash and cash equivalents at end of period | $ 592.2 | $ 305.2 |
Basis of Presentation and Use o
Basis of Presentation and Use of Estimates | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Use of Estimates | Basis of Presentation and Use of Estimates The Consolidated Financial Statements of Affiliated Managers Group, Inc. (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for full year financial statements. In the opinion of management, all normal and recurring adjustments considered necessary for a fair statement of the Company’s interim financial position and results of operations have been included and all intercompany balances and transactions have been eliminated. Certain reclassifications have been made to the prior period’s financial statements to conform to the current period’s presentation. Operating results for interim periods are not necessarily indicative of the results that may be expected for any other period or for the full year. The Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 includes additional information about its operations, financial position and accounting policies, and should be read in conjunction with this Quarterly Report on Form 10-Q. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. All amounts in these notes, except per share data in the text and tables herein, are stated in millions unless otherwise indicated. |
Accounting Standards and Polici
Accounting Standards and Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Accounting Standards and Policies | Accounting Standards and Policies Recently Adopted Accounting Standards Effective January 1, 2020, the Company adopted the following new Accounting Standard Updates (“ASUs”): • ASU 2016-13, Measurement of Credit Losses on Financial Instruments The adoption of this standard did not have a significant impact on the Company’s Consolidated Financial Statements. Recent Accounting Developments In December 2019, the FASB, issued ASU 2019-12, Simplifying the Accounting for Income Taxes. The standard is effective for interim and annual periods beginning after December 15, 2020 for the Company and its consolidated Affiliates and for annual periods beginning after December 15, 2021 and interim periods beginning after December 15, 2022, for the Company’s Affiliates accounted for under the equity method. The Company is evaluating the impact of this standard on its Consolidated Financial Statements. |
Investments in Marketable Secur
Investments in Marketable Securities | 3 Months Ended |
Mar. 31, 2020 | |
Marketable Securities [Abstract] | |
Investments in Marketable Securities | Investments in Marketable Securities The following is a summary of the cost, gross unrealized gains, gross unrealized losses and fair value of Investments in marketable securities: December 31, March 31, Cost $ 57.9 $ 61.6 Unrealized gains 2.1 0.4 Unrealized losses (0.6 ) (7.4 ) Fair value $ 59.4 $ 54.6 For the three months ended March 31, 2019 and 2020 , the Company received proceeds of $15.1 million and $26.2 million , respectively, from the sale of investments in marketable securities and recorded net gains (losses) of $0.5 million and $(1.0) million , respectively. As of December 31, 2019 and March 31, 2020 , Investments in marketable securities includes consolidated Affiliate sponsored investment products with fair values of $38.1 million and $33.2 million , respectively. |
Investments in Affiliates and A
Investments in Affiliates and Affiliate Sponsored Investment Products | 3 Months Ended |
Mar. 31, 2020 | |
Variable Interest Entities | |
Investments in Affiliates and Affiliate Sponsored Investment Products | Investments in Affiliates and Affiliate Sponsored Investment Products In evaluating whether an investment must be consolidated, the Company evaluates the risk, rewards and significant terms of each of its Affiliates and other investments to determine if an investment is considered a voting rights entity (“VRE”) or a variable interest entity (“VIE”). An entity is a VRE when the total equity investment at risk is sufficient to enable the entity to finance its activities independently, and when the equity holders have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact its economic performance. An entity is a VIE when it lacks one or more of the characteristics of a VRE, which, for the Company, are Affiliate investments structured as partnerships (or similar entities) where the Company is a limited partner and lacks substantive kick-out or substantive participation rights over the general partner. Assessing whether an entity is a VRE or VIE involves judgment. Upon the occurrence of certain events, management reviews and reconsiders its previous conclusion regarding the status of an entity as a VRE or a VIE. The Company consolidates VREs when it has control over significant operating, financial and investing decisions of the entity. When the Company lacks such control, but is deemed to have significant influence, the Company accounts for the entity under the equity method. Other investments in which the Company does not have rights to exercise significant influence are recorded at fair value, with changes in fair value reflected within Investment and other income on the Consolidated Statements of Income. The Company consolidates VIEs when it is the primary beneficiary of the entity, which is defined as having the power to direct the activities that most significantly impact the VIE’s economic performance and the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. Substantially all of the Company’s consolidated Affiliates considered VIEs are controlled because the Company holds a majority of the voting interests or it is the managing member or general partner. Furthermore, an Affiliate’s assets can be used for purposes other than the settlement of the respective Affiliate’s obligations. The Company applies the equity method of accounting to VIEs where the Company is not the primary beneficiary, but has the ability to exercise significant influence over operating and financial matters of the VIE. Investments in Affiliates Substantially all of the Company’s Affiliates are considered VIEs and are either consolidated or accounted for under the equity method. A limited number of the Company’s Affiliates are considered VREs and most of these are accounted for under the equity method. When an Affiliate is consolidated, the portion of the earnings attributable to Affiliate management’s equity ownership is included in Net income (non-controlling interests) in the Consolidated Statements of Income. Undistributed earnings attributable to Affiliate managements’ equity ownership, along with their share of any tangible or intangible net assets, are presented within Non-controlling interests on the Consolidated Balance Sheets. Affiliate equity interests where the holder has certain rights to demand settlement are presented, at their current redemption values, as Redeemable non-controlling interests on the Consolidated Balance Sheets. The Company periodically issues, sells and repurchases the equity of its consolidated Affiliates. Because these transactions take place between entities that are under common control, any gains or losses attributable to these transactions are required to be included within Additional paid-in capital in the Consolidated Balance Sheets, net of any related income tax effects in the period the transaction occurs. When an Affiliate is accounted for under the equity method, the Company’s share of an Affiliate’s earnings or losses, net of amortization and impairments, is included in Equity method loss (net) in the Consolidated Statements of Income and the carrying value of the Affiliate is reported in Equity method investments in Affiliates (net) in the Consolidated Balance Sheets. Deferred taxes recorded on intangible assets upon acquisition of an Affiliate accounted for under the equity method are presented on a gross basis within Equity method investments in Affiliates (net) and Deferred income tax liability (net) in the Consolidated Balance Sheets. The Company’s share of income taxes incurred directly by Affiliates accounted for under the equity method is recorded within Income tax expense in the Consolidated Statements of Income. The Company periodically performs assessments to determine if fair value may have declined below related carrying value for its Affiliates accounted for under the equity method for a period that the Company considers to be other-than temporary. Where the Company believes that such declines may have occurred, the Company determines the amount of impairment using valuation methods, such as discounted cash flow techniques. Impairments are recorded as an expense in Equity method loss (net) to reduce the carrying value of the Affiliate to its fair value. The unconsolidated assets, net of liabilities and non-controlling interests of Affiliates accounted for under the equity method considered VIEs, and the Company’s carrying value and maximum exposure to loss, were as follows: December 31, 2019 March 31, 2020 Unconsolidated Carrying Value and Unconsolidated Carrying Value and Affiliates accounted for under the equity method $ 1,141.4 $ 1,843.0 $ 1,127.8 $ 1,838.3 As of December 31, 2019 and March 31, 2020 , the carrying value and maximum exposure to loss for all of the Company’s Affiliates accounted for under the equity method was $2,195.6 million and $2,038.7 million , respectively, including Affiliates accounted for under the equity method considered VREs of $352.6 million and $200.4 million , respectively. Affiliate Sponsored Investment Products The Company’s Affiliates sponsor various investment products where they also act as the investment adviser. These investment products are typically owned primarily by third-party investors; however, certain products are funded with general partner and seed capital investments from the Company and its Affiliates. Third-party investors in Affiliate sponsored investment products are generally entitled to substantially all of the economics of these products, except for the asset and performance based fees earned by the Company’s Affiliates or any gains or losses attributable to the Company’s or its Affiliates’ investments in these products. As a result, the Company does not generally consolidate these products unless the Company’s or its consolidated Affiliate’s interest in the product is considered substantial. When the Company’s or its consolidated Affiliates’ interests are considered substantial and the products are consolidated, the Company retains the specialized investment company accounting principles of the underlying products, and all of the underlying investments are carried at fair value in Investments in marketable securities in the Consolidated Balance Sheets, with corresponding changes in the investments’ fair values reflected in Investment and other income. Purchases and sales of securities are presented within purchases and sales by consolidated Affiliate sponsored investment products in the Consolidated Statements of Cash Flows and the third-party investors’ interests are recorded in Redeemable non-controlling interests. When the Company or its consolidated Affiliates no longer control these products, due to a reduction in ownership or other reasons, the products are deconsolidated with only the Company’s or its consolidated Affiliate’s investment in the product reported from the date of deconsolidation. The Company’s carrying value, and maximum exposure to loss from unconsolidated Affiliate sponsored investment products, is its or its consolidated Affiliate’s interest in the unconsolidated net assets of the respective products. The net assets of unconsolidated VIEs attributable to Affiliate sponsored investment products, and the Company’s carrying value and maximum exposure to loss, were as follows: December 31, 2019 March 31, 2020 Unconsolidated VIE Net Assets Carrying Value and Maximum Exposure to Loss Unconsolidated VIE Net Assets Carrying Value and Maximum Exposure to Loss Affiliate sponsored investment products $ 2,282.1 $ 0.9 $ 2,161.2 $ 0.9 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes the Company’s Debt: December 31, March 31, Senior bank debt $ 449.7 $ 699.7 Senior notes 743.8 744.1 Junior convertible securities 310.6 311.4 Junior subordinated notes 289.7 289.7 Debt $ 1,793.8 $ 2,044.9 The Company’s senior notes, junior convertible securities and junior subordinated notes are carried at amortized cost. Unamortized discounts and debt issuance costs are presented in the Consolidated Balance Sheets as an adjustment to the carrying value of the associated debt. Senior Bank Debt The Company has a $1.25 billion senior unsecured multicurrency revolving credit facility (the “revolver”) and a $450.0 million senior unsecured term loan facility (the “term loan” and, together with the revolver, the “credit facilities”). The revolver matures on January 18, 2024, and the term loan matures on January 18, 2023. Subject to certain conditions, the Company may increase the commitments under the revolver by up to an additional $500.0 million and may borrow up to an additional $75.0 million under the term loan. The Company pays interest on any outstanding obligations under the credit facilities at specified rates, based either on an applicable LIBOR or prime rate, plus a marginal rate determined based on its credit rating. For the three months ended March 31, 2020 , the interest rate for substantially all of the Company’s borrowings under the credit facilities was LIBOR plus 1.1% for the revolver and LIBOR plus 0.875% for the term loan. As of December 31, 2019 and March 31, 2020 , the Company had no outstanding borrowings and $250.0 million of outstanding borrowings under the revolver, respectively. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments The Company and its Affiliates may use derivative financial instruments to offset exposure to changes in interest rates, foreign currency exchange rates and markets. In 2018, the Company entered into two separate pound sterling-denominated forward foreign currency contracts (the “forward contracts”) with a large financial institution (the “counterparty”). Concurrent to entering into each of the forward contracts, the Company also entered into two separate collar contracts (the “collar contracts”) with the same counterparty for the same notional amounts and expiration dates as each of the forward contracts. The combinations of the forward contracts and the collar contracts were designated as net investment hedges against fluctuations in foreign currency exchange rates on certain of the Company’s investments in Affiliates with the pound sterling as their functional currency. In March 2020, the Company terminated the forward contracts and the corresponding collar contracts, and upon settlement received net proceeds of $24.9 million . The net proceeds from the termination of the contracts are presented within sale of investment securities in the Consolidated Statements of Cash Flows. The Company’s forward contracts and collar contracts with the counterparty were governed by an International Swaps and Derivative Association Master Agreement, which provided for legally enforceable rights to set-off. The terms of the contracts also required the Company and the counterparty to post cash collateral in certain circumstances throughout the duration of the contracts. As of December 31, 2019 , the Company held $8.7 million of cash collateral from the counterparty, and the counterparty held no cash collateral from the Company. In March 2020, the Company entered into an interest rate swap contract (the “interest rate swap”) with a financial institution (the “swap counterparty”), which will expire in March 2023. The interest rate swap, which is designated as a cash flow hedge, is used to exchange the Company’s LIBOR-based interest payments for fixed rate payments. The Company receives payments based on a one month LIBOR and makes payments based on an annual fixed rate of 0.5135% on a notional amount of $250.0 million . The terms of the contract also require the Company and the swap counterparty to post cash collateral in certain circumstances throughout the duration of the contract. As of March 31, 2020, the Company held no cash collateral from the swap counterparty, and the swap counterparty held $0.6 million of cash collateral from the Company. Certain of the Company’s Affiliates use forward foreign currency contracts to hedge the risk of foreign exchange rate movements, which were not significant for the three months ended March 31, 2019 and 2020 . Changes in the fair values of cash flow hedges are reported in Change in net realized and unrealized gain (loss) on derivative financial instruments in the Consolidated Statements of Comprehensive Income. Upon termination of the interest rate swap or the repayment of the Company’s outstanding LIBOR-based borrowings, any gain or loss recorded in Accumulated other comprehensive loss in the Consolidated Balance Sheets will be reclassified into earnings. Changes in the fair values of the effective net investment hedges are reported in Foreign currency translation gain (loss) in the Consolidated Statements of Comprehensive Income. Upon the sale or liquidation of the underlying investment, any gain or loss remaining in Accumulated other comprehensive loss related to the forward and collar contracts will be reclassified to earnings. The Company assesses hedge effectiveness on a quarterly basis. The following table summarizes the Company’s and its Affiliates’ derivative financial instruments measured at fair value on a recurring basis: December 31, 2019 March 31, 2020 Assets Liabilities Assets Liabilities Forward contracts $ 23.8 $ (1.0 ) $ 1.2 $ (0.4 ) Put options — (31.0 ) — — Call options 15.1 — — — Interest rate swap — — — (0.8 ) Total $ 38.9 $ (32.0 ) $ 1.2 $ (1.2 ) The forward and collar contracts included a set-off right and were, therefore presented on a net basis in Other assets and were $5.6 million as of December 31, 2019 . The Company and certain of its consolidated Affiliates have also entered into contracts that do not include set-off rights and are, therefore presented on a gross basis in Other assets and Other liabilities and were $2.2 million and $1.0 million , respectively, as of December 31, 2019 and $1.2 million and $1.2 million , respectively, as of March 31, 2020 . The following tables summarize the effects of derivative financial instruments on the Consolidated Statements of Comprehensive Income and the Consolidated Statements of Income: For the Three Months Ended March 31, 2019 2020 Gain (Loss) Recognized in Other Comprehensive Income Loss Reclassified from Accumulated Other Comprehensive Loss into Earnings Gain Recognized in Earnings from Excluded Components (1) Gain (Loss) Recognized in Other Comprehensive Income Gain Reclassified from Accumulated Other Comprehensive Loss into Earnings Gain Recognized in Earnings from Excluded Components (1) Forward contracts $ (16.8 ) $ (0.1 ) $ 3.5 $ 65.0 $ 0.1 $ 2.8 Put options 17.9 — — (47.7 ) — — Call options (7.5 ) — — (1.3 ) — — Interest rate swap — — — (0.8 ) — — Total $ (6.4 ) $ (0.1 ) $ 3.5 $ 15.2 $ 0.1 $ 2.8 ___________________________ (1) The excluded components of the forward contracts were recognized in earnings on a straight-line basis over the respective period of the contracts as a reduction to Interest expense on the Consolidated Statements of Income. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies From time to time, the Company and its Affiliates may be subject to claims, legal proceedings and other contingencies in the ordinary course of their business activities. Any such matters are subject to various uncertainties, and it is possible that some of these matters may be resolved in a manner unfavorable to the Company or its Affiliates. The Company and its Affiliates establish accruals, as necessary, for matters for which the outcome is probable and the amount of the liability can be reasonably estimated. The Company has committed to co-invest in certain Affiliate sponsored investment products. As of March 31, 2020 , these unfunded commitments were $127.0 million and may be called in future periods. As of March 31, 2020 , the Company was contingently liable to make payments related to the achievement of specified financial targets by certain of its Affiliates accounted for under the equity method, of which $150.0 million may become payable in 2021, $77.5 million in 2022 and $62.5 million from 2023 through 2025. As of March 31, 2020 , the Company expected to make payments of approximately $48 million . The Company expects to make no payments in 2020. In the event certain financial targets are not met, the Company may receive payments of up to $12.5 million and also has the option to reduce its ownership interest and receive an incremental $25.0 million . Affiliate equity interests provide holders with a conditional right to put their interests to the Company over time. See Note 14. In connection with one of the Company’s investments in an Affiliate, a minority owner has the right to elect to sell a portion of its ownership interest in the Affiliate to the Company annually. If the minority owner sells its interest to the Company, then the Company will continue to account for the Affiliate under the equity method. In the fourth quarter of 2019, the Company was notified by the minority owner that it had elected to sell a 5% interest in the Affiliate to the Company. In the three months ended March 31, 2020 , with the consent of the Company, the minority owner rescinded this notice. As of March 31, 2020 , the minority owner maintains a 14% ownership interest in the Affiliate. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following tables summarize the Company’s financial assets and liabilities that are measured at fair value on a recurring basis: Fair Value Measurements December 31, Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Financial Assets Investments in marketable securities $ 59.4 $ 24.4 $ 35.0 $ — Derivative financial instruments (1) 7.9 — 7.9 — Financial Liabilities (2) Affiliate equity repurchase obligations $ 19.8 $ — $ — $ 19.8 Derivative financial instruments 1.0 — 1.0 — Fair Value Measurements March 31, Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Financial Assets Investments in marketable securities $ 54.6 $ 23.9 $ 30.7 $ — Derivative financial instruments (1) 1.2 — 1.2 — Financial Liabilities (2) Affiliate equity repurchase obligations $ 115.1 $ — $ — $ 115.1 Derivative financial instruments 1.2 — 1.2 — __________________________ (1) Amounts are presented within Other assets. (2) Amounts are presented within Other liabilities. Level 3 Financial Assets and Liabilities The following tables present the changes in level 3 liabilities: For the Three Months Ended March 31, 2019 2020 Contingent Payment Arrangements Affiliate Equity Repurchase Obligations Contingent Payment Arrangements Affiliate Equity Repurchase Obligations Balance, beginning of period $ 1.9 $ 36.2 $ — $ 19.8 Net realized and unrealized losses (1) 0.1 — — (1.5 ) Purchases and issuances (2) — 54.6 — 194.0 Settlements and reductions — (15.4 ) — (97.2 ) Balance, end of period $ 2.0 $ 75.4 $ — $ 115.1 Net change in unrealized losses relating to instruments still held at the reporting date $ 0.3 $ — $ — $ — ___________________________ (1) Accretion expense for these arrangements and obligations is recorded in Interest expense. (2) Includes transfers from Redeemable non-controlling interests. The following table presents certain quantitative information about the significant unobservable inputs used in valuing the Company’s level 3 fair value measurements: Quantitative Information About Level 3 Fair Value Measurements December 31, 2019 March 31, 2020 Valuation Techniques Unobservable Input Fair Value Range Weighted Average (1) Fair Value Range Weighted Average (1) Affiliate equity repurchase obligations Discounted cash flow Growth rates (2) 19.8 (9)% - 7% 5 % 115.1 1% - 10% 8 % Discount rates 14% - 17% 15 % 15% - 16% 15 % ___________________________ (1) Calculated by comparing the relative fair value of an obligation to its respective total. (2) Represents growth rates of asset and performance based fees. Affiliate equity repurchase obligations include agreements to repurchase Affiliate equity. As of March 31, 2020 , there were no changes to growth or discount rates that had a significant impact to Affiliate equity repurchase obligations recorded in prior periods. Investments Measured at NAV as a Practical Expedient The Company’s Affiliates sponsor investment products in which the Company and its Affiliates may make general partner and seed capital investments. The Company uses the net asset value (“NAV”) of these investments as a practical expedient for their fair values and reports these investments within Other investments. The following table summarizes the fair values of these investments and unfunded commitments: December 31, 2019 March 31, 2020 Category of Investment Fair Value Unfunded Commitments Fair Value Unfunded Commitments Private equity funds (1) $ 203.3 $ 127.2 $ 218.7 $ 127.0 Other funds (2) 8.5 — 4.2 — Other investments (3) $ 211.8 $ 127.2 $ 222.9 $ 127.0 ___________________________ (1) The Company accounts for its interests in private equity funds under the equity method of accounting and, therefore uses NAV as a practical expedient, one quarter in arrears (adjusted for current period calls and distributions) to determine the fair value. These funds primarily invest in a broad range of third-party funds and direct investments. Distributions will be received as the underlying assets are liquidated over the life of the funds, which is generally up to 15 years . (2) These are multi-disciplinary funds that invest across various asset classes and strategies, including equity, credit and real estate. Investments are generally redeemable on a daily, monthly or quarterly basis. (3) Fair value attributable to the controlling interest was $137.6 million and $155.7 million as of December 31, 2019 and March 31, 2020 , respectively. Other Financial Assets and Liabilities Not Carried at Fair Value The Company has other financial assets and liabilities, which are not required to be carried at fair value, but the Company is required to disclose their fair values. The carrying amount of Cash and cash equivalents, Receivables, and Payables and accrued liabilities approximates fair value because of the short-term nature of these instruments. The carrying value of notes receivable, which is reported in Other assets, approximates fair value because interest rates and other terms are at market rates. The carrying value of the credit facilities approximates fair value because the credit facilities have variable interest based on selected short-term rates. The following table summarizes the Company’s other financial liabilities not carried at fair value: December 31, 2019 March 31, 2020 Carrying Value Fair Value Carrying Value Fair Value Fair Value Hierarchy Senior notes $ 746.8 $ 797.4 $ 747.0 $ 771.0 Level 2 Junior convertible securities 315.4 415.7 316.1 260.1 Level 2 Junior subordinated notes 290.7 327.7 290.7 278.5 Level 2 |
Goodwill and Acquired Client Re
Goodwill and Acquired Client Relationships | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Acquired Client Relationships | Goodwill and Acquired Client Relationships The following tables present the changes in the Company’s consolidated Affiliates’ Goodwill and components of Acquired client relationships (net): Goodwill Balance, as of December 31, 2019 $ 2,651.7 Foreign currency translation (29.9 ) Balance, as of March 31, 2020 $ 2,621.8 Acquired Client Relationships (Net) Definite-lived Indefinite-lived Total Gross Book Value Accumulated Amortization Net Book Value Net Book Value Net Book Value Balance, as of December 31, 2019 $ 1,248.8 $ (1,039.0 ) $ 209.8 $ 972.2 $ 1,182.0 Intangible amortization and impairments — (20.6 ) (20.6 ) — (20.6 ) Foreign currency translation (8.5 ) 5.9 (2.6 ) (25.0 ) (27.6 ) Balance, as of March 31, 2020 $ 1,240.3 $ (1,053.7 ) $ 186.6 $ 947.2 $ 1,133.8 Definite-lived acquired client relationships at the Company’s consolidated Affiliates are amortized over their expected period of economic benefit. The Company recorded amortization expense within Intangible amortization and impairments in the Consolidated Statements of Income for these relationships of $29.6 million and $20.6 million for the three months ended March 31, 2019 and 2020 , respectively. Based on relationships existing as of March 31, 2020 , the Company estimates that its consolidated annual amortization expense will be approximately $60 million in 2020, approximately $30 million in each of 2021, 2022 and 2023, and approximately $20 million in 2024. As of March 31, 2020, the estimated fair values of the Company’s indefinite-lived acquired client relationships exceeded their carrying values. If financial markets remain depressed for a prolonged period of time or worsen as result of the novel coronavirus global pandemic (“COVID-19”) or other factors, the fair values of these assets could drop below their carrying values resulting in future impairments. |
Equity Method Investments in Af
Equity Method Investments in Affiliates | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments in Affiliates | Equity Method Investments in Affiliates On February 17, 2020, the Company completed its minority investment in Comvest Partners. As of March 31, 2020 , the Company had not funded any portion of the purchase consideration. The Company’s provisional purchase price allocation was measured using financial models that included assumptions of expected market performance, net client cash flows and discount rates. The associated provisional amounts may be revised upon completion of the final valuation. The Company will report its share of Comvest’s earnings one quarter in arrears, and therefore the Company did not record earnings from Comvest for the three months ended March 31, 2020. The financial results of certain Affiliates accounted for under the equity method are recognized in the Consolidated Financial Statements one quarter in arrears. The following table presents the change in Equity method investments in Affiliates (net): Equity Method Investments in Affiliates (Net) Balance, as of December 31, 2019 $ 2,195.6 Earnings 66.1 Intangible amortization and impairments (179.3 ) Distributions of earnings (124.4 ) Foreign currency translation 5.0 Investments in Affiliates 84.9 Other (9.2 ) Balance, as of March 31, 2020 $ 2,038.7 Definite-lived acquired client relationships at the Company’s Affiliates accounted for under the equity method are amortized over their expected period of economic benefit. The Company recognized amortization expense for these relationships of $23.2 million and $39.3 million for the three months ended March 31, 2019 and 2020 , respectively. Based on relationships existing as of March 31, 2020 , the Company estimates the annual amortization expense attributable to its Affiliates will be approximately $150 million in 2020, approximately $120 million in 2021, approximately $60 million in 2022, approximately $50 million in 2023 and approximately $40 million in 2024. In the first quarter of 2019, the Company recorded a $415.0 million expense to reduce the carrying value to fair value of an Affiliate. In March 2019, the Company concluded that the growth expectations of the Affiliate had declined and determined that the estimated fair value of the Affiliate had also declined meaningfully. Therefore, the Company performed a valuation to determine whether the fair value of the Affiliate had declined below its carrying value. The fair value of the investment was determined using a discounted cash flow analysis, a level 3 fair value measurement, that included a projected compounded asset based fee growth over the first five years of (13)% , discount rates of 11% and 20% for asset and performance based fees, respectively, and a market participant tax rate of 25% . Based on the discounted cash flow analysis, the Company concluded that the fair value of its investment had declined below its carrying value and that the decline was other-than-temporary. In October 2019, the Company sold its interest in the Affiliate. In the first quarter of 2020, the Company recorded a $140.0 million expense to reduce the carrying value to fair value of an Affiliate. The decline in the fair value was a result of a decline in assets under management and a reduction in projected growth, which decreased the forecasted revenue associated with the investment. The fair value of the investment was determined using a discounted cash flow analysis, a level 3 fair value measurement, that included projected compounded growth in assets under management over the first five years of (2)% , discount rates of 11% and 20% for asset and performance based fees, respectively, and a market participant tax rate of 25% . Based on the discounted cash flow analysis, the Company concluded that the fair value of its investment had declined below its carrying value and that the decline was other-than-temporary. As of March 31, 2020, the estimated fair values of the Company’s other Affiliates accounted for under the equity method exceeded their carrying values. If financial markets remain depressed for a prolonged period of time or worsen as result of COVID-19 or other factors, the fair values of these assets could drop below their carrying values for periods considered other than temporary, resulting in future impairments. The Company has determined that certain of its Affiliates accounted for under the equity method are significant under Rule 10-01(b)(1) of Regulation S-X. For the three months ended March 31, 2019 and 2020, these Affiliates recognized revenue of $590.5 million and $617.0 million , respectively, and net income of $328.7 million and $382.8 million , respectively. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions A prior owner of one of the Company’s consolidated Affiliates retains interests in certain of the Affiliate’s private equity partnerships and, as a result, is a related party of the Company. The prior owner’s interests are presented in Other liabilities and were $38.5 million and $36.7 million as of December 31, 2019 and March 31, 2020 , respectively. The Company and its Affiliates earn asset and performance based fees and incur distribution and other expenses for services provided to Affiliate sponsored investment products. In addition, Affiliate management owners and the Company’s officers may serve as trustees or directors of certain investment vehicles from which the Company or an Affiliate earns fees. The Company has related party transactions in association with its contingent payment arrangements and Affiliate equity transactions, as more fully described in Notes 7, 13 and 14. The Company’s executive officers and directors may invest from time to time in funds advised by its Affiliates on substantially the same terms as other investors. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation The following table presents share-based compensation expense: For the Three Months Ended March 31, 2019 2020 Share-based compensation $ 8.8 $ 8.2 Tax benefit 1.8 1.5 As of December 31, 2019 , the Company had unrecognized share-based compensation expense of $106.6 million . As of March 31, 2020 , the Company had unrecognized share-based compensation expense of $123.9 million , which will be recognized over a weighted average period of approximately three years (assuming no forfeitures). Restricted Stock The following table summarizes transactions in the Company’s restricted stock units: Restricted Stock Units Weighted Average Grant Date Value Unvested units - December 31, 2019 1.1 $ 123.70 Units granted 0.4 73.89 Units vested (0.2 ) 145.40 Units forfeited (0.0 ) 132.47 Performance condition changes (0.1 ) 135.32 Unvested units - March 31, 2020 1.2 101.24 For the three months ended March 31, 2019 and 2020 , the Company granted restricted stock units with fair values of $32.6 million and $30.5 million , respectively. These restricted stock units were valued based on the closing price of the Company’s common stock on the grant date and the number of shares expected to be delivered. Restricted stock units containing vesting conditions generally require service over a period of three years to four years and may also require the satisfaction of certain performance conditions. For awards with performance conditions, the number of restricted stock units expected to vest may change over time depending upon the performance level achieved. Stock Options The following table summarizes transactions in the Company’s stock options: Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Unexercised options outstanding - December 31, 2019 2.3 $ 85.58 Options granted 0.2 74.69 Options exercised — — Options forfeited (0.0 ) 122.40 Performance condition changes — — Unexercised options outstanding - March 31, 2020 2.5 84.53 5.8 Exercisable at March 31, 2020 0.4 131.55 2.9 For the three months ended March 31, 2019 and 2020 , the Company granted stock options with fair values of $0.5 million and $3.9 million , respectively. Stock options generally vest over a period of three years to five years and expire seven years after the grant date. All stock options have been granted with exercise prices equal to the closing price of the Company’s common stock on the grant date. Substantially all of the Company’s outstanding stock options contain both service and performance conditions. For awards with performance conditions, the number of stock options expected to vest may change over time depending upon the performance level achieved. The weighted average fair value of options granted was $33.58 and $17.49 , per option, for the three months ended March 31, 2019 and 2020 , respectively. The Company uses the Black-Scholes option pricing model to determine the fair value of options. The weighted average grant date assumptions used to estimate the fair value of stock options granted were as follows: For the Three Months Ended March 31, 2019 2020 Dividend yield 1.2 % 1.7 % Expected volatility 31.9 % 29.4 % Risk-free interest rate 2.6 % 0.9 % Expected life of options (in years) 5.7 5.7 Forfeiture rate — % — % |
Redeemable Non-Controlling Inte
Redeemable Non-Controlling Interests | 3 Months Ended |
Mar. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Redeemable Non-Controlling Interests | Redeemable Non-Controlling Interests Affiliate equity interests provide holders with an equity interest in one of the Company’s Affiliates, consistent with the structured partnership interests in place at the respective Affiliate. Affiliate equity holders generally have a conditional right to put their interests to the Company at certain intervals (between five years and 15 years from the date the equity interest is received or on an annual basis following an Affiliate equity holder’s departure). Prior to becoming redeemable, the value of the Company’s Affiliate equity is presented within Non-controlling interests. Upon becoming redeemable, the value of these interests is reclassified and the current redemption value of these interests is presented as Redeemable non-controlling interests. Changes in the current redemption value are recorded to Additional paid-in capital. When the Company receives a put notice, and, therefore, has an unconditional obligation to repurchase Affiliate equity interests, they are reclassified to Other liabilities. The following table presents the changes in Redeemable non-controlling interests: Redeemable Non-controlling Interests Balance, as of December 31, 2019 (1) $ 916.7 Changes attributable to consolidated Affiliate sponsored investment products (3.0 ) Transfers to Other liabilities (194.0 ) Transfers from Non-controlling interests 5.1 Changes in redemption value (143.0 ) Balance, as of March 31, 2020 (1) $ 581.8 ___________________________ (1) As of December 31, 2019 and March 31, 2020 , Redeemable non-controlling interests includes consolidated Affiliate sponsored investment products primarily attributable to third-party investors of $21.6 million and $18.6 million , respectively. |
Affiliate Equity
Affiliate Equity | 3 Months Ended |
Mar. 31, 2020 | |
Affiliate Equity [Abstract] | |
Affiliate Equity | Affiliate Equity Affiliate equity interests are allocated income in a manner that is consistent with the structured partnership interests in place at the respective Affiliate. The Company’s Affiliates generally pay quarterly distributions to Affiliate equity holders. For the three months ended March 31, 2019 and 2020 , distributions paid to Affiliate equity holders (non-controlling interests) were $104.6 million and $99.6 million , respectively. The Company periodically repurchases Affiliate equity from and issues Affiliate equity to the Company’s consolidated Affiliate partners and its officers under agreements that provide the Company with a conditional right to call and Affiliate equity holders the conditional right to put their Affiliate equity interests to the Company at certain intervals. For the three months ended March 31, 2019 and 2020 , the amount of cash paid for repurchases was $15.4 million and $96.5 million , respectively. For the three months ended March 31, 2019 and 2020 , the total amount of cash received for issuances was $9.4 million and $12.1 million , respectively. Sales and repurchases of Affiliate equity generally occur at fair value; however, the Company also grants Affiliate equity to its consolidated Affiliate partners and its officers as a form of compensation. If the equity is issued for consideration below the fair value of the equity, or repurchased for consideration above the fair value of the equity, the difference is recorded as compensation expense in Compensation and related expenses in the Consolidated Statements of Income over the requisite service period. The following table presents Affiliate equity compensation expense: For the Three Months Ended March 31, 2019 2020 Controlling interest $ 2.2 $ 2.8 Non-controlling interests 8.5 13.8 Total $ 10.7 $ 16.6 The following table presents unrecognized Affiliate equity compensation expense: Controlling Interest Remaining Life Non-controlling Interests Remaining Life December 31, 2019 $ 40.9 4 years $ 124.6 6 years March 31, 2020 42.5 4 years 126.0 6 years The Company records amounts receivable from, and payable to, Affiliate equity holders in connection with the transfer of Affiliate equity interests that have not settled at the end of the period and other related transactions. The total receivable was $14.8 million and $12.2 million as of December 31, 2019 and March 31, 2020 , respectively, and was included in Other assets. The total payable was $19.8 million and $115.1 million as of December 31, 2019 and March 31, 2020 , respectively, and was included in Other liabilities. Effects of Changes in the Company’s Ownership in Affiliates The Company periodically acquires interests from, and transfers interests to, Affiliate equity holders. Because these transactions do not result in a change of control, any gain or loss related to these transactions is recorded to Additional paid-in capital, which increases or decreases the controlling interest’s equity. No gain or loss related to these transactions is recognized in the Consolidated Statements of Income or the Consolidated Statements of Comprehensive Income. While the Company presents the current redemption value of Affiliate equity within Redeemable non-controlling interests, with changes in the current redemption value increasing or decreasing the controlling interest’s equity over time, the following table presents the cumulative effect that ownership changes had on the controlling interest’s equity related only to Affiliate equity transactions that settled during the applicable periods: For the Three Months Ended March 31, 2019 2020 Net loss (controlling interest) $ (200.8 ) $ (15.6 ) Decrease in controlling interest paid-in capital from Affiliate equity issuances (0.7 ) (1.3 ) Decrease in controlling interest paid-in capital from Affiliate equity repurchases (17.3 ) (155.1 ) Net loss (controlling interest) including the net impact of Affiliate equity transactions $ (218.8 ) $ (172.0 ) |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s consolidated income tax provision includes taxes attributable to the controlling interest and, to a lesser extent, taxes attributable to the non-controlling interests. The following table presents the consolidated provision for income taxes: For the Three Months Ended March 31, 2019 2020 Controlling interest: Current taxes $ 21.1 $ 19.3 Intangible-related deferred taxes (93.8 ) (31.0 ) Other deferred taxes 7.9 11.9 Total controlling interest (64.8 ) 0.2 Non-controlling interests: Current taxes $ 3.1 $ 2.1 Deferred taxes (0.1 ) (0.1 ) Total non-controlling interests 3.0 2.0 Income tax expense (benefit) $ (61.8 ) $ 2.2 Loss before income taxes (controlling interest) $ (265.6 ) $ (15.4 ) Effective tax rate (controlling interest) (1) 24.4 % (1.0 )% ___________________________ (1) Taxes attributable to the controlling interest divided by Loss before income taxes (controlling interest). The Company’s effective tax rate (controlling interest) decreased to (1.0)% for the three months ended March 31, 2020 from 24.4% for the three months ended March 31, 2019, primarily due to a decrease in loss before income taxes (controlling interest), which offset the majority of the Company’s income tax expense. As of March 31, 2020, the Company had unrecognized tax benefits of $65.2 million , and expects to realize approximately $5 million |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The calculation of Earnings (loss) per share (basic) is based on the weighted average number of shares of the Company’s common stock outstanding during the period. Earnings (loss) per share (diluted) is similar to Earnings (loss) per share (basic), but adjusts for the dilutive effect of the potential issuance of incremental shares of the Company’s common stock. The following is a reconciliation of the numerator and denominator used in the calculation of basic and diluted earnings (loss) per share available to common stockholders: For the Three Months Ended March 31, 2019 2020 Numerator Net loss (controlling interest) $ (200.8 ) $ (15.6 ) Interest expense on junior convertible securities, net of taxes — — Net loss (controlling interest), as adjusted $ (200.8 ) $ (15.6 ) Denominator Average shares outstanding (basic) 51.9 47.8 Effect of dilutive instruments: Stock options and restricted stock units — — Average shares outstanding (diluted) 51.9 47.8 Average shares outstanding (diluted) in the table above excludes stock options and restricted stock units that have not met certain performance conditions and items that have an anti-dilutive effect on Loss per share (diluted). The following is a summary of all items excluded from the denominator in the table above: For the Three Months Ended March 31, 2019 2020 Stock options and restricted stock units 0.6 3.3 Junior convertible securities 2.2 2.2 The Company may settle portions of its Affiliate equity purchases in shares of its common stock. Because it is the Company’s intention to settle these potential purchases in cash, the calculation of Average shares outstanding (diluted) excludes any potential dilutive effect from possible share settlements of Affiliate equity purchases. For the three months ended March 31, 2020 , the Company repurchased 0.9 million shares of its common stock, at an average price per share of $78.27 . |
Comprehensive Income
Comprehensive Income | 3 Months Ended |
Mar. 31, 2020 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Comprehensive Income | Comprehensive Income The following tables present the tax effects allocated to each component of Other comprehensive income (loss): For the Three Months Ended March 31, 2019 2020 Pre-Tax Tax Expense Net of Tax Pre-Tax Tax Benefit Net of Tax Foreign currency translation gain (loss) $ (5.5 ) $ 13.0 $ 7.5 $ (41.0 ) $ (11.9 ) $ (52.9 ) Change in net realized and unrealized gain (loss) on derivative financial instruments 1.2 — 1.2 (1.2 ) 0.2 (1.0 ) Other comprehensive income (loss) $ (4.3 ) $ 13.0 $ 8.7 $ (42.2 ) $ (11.7 ) $ (53.9 ) The components of accumulated other comprehensive loss, net of taxes, were as follows: Foreign Currency Translation Adjustment Realized and Unrealized Gains (Losses) on Derivative Financial Instruments Total Balance, as of December 31, 2019 $ (177.1 ) $ 1.2 $ (175.9 ) Other comprehensive loss before reclassifications (52.9 ) (1.1 ) (54.0 ) Amounts reclassified — 0.1 0.1 Net other comprehensive loss (52.9 ) (1.0 ) (53.9 ) Balance, as of March 31, 2020 $ (230.0 ) $ 0.2 $ (229.8 ) |
Accounting Standards and Poli_2
Accounting Standards and Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The Consolidated Financial Statements of Affiliated Managers Group, Inc. (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for full year financial statements. In the opinion of management, all normal and recurring adjustments considered necessary for a fair statement of the Company’s interim financial position and results of operations have been included and all intercompany balances and transactions have been eliminated. Certain reclassifications have been made to the prior period’s financial statements to conform to the current period’s presentation. Operating results for interim periods are not necessarily indicative of the results that may be expected for any other period or for the full year. The Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 includes additional information about its operations, financial position and accounting policies, and should be read in conjunction with this Quarterly Report on Form 10-Q. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. |
Recently Adopted Accounting Standards and Recent Accounting Developments | Recently Adopted Accounting Standards Effective January 1, 2020, the Company adopted the following new Accounting Standard Updates (“ASUs”): • ASU 2016-13, Measurement of Credit Losses on Financial Instruments The adoption of this standard did not have a significant impact on the Company’s Consolidated Financial Statements. Recent Accounting Developments In December 2019, the FASB, issued ASU 2019-12, Simplifying the Accounting for Income Taxes. The standard is effective for interim and annual periods beginning after December 15, 2020 for the Company and its consolidated Affiliates and for annual periods beginning after December 15, 2021 and interim periods beginning after December 15, 2022, for the Company’s Affiliates accounted for under the equity method. The Company is evaluating the impact of this standard on its Consolidated Financial Statements. |
Investments in Affiliates and Affiliate Sponsored Investments Products | Investments in Affiliates and Affiliate Sponsored Investment Products In evaluating whether an investment must be consolidated, the Company evaluates the risk, rewards and significant terms of each of its Affiliates and other investments to determine if an investment is considered a voting rights entity (“VRE”) or a variable interest entity (“VIE”). An entity is a VRE when the total equity investment at risk is sufficient to enable the entity to finance its activities independently, and when the equity holders have the obligation to absorb losses, the right to receive residual returns and the right to direct the activities of the entity that most significantly impact its economic performance. An entity is a VIE when it lacks one or more of the characteristics of a VRE, which, for the Company, are Affiliate investments structured as partnerships (or similar entities) where the Company is a limited partner and lacks substantive kick-out or substantive participation rights over the general partner. Assessing whether an entity is a VRE or VIE involves judgment. Upon the occurrence of certain events, management reviews and reconsiders its previous conclusion regarding the status of an entity as a VRE or a VIE. The Company consolidates VREs when it has control over significant operating, financial and investing decisions of the entity. When the Company lacks such control, but is deemed to have significant influence, the Company accounts for the entity under the equity method. Other investments in which the Company does not have rights to exercise significant influence are recorded at fair value, with changes in fair value reflected within Investment and other income on the Consolidated Statements of Income. The Company consolidates VIEs when it is the primary beneficiary of the entity, which is defined as having the power to direct the activities that most significantly impact the VIE’s economic performance and the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. Substantially all of the Company’s consolidated Affiliates considered VIEs are controlled because the Company holds a majority of the voting interests or it is the managing member or general partner. Furthermore, an Affiliate’s assets can be used for purposes other than the settlement of the respective Affiliate’s obligations. The Company applies the equity method of accounting to VIEs where the Company is not the primary beneficiary, but has the ability to exercise significant influence over operating and financial matters of the VIE. Investments in Affiliates Substantially all of the Company’s Affiliates are considered VIEs and are either consolidated or accounted for under the equity method. A limited number of the Company’s Affiliates are considered VREs and most of these are accounted for under the equity method. When an Affiliate is consolidated, the portion of the earnings attributable to Affiliate management’s equity ownership is included in Net income (non-controlling interests) in the Consolidated Statements of Income. Undistributed earnings attributable to Affiliate managements’ equity ownership, along with their share of any tangible or intangible net assets, are presented within Non-controlling interests on the Consolidated Balance Sheets. Affiliate equity interests where the holder has certain rights to demand settlement are presented, at their current redemption values, as Redeemable non-controlling interests on the Consolidated Balance Sheets. The Company periodically issues, sells and repurchases the equity of its consolidated Affiliates. Because these transactions take place between entities that are under common control, any gains or losses attributable to these transactions are required to be included within Additional paid-in capital in the Consolidated Balance Sheets, net of any related income tax effects in the period the transaction occurs. When an Affiliate is accounted for under the equity method, the Company’s share of an Affiliate’s earnings or losses, net of amortization and impairments, is included in Equity method loss (net) in the Consolidated Statements of Income and the carrying value of the Affiliate is reported in Equity method investments in Affiliates (net) in the Consolidated Balance Sheets. Deferred taxes recorded on intangible assets upon acquisition of an Affiliate accounted for under the equity method are presented on a gross basis within Equity method investments in Affiliates (net) and Deferred income tax liability (net) in the Consolidated Balance Sheets. The Company’s share of income taxes incurred directly by Affiliates accounted for under the equity method is recorded within Income tax expense in the Consolidated Statements of Income. The Company periodically performs assessments to determine if fair value may have declined below related carrying value for its Affiliates accounted for under the equity method for a period that the Company considers to be other-than temporary. Where the Company believes that such declines may have occurred, the Company determines the amount of impairment using valuation methods, such as discounted cash flow techniques. Impairments are recorded as an expense in Equity method loss (net) to reduce the carrying value of the Affiliate to its fair value. Affiliate Sponsored Investment Products The Company’s Affiliates sponsor various investment products where they also act as the investment adviser. These investment products are typically owned primarily by third-party investors; however, certain products are funded with general partner and seed capital investments from the Company and its Affiliates. Third-party investors in Affiliate sponsored investment products are generally entitled to substantially all of the economics of these products, except for the asset and performance based fees earned by the Company’s Affiliates or any gains or losses attributable to the Company’s or its Affiliates’ investments in these products. As a result, the Company does not generally consolidate these products unless the Company’s or its consolidated Affiliate’s interest in the product is considered substantial. When the Company’s or its consolidated Affiliates’ interests are considered substantial and the products are consolidated, the Company retains the specialized investment company accounting principles of the underlying products, and all of the underlying investments are carried at fair value in Investments in marketable securities in the Consolidated Balance Sheets, with corresponding changes in the investments’ fair values reflected in Investment and other income. Purchases and sales of securities are presented within purchases and sales by consolidated Affiliate sponsored investment products in the Consolidated Statements of Cash Flows and the third-party investors’ interests are recorded in Redeemable non-controlling interests. When the Company or its consolidated Affiliates no longer control these products, due to a reduction in ownership or other reasons, the products are deconsolidated with only the Company’s or its consolidated Affiliate’s investment in the product reported from the date of deconsolidation. |
Investments in Marketable Sec_2
Investments in Marketable Securities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Marketable Securities [Abstract] | |
Schedule of Investments in Marketable Securities | The following is a summary of the cost, gross unrealized gains, gross unrealized losses and fair value of Investments in marketable securities: December 31, March 31, Cost $ 57.9 $ 61.6 Unrealized gains 2.1 0.4 Unrealized losses (0.6 ) (7.4 ) Fair value $ 59.4 $ 54.6 |
Investments in Affiliates and_2
Investments in Affiliates and Affiliate Sponsored Investment Products (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Variable Interest Entities | |
Schedule of Unconsolidated Assets and Liabilities of Equity Method Investments and Company's Risk of Loss | The net assets of unconsolidated VIEs attributable to Affiliate sponsored investment products, and the Company’s carrying value and maximum exposure to loss, were as follows: December 31, 2019 March 31, 2020 Unconsolidated VIE Net Assets Carrying Value and Maximum Exposure to Loss Unconsolidated VIE Net Assets Carrying Value and Maximum Exposure to Loss Affiliate sponsored investment products $ 2,282.1 $ 0.9 $ 2,161.2 $ 0.9 The unconsolidated assets, net of liabilities and non-controlling interests of Affiliates accounted for under the equity method considered VIEs, and the Company’s carrying value and maximum exposure to loss, were as follows: December 31, 2019 March 31, 2020 Unconsolidated Carrying Value and Unconsolidated Carrying Value and Affiliates accounted for under the equity method $ 1,141.4 $ 1,843.0 $ 1,127.8 $ 1,838.3 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table summarizes the Company’s Debt: December 31, March 31, Senior bank debt $ 449.7 $ 699.7 Senior notes 743.8 744.1 Junior convertible securities 310.6 311.4 Junior subordinated notes 289.7 289.7 Debt $ 1,793.8 $ 2,044.9 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Company's Derivative Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table summarizes the Company’s and its Affiliates’ derivative financial instruments measured at fair value on a recurring basis: December 31, 2019 March 31, 2020 Assets Liabilities Assets Liabilities Forward contracts $ 23.8 $ (1.0 ) $ 1.2 $ (0.4 ) Put options — (31.0 ) — — Call options 15.1 — — — Interest rate swap — — — (0.8 ) Total $ 38.9 $ (32.0 ) $ 1.2 $ (1.2 ) |
Schedule of Effect of Derivative Financial Instruments on the Consolidated Statements of Comprehensive Income and Statements of Income | The following tables summarize the effects of derivative financial instruments on the Consolidated Statements of Comprehensive Income and the Consolidated Statements of Income: For the Three Months Ended March 31, 2019 2020 Gain (Loss) Recognized in Other Comprehensive Income Loss Reclassified from Accumulated Other Comprehensive Loss into Earnings Gain Recognized in Earnings from Excluded Components (1) Gain (Loss) Recognized in Other Comprehensive Income Gain Reclassified from Accumulated Other Comprehensive Loss into Earnings Gain Recognized in Earnings from Excluded Components (1) Forward contracts $ (16.8 ) $ (0.1 ) $ 3.5 $ 65.0 $ 0.1 $ 2.8 Put options 17.9 — — (47.7 ) — — Call options (7.5 ) — — (1.3 ) — — Interest rate swap — — — (0.8 ) — — Total $ (6.4 ) $ (0.1 ) $ 3.5 $ 15.2 $ 0.1 $ 2.8 ___________________________ (1) The excluded components of the forward contracts were recognized in earnings on a straight-line basis over the respective period of the contracts as a reduction to Interest expense on the Consolidated Statements of Income. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Assets and Liabilities Measured on a Recurring Basis | The following tables summarize the Company’s financial assets and liabilities that are measured at fair value on a recurring basis: Fair Value Measurements December 31, Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Financial Assets Investments in marketable securities $ 59.4 $ 24.4 $ 35.0 $ — Derivative financial instruments (1) 7.9 — 7.9 — Financial Liabilities (2) Affiliate equity repurchase obligations $ 19.8 $ — $ — $ 19.8 Derivative financial instruments 1.0 — 1.0 — Fair Value Measurements March 31, Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Financial Assets Investments in marketable securities $ 54.6 $ 23.9 $ 30.7 $ — Derivative financial instruments (1) 1.2 — 1.2 — Financial Liabilities (2) Affiliate equity repurchase obligations $ 115.1 $ — $ — $ 115.1 Derivative financial instruments 1.2 — 1.2 — __________________________ (1) Amounts are presented within Other assets. (2) Amounts are presented within Other liabilities. |
Schedule of Changes in Level 3 Assets and Liabilities | The following tables present the changes in level 3 liabilities: For the Three Months Ended March 31, 2019 2020 Contingent Payment Arrangements Affiliate Equity Repurchase Obligations Contingent Payment Arrangements Affiliate Equity Repurchase Obligations Balance, beginning of period $ 1.9 $ 36.2 $ — $ 19.8 Net realized and unrealized losses (1) 0.1 — — (1.5 ) Purchases and issuances (2) — 54.6 — 194.0 Settlements and reductions — (15.4 ) — (97.2 ) Balance, end of period $ 2.0 $ 75.4 $ — $ 115.1 Net change in unrealized losses relating to instruments still held at the reporting date $ 0.3 $ — $ — $ — ___________________________ (1) Accretion expense for these arrangements and obligations is recorded in Interest expense. (2) Includes transfers from Redeemable non-controlling interests. |
Schedule of Quantitative Information used in Valuing Level 3 Liabilities | The following table presents certain quantitative information about the significant unobservable inputs used in valuing the Company’s level 3 fair value measurements: Quantitative Information About Level 3 Fair Value Measurements December 31, 2019 March 31, 2020 Valuation Techniques Unobservable Input Fair Value Range Weighted Average (1) Fair Value Range Weighted Average (1) Affiliate equity repurchase obligations Discounted cash flow Growth rates (2) 19.8 (9)% - 7% 5 % 115.1 1% - 10% 8 % Discount rates 14% - 17% 15 % 15% - 16% 15 % ___________________________ (1) Calculated by comparing the relative fair value of an obligation to its respective total. (2) Represents growth rates of asset and performance based fees. |
Schedule of Investments in Certain Entities that Calculate Net Asset Value | The following table summarizes the fair values of these investments and unfunded commitments: December 31, 2019 March 31, 2020 Category of Investment Fair Value Unfunded Commitments Fair Value Unfunded Commitments Private equity funds (1) $ 203.3 $ 127.2 $ 218.7 $ 127.0 Other funds (2) 8.5 — 4.2 — Other investments (3) $ 211.8 $ 127.2 $ 222.9 $ 127.0 ___________________________ (1) The Company accounts for its interests in private equity funds under the equity method of accounting and, therefore uses NAV as a practical expedient, one quarter in arrears (adjusted for current period calls and distributions) to determine the fair value. These funds primarily invest in a broad range of third-party funds and direct investments. Distributions will be received as the underlying assets are liquidated over the life of the funds, which is generally up to 15 years . (2) These are multi-disciplinary funds that invest across various asset classes and strategies, including equity, credit and real estate. Investments are generally redeemable on a daily, monthly or quarterly basis. (3) Fair value attributable to the controlling interest was $137.6 million and $155.7 million as of December 31, 2019 and March 31, 2020 , respectively. |
Schedule of Financial Assets and Liabilities Not Carried at Fair Value | The following table summarizes the Company’s other financial liabilities not carried at fair value: December 31, 2019 March 31, 2020 Carrying Value Fair Value Carrying Value Fair Value Fair Value Hierarchy Senior notes $ 746.8 $ 797.4 $ 747.0 $ 771.0 Level 2 Junior convertible securities 315.4 415.7 316.1 260.1 Level 2 Junior subordinated notes 290.7 327.7 290.7 278.5 Level 2 |
Goodwill and Acquired Client _2
Goodwill and Acquired Client Relationships (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill | The following tables present the changes in the Company’s consolidated Affiliates’ Goodwill and components of Acquired client relationships (net): Goodwill Balance, as of December 31, 2019 $ 2,651.7 Foreign currency translation (29.9 ) Balance, as of March 31, 2020 $ 2,621.8 |
Schedule of Changes in the Components of Acquired Client Relationships | Acquired Client Relationships (Net) Definite-lived Indefinite-lived Total Gross Book Value Accumulated Amortization Net Book Value Net Book Value Net Book Value Balance, as of December 31, 2019 $ 1,248.8 $ (1,039.0 ) $ 209.8 $ 972.2 $ 1,182.0 Intangible amortization and impairments — (20.6 ) (20.6 ) — (20.6 ) Foreign currency translation (8.5 ) 5.9 (2.6 ) (25.0 ) (27.6 ) Balance, as of March 31, 2020 $ 1,240.3 $ (1,053.7 ) $ 186.6 $ 947.2 $ 1,133.8 |
Equity Method Investments in _2
Equity Method Investments in Affiliates (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of Changes in Equity Method Investments in Affiliates | The following table presents the change in Equity method investments in Affiliates (net): Equity Method Investments in Affiliates (Net) Balance, as of December 31, 2019 $ 2,195.6 Earnings 66.1 Intangible amortization and impairments (179.3 ) Distributions of earnings (124.4 ) Foreign currency translation 5.0 Investments in Affiliates 84.9 Other (9.2 ) Balance, as of March 31, 2020 $ 2,038.7 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Share-Based Compensation | The following table presents share-based compensation expense: For the Three Months Ended March 31, 2019 2020 Share-based compensation $ 8.8 $ 8.2 Tax benefit 1.8 1.5 |
Schedule of Company Restricted Stock Units Transactions | The following table summarizes transactions in the Company’s restricted stock units: Restricted Stock Units Weighted Average Grant Date Value Unvested units - December 31, 2019 1.1 $ 123.70 Units granted 0.4 73.89 Units vested (0.2 ) 145.40 Units forfeited (0.0 ) 132.47 Performance condition changes (0.1 ) 135.32 Unvested units - March 31, 2020 1.2 101.24 |
Schedule of Company Stock Option Transactions | The following table summarizes transactions in the Company’s stock options: Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Unexercised options outstanding - December 31, 2019 2.3 $ 85.58 Options granted 0.2 74.69 Options exercised — — Options forfeited (0.0 ) 122.40 Performance condition changes — — Unexercised options outstanding - March 31, 2020 2.5 84.53 5.8 Exercisable at March 31, 2020 0.4 131.55 2.9 |
Schedule of Fair Value of Options Granted and Assumptions | The weighted average grant date assumptions used to estimate the fair value of stock options granted were as follows: For the Three Months Ended March 31, 2019 2020 Dividend yield 1.2 % 1.7 % Expected volatility 31.9 % 29.4 % Risk-free interest rate 2.6 % 0.9 % Expected life of options (in years) 5.7 5.7 Forfeiture rate — % — % |
Redeemable Non-Controlling In_2
Redeemable Non-Controlling Interests (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
Schedule of Changes in Redeemable Non-Controlling Interests | The following table presents the changes in Redeemable non-controlling interests: Redeemable Non-controlling Interests Balance, as of December 31, 2019 (1) $ 916.7 Changes attributable to consolidated Affiliate sponsored investment products (3.0 ) Transfers to Other liabilities (194.0 ) Transfers from Non-controlling interests 5.1 Changes in redemption value (143.0 ) Balance, as of March 31, 2020 (1) $ 581.8 ___________________________ (1) As of December 31, 2019 and March 31, 2020 , Redeemable non-controlling interests includes consolidated Affiliate sponsored investment products primarily attributable to third-party investors of $21.6 million and $18.6 million , respectively. |
Affiliate Equity (Tables)
Affiliate Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Affiliate Equity [Abstract] | |
Schedule of Affiliate Equity Compensation | The following table presents Affiliate equity compensation expense: For the Three Months Ended March 31, 2019 2020 Controlling interest $ 2.2 $ 2.8 Non-controlling interests 8.5 13.8 Total $ 10.7 $ 16.6 |
Schedule of Affiliate Equity Unrecognized Compensation Expense | The following table presents unrecognized Affiliate equity compensation expense: Controlling Interest Remaining Life Non-controlling Interests Remaining Life December 31, 2019 $ 40.9 4 years $ 124.6 6 years March 31, 2020 42.5 4 years 126.0 6 years |
Schedule of Changes in the Company's Interest in its Affiliates on the Controlling Interest's Equity | While the Company presents the current redemption value of Affiliate equity within Redeemable non-controlling interests, with changes in the current redemption value increasing or decreasing the controlling interest’s equity over time, the following table presents the cumulative effect that ownership changes had on the controlling interest’s equity related only to Affiliate equity transactions that settled during the applicable periods: For the Three Months Ended March 31, 2019 2020 Net loss (controlling interest) $ (200.8 ) $ (15.6 ) Decrease in controlling interest paid-in capital from Affiliate equity issuances (0.7 ) (1.3 ) Decrease in controlling interest paid-in capital from Affiliate equity repurchases (17.3 ) (155.1 ) Net loss (controlling interest) including the net impact of Affiliate equity transactions $ (218.8 ) $ (172.0 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Provisions by Controlling and Noncontrolling Interests | The following table presents the consolidated provision for income taxes: For the Three Months Ended March 31, 2019 2020 Controlling interest: Current taxes $ 21.1 $ 19.3 Intangible-related deferred taxes (93.8 ) (31.0 ) Other deferred taxes 7.9 11.9 Total controlling interest (64.8 ) 0.2 Non-controlling interests: Current taxes $ 3.1 $ 2.1 Deferred taxes (0.1 ) (0.1 ) Total non-controlling interests 3.0 2.0 Income tax expense (benefit) $ (61.8 ) $ 2.2 Loss before income taxes (controlling interest) $ (265.6 ) $ (15.4 ) Effective tax rate (controlling interest) (1) 24.4 % (1.0 )% ___________________________ (1) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings Per Share | The following is a reconciliation of the numerator and denominator used in the calculation of basic and diluted earnings (loss) per share available to common stockholders: For the Three Months Ended March 31, 2019 2020 Numerator Net loss (controlling interest) $ (200.8 ) $ (15.6 ) Interest expense on junior convertible securities, net of taxes — — Net loss (controlling interest), as adjusted $ (200.8 ) $ (15.6 ) Denominator Average shares outstanding (basic) 51.9 47.8 Effect of dilutive instruments: Stock options and restricted stock units — — Average shares outstanding (diluted) 51.9 47.8 |
Schedule of Shares Excluded from Calculation of Basic and Diluted Earnings Per Share | The following is a summary of all items excluded from the denominator in the table above: For the Three Months Ended March 31, 2019 2020 Stock options and restricted stock units 0.6 3.3 Junior convertible securities 2.2 2.2 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Tax Effects Allocated to Each Component of Other Comprehensive Income (Loss) | The following tables present the tax effects allocated to each component of Other comprehensive income (loss): For the Three Months Ended March 31, 2019 2020 Pre-Tax Tax Expense Net of Tax Pre-Tax Tax Benefit Net of Tax Foreign currency translation gain (loss) $ (5.5 ) $ 13.0 $ 7.5 $ (41.0 ) $ (11.9 ) $ (52.9 ) Change in net realized and unrealized gain (loss) on derivative financial instruments 1.2 — 1.2 (1.2 ) 0.2 (1.0 ) Other comprehensive income (loss) $ (4.3 ) $ 13.0 $ 8.7 $ (42.2 ) $ (11.7 ) $ (53.9 ) |
Schedule of Components of Accumulated Other Comprehensive Loss | The components of accumulated other comprehensive loss, net of taxes, were as follows: Foreign Currency Translation Adjustment Realized and Unrealized Gains (Losses) on Derivative Financial Instruments Total Balance, as of December 31, 2019 $ (177.1 ) $ 1.2 $ (175.9 ) Other comprehensive loss before reclassifications (52.9 ) (1.1 ) (54.0 ) Amounts reclassified — 0.1 0.1 Net other comprehensive loss (52.9 ) (1.0 ) (53.9 ) Balance, as of March 31, 2020 $ (230.0 ) $ 0.2 $ (229.8 ) |
Investments in Marketable Sec_3
Investments in Marketable Securities - Cost, Gross Unrealized Gains and Losses and Fair Value (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Marketable Securities [Abstract] | ||
Cost | $ 61.6 | $ 57.9 |
Unrealized gains | 0.4 | 2.1 |
Unrealized losses | (7.4) | (0.6) |
Fair value | $ 54.6 | $ 59.4 |
Investments in Marketable Sec_4
Investments in Marketable Securities - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |||
Proceeds received from sales of marketable securities | $ 26.2 | $ 15.1 | |
Net realized gains on sale of marketable securities | (1) | $ 0.5 | |
Variable Interest Entity, Primary Beneficiary | |||
Investments in and Advances to Affiliates [Line Items] | |||
Fair value of deconsolidated investment in affiliate | $ 33.2 | $ 38.1 |
Investments in Affiliates and_3
Investments in Affiliates and Affiliate Sponsored Investment Products - Affiliated Accounted For Under Equity Method (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Variable Interest Entities | ||
Carrying value of equity method investment in affiliate | $ 2,038.7 | $ 2,195.6 |
Carrying amount and maximum exposure to loss equity method investments considered VREs | 200.4 | 352.6 |
Variable Interest Entity, Not Primary Beneficiary | ||
Variable Interest Entities | ||
Unconsolidated VIE Net Assets | 1,127.8 | 1,141.4 |
Carrying Value and Maximum Exposure to Loss | $ 1,838.3 | $ 1,843 |
Investments in Affiliates and_4
Investments in Affiliates and Affiliate Sponsored Investment Products - Affiliated Sponsored Investment Products (Details) - Variable Interest Entity, Primary Beneficiary - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Variable Interest Entities | ||
Unconsolidated VIE Net Assets | $ 2,161.2 | $ 2,282.1 |
Carrying Value and Maximum Exposure to Loss | $ 0.9 | $ 0.9 |
Debt - Summary of Company's Deb
Debt - Summary of Company's Debt (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Debt | $ 2,044.9 | $ 1,793.8 |
Senior bank debt | ||
Debt Instrument [Line Items] | ||
Debt | 699.7 | 449.7 |
Senior notes | ||
Debt Instrument [Line Items] | ||
Debt | 744.1 | 743.8 |
Junior convertible securities | ||
Debt Instrument [Line Items] | ||
Debt | 311.4 | 310.6 |
Junior subordinated notes | ||
Debt Instrument [Line Items] | ||
Debt | $ 289.7 | $ 289.7 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 26, 2020 | Dec. 31, 2019 | |
Senior bank debt | Revolver | |||
Debt Instrument [Line Items] | |||
Total available borrowing | $ 1,250,000,000 | ||
Additional borrowing amount | 500,000,000 | ||
Borrowings outstanding | $ 250,000,000 | $ 0 | |
Senior bank debt | Revolver | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on debt variable rate | 1.10% | ||
Senior bank debt | Term Loan | |||
Debt Instrument [Line Items] | |||
Total available borrowing | $ 450,000,000 | ||
Additional borrowing amount | $ 75,000,000 | ||
Senior bank debt | Term Loan | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on debt variable rate | 0.875% | ||
Cash Flow Hedging | Interest rate swap | Designated as Hedging Instrument | |||
Debt Instrument [Line Items] | |||
Derivative notional amount | $ 250,000,000 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Additional Information (Details) | 1 Months Ended | |||
Mar. 31, 2020USD ($) | Mar. 26, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018instrument | |
Other assets | ||||
Derivative [Line Items] | ||||
Derivative assets, gross | $ 1,200,000 | $ 2,200,000 | ||
Other liabilities | ||||
Derivative [Line Items] | ||||
Derivative liabilities, gross | 1,200,000 | 1,000,000 | ||
Forward contracts | ||||
Derivative [Line Items] | ||||
Cash collateral held from counterparty | 0 | 8,700,000 | ||
Cash collateral held at counterparty | 600,000 | 0 | ||
Foreign contracts and collar contracts | ||||
Derivative [Line Items] | ||||
Proceeds from derivative termination | $ 24,900,000 | |||
Foreign contracts and collar contracts | Other assets | ||||
Derivative [Line Items] | ||||
Derivative assets, net | $ 5,600,000 | |||
Designated as Hedging Instrument | Net Investment Hedging | Forward contracts | ||||
Derivative [Line Items] | ||||
Number of instruments held | instrument | 2 | |||
Designated as Hedging Instrument | Net Investment Hedging | Collar | ||||
Derivative [Line Items] | ||||
Number of instruments held | instrument | 2 | |||
Designated as Hedging Instrument | Cash Flow Hedging | Interest rate swap | ||||
Derivative [Line Items] | ||||
Fixed interest rate | 0.5135% | |||
Derivative notional amount | $ 250,000,000 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Measurements, Recurring - Designated as Hedging Instrument - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Derivatives in Net Investment Hedging Relationship | ||
Derivative [Line Items] | ||
Assets | $ 1.2 | $ 38.9 |
Liabilities | (1.2) | (32) |
Derivatives in Net Investment Hedging Relationship | Forward contracts | ||
Derivative [Line Items] | ||
Assets | 1.2 | 23.8 |
Liabilities | (0.4) | (1) |
Derivatives in Net Investment Hedging Relationship | Put options | ||
Derivative [Line Items] | ||
Assets | 0 | 0 |
Liabilities | 0 | (31) |
Derivatives in Net Investment Hedging Relationship | Call options | ||
Derivative [Line Items] | ||
Assets | 0 | 15.1 |
Liabilities | 0 | 0 |
Cash Flow Hedging | Interest rate swap | ||
Derivative [Line Items] | ||
Assets | 0 | 0 |
Liabilities | $ (0.8) | $ 0 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Effect on Statement of Comprehensive Income and Statement of Income (Details) - Designated as Hedging Instrument - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Derivatives in Net Investment Hedging Relationship | |||
Derivative [Line Items] | |||
Gain (Loss) Recognized in Other Comprehensive Income | $ 15.2 | $ (6.4) | |
Loss Reclassified from Accumulated Other Comprehensive Loss into Earnings | 0.1 | (0.1) | |
Gain Recognized in Earnings from Excluded Components | [1] | 2.8 | 3.5 |
Derivatives in Net Investment Hedging Relationship | Forward contracts | |||
Derivative [Line Items] | |||
Gain (Loss) Recognized in Other Comprehensive Income | 65 | (16.8) | |
Loss Reclassified from Accumulated Other Comprehensive Loss into Earnings | 0.1 | (0.1) | |
Gain Recognized in Earnings from Excluded Components | [1] | 2.8 | 3.5 |
Derivatives in Net Investment Hedging Relationship | Put options | |||
Derivative [Line Items] | |||
Gain (Loss) Recognized in Other Comprehensive Income | (47.7) | 17.9 | |
Loss Reclassified from Accumulated Other Comprehensive Loss into Earnings | 0 | 0 | |
Gain Recognized in Earnings from Excluded Components | [1] | 0 | 0 |
Derivatives in Net Investment Hedging Relationship | Call options | |||
Derivative [Line Items] | |||
Gain (Loss) Recognized in Other Comprehensive Income | (1.3) | (7.5) | |
Loss Reclassified from Accumulated Other Comprehensive Loss into Earnings | 0 | 0 | |
Gain Recognized in Earnings from Excluded Components | [1] | 0 | 0 |
Cash Flow Hedging | Interest rate swap | |||
Derivative [Line Items] | |||
Gain (Loss) Recognized in Other Comprehensive Income | (0.8) | 0 | |
Loss Reclassified from Accumulated Other Comprehensive Loss into Earnings | 0 | 0 | |
Gain Recognized in Earnings from Excluded Components | [1] | $ 0 | $ 0 |
[1] | The excluded components of the forward contracts were recognized in earnings on a straight-line basis over the respective period of the contracts as a reduction to Interest expense on the Consolidated Statements of Income. |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2019 | Mar. 31, 2020 | |
Commitments and Contingencies | ||
Payment contingent on not meeting financial targets (up to) | $ 12,500,000 | |
Payment contingent on excercise of option to reduce ownership percentage | 25,000,000 | |
Affiliate | ||
Commitments and Contingencies | ||
Co-investment commitments in partnership | 127,000,000 | |
Equity Method Investee | ||
Commitments and Contingencies | ||
Contingent payments through 2021 | 150,000,000 | |
Contingent payments through 2022 | 77,500,000 | |
Contingent payments through 2026 | 62,500,000 | |
Expected payments | 48,000,000 | |
Contingent payments in 2020 | $ 0 | |
Noncontrolling interest, sell of ownership percentage | 5.00% | |
Minority Owner | Equity Method Investee | ||
Commitments and Contingencies | ||
Ownership percentage by minority owner | 14.00% |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured on a Recurring Basis (Details) - Fair Value Measured on a Recurring Basis - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 | |
Financial Assets | |||
Investments in marketable securities | $ 54.6 | $ 59.4 | |
Derivative financial instruments | [1] | 1.2 | 7.9 |
Financial Liabilities | |||
Affiliate equity repurchase obligations | [2] | 115.1 | 19.8 |
Derivative financial instruments | [2] | 1.2 | 1 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Financial Assets | |||
Investments in marketable securities | 23.9 | 24.4 | |
Derivative financial instruments | [1] | 0 | 0 |
Financial Liabilities | |||
Affiliate equity repurchase obligations | [2] | 0 | 0 |
Derivative financial instruments | [2] | 0 | 0 |
Significant Other Observable Inputs (Level 2) | |||
Financial Assets | |||
Investments in marketable securities | 30.7 | 35 | |
Derivative financial instruments | [1] | 1.2 | 7.9 |
Financial Liabilities | |||
Affiliate equity repurchase obligations | [2] | 0 | 0 |
Derivative financial instruments | [2] | 1.2 | 1 |
Significant Unobservable Inputs (Level 3) | |||
Financial Assets | |||
Investments in marketable securities | 0 | 0 | |
Derivative financial instruments | [1] | 0 | 0 |
Financial Liabilities | |||
Affiliate equity repurchase obligations | [2] | 115.1 | 19.8 |
Derivative financial instruments | [2] | $ 0 | $ 0 |
[1] | Amounts are presented within Other assets. | ||
[2] | Amounts are presented within Other liabilities. |
Fair Value Measurements - Chang
Fair Value Measurements - Changes in Level 3 Assets and Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Contingent Payment Arrangements | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Balance, beginning of period | $ 0 | $ 1.9 | |
Net realized and unrealized losses | [1] | 0 | 0.1 |
Purchases and issuances | [2] | 0 | 0 |
Settlements and reductions | 0 | 0 | |
Balance, end of period | 0 | 2 | |
Net change in unrealized losses relating to instruments still held at the reporting date | 0 | 0.3 | |
Affiliate Equity Repurchase Obligations | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Balance, beginning of period | 19.8 | 36.2 | |
Net realized and unrealized losses | [1] | (1.5) | 0 |
Purchases and issuances | [2] | 194 | 54.6 |
Settlements and reductions | (97.2) | (15.4) | |
Balance, end of period | 115.1 | 75.4 | |
Net change in unrealized losses relating to instruments still held at the reporting date | $ 0 | $ 0 | |
[1] | Accretion expense for these arrangements and obligations is recorded in Interest expense. | ||
[2] | Includes transfers from Redeemable non-controlling interests. |
Fair Value Measurements - Quant
Fair Value Measurements - Quantitative Information used in Valuing Level 3 Liabilities (Details) - Affiliate Equity Repurchase Obligations - Discounted cash flow $ in Millions | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Growth rates | Minimum | |||
Quantitative information for Level 3 Fair Value Measurements Liabilities | |||
Affiliate equity repurchase obligations, measurement input | 0.01 | (0.09) | |
Growth rates | Maximum | |||
Quantitative information for Level 3 Fair Value Measurements Liabilities | |||
Affiliate equity repurchase obligations, measurement input | 0.10 | 0.07 | |
Growth rates | Weighted Average | |||
Quantitative information for Level 3 Fair Value Measurements Liabilities | |||
Affiliate equity repurchase obligations, measurement input | [1] | 0.08 | 0.05 |
Discount rates | Minimum | |||
Quantitative information for Level 3 Fair Value Measurements Liabilities | |||
Affiliate equity repurchase obligations, measurement input | 0.15 | 0.14 | |
Discount rates | Maximum | |||
Quantitative information for Level 3 Fair Value Measurements Liabilities | |||
Affiliate equity repurchase obligations, measurement input | 0.16 | 0.17 | |
Discount rates | Weighted Average | |||
Quantitative information for Level 3 Fair Value Measurements Liabilities | |||
Affiliate equity repurchase obligations, measurement input | [1] | 0.15 | 0.15 |
Significant Unobservable Inputs (Level 3) | |||
Quantitative information for Level 3 Fair Value Measurements Liabilities | |||
Fair Value | $ 115.1 | $ 19.8 | |
[1] | Represents growth rates of asset and performance based fees. |
Fair Value Measurements - Inves
Fair Value Measurements - Investments Measured at Net Asset Value as Practical Expedient (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2019 | ||
Other Investments | |||
NAV of investments at fair value | |||
Unfunded Commitments | [1] | $ 127 | $ 127.2 |
Other Investments | Fair Value Measured at NAV | |||
NAV of investments at fair value | |||
Fair Value | [1] | 222.9 | 211.8 |
Other Investments | Controlling Interest | |||
NAV of investments at fair value | |||
Fair Value | 155.7 | 137.6 | |
Private equity funds | |||
NAV of investments at fair value | |||
Unfunded Commitments | [2] | 127 | 127.2 |
Private equity funds | Fair Value Measured at NAV | |||
NAV of investments at fair value | |||
Fair Value | [2] | $ 218.7 | 203.3 |
Life of funds | 15 years | ||
Other funds | |||
NAV of investments at fair value | |||
Unfunded Commitments | [3] | $ 0 | 0 |
Other funds | Fair Value Measured at NAV | |||
NAV of investments at fair value | |||
Fair Value | [3] | $ 4.2 | $ 8.5 |
[1] | Fair value attributable to the controlling interest was $137.6 million and $155.7 million as of December 31, 2019 and March 31, 2020 , respectively. | ||
[2] | The Company accounts for its interests in private equity funds under the equity method of accounting and, therefore uses NAV as a practical expedient, one quarter in arrears (adjusted for current period calls and distributions) to determine the fair value. These funds primarily invest in a broad range of third-party funds and direct investments. Distributions will be received as the underlying assets are liquidated over the life of the funds, which is generally up to 15 years . | ||
[3] | These are multi-disciplinary funds that invest across various asset classes and strategies, including equity, credit and real estate. Investments are generally redeemable on a daily, monthly or quarterly basis. |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Not Carried at Fair Value (Details) - Level 2 - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Senior notes | $ 747 | $ 746.8 |
Junior convertible securities | 316.1 | 315.4 |
Junior subordinated notes | 290.7 | 290.7 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Senior notes | 771 | 797.4 |
Junior convertible securities | 260.1 | 415.7 |
Junior subordinated notes | $ 278.5 | $ 327.7 |
Goodwill and Acquired Client _3
Goodwill and Acquired Client Relationships - Schedule of Changes in Goodwill (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Goodwill [Roll Forward] | |
Balance, as of December 31, 2019 | $ 2,651.7 |
Foreign currency translation | (29.9) |
Balance, as of March 31, 2020 | $ 2,621.8 |
Goodwill and Acquired Client _4
Goodwill and Acquired Client Relationships - Schedule of Changes in the Components of Acquired Client Relationships (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Definite-lived | ||
Intangible amortization | $ (20.6) | $ (29.6) |
Total | ||
Beginning balance, net book value | 1,182 | |
Ending balance, net book value | 1,133.8 | |
Acquired Client Relationships | ||
Definite-lived | ||
Beginning balance, gross book value | 1,248.8 | |
Beginning balance, accumulated amortization | (1,039) | |
Beginning balance, net book value | 209.8 | |
Intangible impairments | 0 | |
Intangible amortization | (20.6) | |
Intangible amortization and impairments | (20.6) | |
Foreign currency translation, gross | (8.5) | |
Foreign currency translation, accumulated amortization | 5.9 | |
Foreign currency translation, net | (2.6) | |
Ending balance, gross book value | 1,240.3 | |
Ending balance, accumulated amortization | (1,053.7) | |
Ending balance, net book value | 186.6 | |
Indefinite-lived | ||
Beginning balance, net book value | 972.2 | |
Intangible impairments | 0 | |
Foreign currency translation | (25) | |
Ending balance, net book value | 947.2 | |
Total | ||
Beginning balance, net book value | 1,182 | |
Intangible amortization and impairments | (20.6) | |
Foreign currency translation | (27.6) | |
Ending balance, net book value | $ 1,133.8 |
Goodwill and Acquired Client _5
Goodwill and Acquired Client Relationships - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Intangible Assets | ||
Amortization and impairment expenses of intangible assets | $ 20.6 | $ 29.6 |
Acquired Client Relationships | ||
Intangible Assets | ||
Amortization and impairment expenses of intangible assets | 20.6 | |
Estimated Future Amortization Expense of Finite-Lived Intangibles | ||
Finite-lived intangible, future amortization expense in 2020 | 60 | |
Finite-lived intangible, future amortization expense in 2021 | 30 | |
Finite-lived intangible, future amortization expense in 2022 | 30 | |
Finite-lived intangible, future amortization expense in 2023 | 30 | |
Finite-lived intangible, future amortization expense in 2024 | 20 | |
Acquired Client Relationships | Intangible amortization and impairments | ||
Intangible Assets | ||
Amortization and impairment expenses of intangible assets | $ 20.6 | $ 29.6 |
Equity Method Investments in _3
Equity Method Investments in Affiliates - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | ||
Amortization expense during the period | $ 20.6 | $ 29.6 |
Estimated Future Amortization Expense of Finite-Lived Intangibles | ||
Equity method affiliates, revenue | 617 | 590.5 |
Equity method affiliates, net income | 382.8 | 328.7 |
Acquired Client Relationships | ||
Schedule of Equity Method Investments [Line Items] | ||
Amortization expense during the period | 20.6 | |
Estimated Future Amortization Expense of Finite-Lived Intangibles | ||
Finite-lived intangible, future amortization expense in 2020 | 60 | |
Finite-lived intangible, future amortization expense in 2021 | 30 | |
Finite-lived intangible, future amortization expense in 2022 | 30 | |
Finite-lived intangible, future amortization expense in 2023 | 30 | |
Finite-lived intangible, future amortization expense in 2024 | 20 | |
Equity Method Investee | ||
Estimated Future Amortization Expense of Finite-Lived Intangibles | ||
Impairment expense | $ 140 | $ 415 |
Average projected growth rate period | 5 years | 5 years |
Average projected growth rate | (2.00%) | (13.00%) |
Discount rate for assets based fees | 11.00% | 11.00% |
Discount rate for performance fees | 20.00% | 20.00% |
Market participant tax rate | 25.00% | 25.00% |
Equity Method Investee | Acquired Client Relationships | ||
Schedule of Equity Method Investments [Line Items] | ||
Amortization expense during the period | $ 39.3 | $ 23.2 |
Estimated Future Amortization Expense of Finite-Lived Intangibles | ||
Finite-lived intangible, future amortization expense in 2020 | 150 | |
Finite-lived intangible, future amortization expense in 2021 | 120 | |
Finite-lived intangible, future amortization expense in 2022 | 60 | |
Finite-lived intangible, future amortization expense in 2023 | 50 | |
Finite-lived intangible, future amortization expense in 2024 | $ 40 |
Equity Method Investments in _4
Equity Method Investments in Affiliates - Change in Equity Method Investments (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Change in Equity Method Investments in Affiliates [Roll Forward] | ||
Balance, as of December 31, 2019 | $ 2,195.6 | |
Distributions of earnings | (124.4) | $ (96.5) |
Balance, as of March 31, 2020 | 2,038.7 | |
Equity Method Investee | ||
Change in Equity Method Investments in Affiliates [Roll Forward] | ||
Balance, as of December 31, 2019 | 2,195.6 | |
Earnings | 66.1 | |
Intangible amortization and impairments | (179.3) | |
Distributions of earnings | (124.4) | |
Foreign currency translation | 5 | |
Investments in Affiliates | 84.9 | |
Other | (9.2) | |
Balance, as of March 31, 2020 | $ 2,038.7 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Related Party Transactions | ||
Other liabilities | $ 539.3 | $ 359.1 |
Prior Owner | Private Equity Investment Partnerships of Affiliate | ||
Related Party Transactions | ||
Other liabilities | $ 36.7 | $ 38.5 |
Share-Based Compensation - Shar
Share-Based Compensation - Share-Based Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |||
Share-based compensation | $ 8.2 | $ 8.8 | |
Tax benefit | 1.5 | $ 1.8 | |
Compensation expense related to share-based compensation | $ 123.9 | $ 106.6 | |
Weighted average period over which compensation expense will be recognized | 3 years |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Company Restricted Stock Units Transactions (Details) - Restricted Stock Units - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restricted Stock Units | ||
Unvested units - beginning balance (in shares) | 1.1 | |
Units granted (in shares) | 0.4 | |
Units vested (in shares) | (0.2) | |
Units forfeited (in shares) | 0 | |
Change in units based on performance awards (in shares) | (0.1) | |
Unvested units - ending balance (in shares) | 1.2 | |
Weighted Average Grant Date Value | ||
Unvested units - beginning balance (in dollars per share) | $ 123.70 | |
Units granted (in dollars per share) | 73.89 | |
Units vested (in dollars per share) | 145.40 | |
Units forfeited (in dollars per share) | 132.47 | |
Change in units based on performance awards (in dollars per share) | 135.32 | |
Unvested units - ending balance (in dollars per share) | $ 101.24 | |
Restricted stocks granted, fair value | $ 30.5 | $ 32.6 |
Minimum | ||
Weighted Average Grant Date Value | ||
Restricted stock, vesting period | 3 years | |
Maximum | ||
Weighted Average Grant Date Value | ||
Restricted stock, vesting period | 4 years |
Share-Based Compensation - Sc_2
Share-Based Compensation - Schedule of the Transactions of the Company's Stock Options (Details) shares in Millions | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Stock Options | |
Unexercised options outstanding - beginning balance (in shares) | shares | 2.3 |
Options granted (in shares) | shares | 0.2 |
Options exercised (in shares) | shares | 0 |
Options forfeited (in shares) | shares | 0 |
Performance condition changes (in shares) | shares | 0 |
Unexercised options outstanding - ending balance (in shares) | shares | 2.5 |
Exercisable at the end of the period (in shares) | shares | 0.4 |
Weighted Average Exercise Price | |
Unexercised options outstanding - beginning balance (in dollars per share) | $ / shares | $ 85.58 |
Options granted (in dollars per share) | $ / shares | 74.69 |
Options exercised (in dollars per share) | $ / shares | 0 |
Options forfeited (in dollars per share) | $ / shares | 122.40 |
Performance condition changes (in dollars per share) | $ / shares | 0 |
Unexercised options outstanding - ending balance (in dollars per share) | $ / shares | 84.53 |
Exercisable at the end of the period (in dollars per share) | $ / shares | $ 131.55 |
Weighted Average Remaining Contractual Life (Years) | |
Unexercised options outstanding - March 31, 2020 | 5 years 9 months 18 days |
Exercisable at March 31, 2020 | 2 years 10 months 24 days |
Share-Based Compensation - Sc_3
Share-Based Compensation - Schedule of Fair Value Options Granted and Assumptions (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation | ||
Stock options granted, weighted average fair value (in dollars per share) | $ 17.49 | $ 33.58 |
Stock Options | ||
Share-based Compensation | ||
Stock options granted, fair value | $ 3.9 | $ 0.5 |
Stock options, expiration period | 7 years | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Dividend yield | 1.70% | 1.20% |
Expected volatility | 29.40% | 31.90% |
Risk-free interest rate | 0.90% | 2.60% |
Expected life of options (in years) | 5 years 8 months 12 days | 5 years 8 months 12 days |
Forfeiture rate | 0.00% | 0.00% |
Stock Options | Minimum | ||
Share-based Compensation | ||
Stock options, vesting period | 3 years | |
Stock Options | Maximum | ||
Share-based Compensation | ||
Stock options, vesting period | 5 years |
Redeemable Non-Controlling In_3
Redeemable Non-Controlling Interests (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Redeemable Noncontrolling Interest [Roll Forward] | |||
Balance, beginning balance | [1] | $ 916.7 | |
Changes attributable to consolidated Affiliate sponsored investment products | (3) | ||
Transfers to Other liabilities | (194) | ||
Transfers from Non-controlling interests | 5.1 | $ 47.3 | |
Changes in redemption value | (143) | ||
Balance, ending balance | [1] | $ 581.8 | |
Minimum | |||
Noncontrolling Interest [Line Items] | |||
Term of conditional right to put interest | 5 years | ||
Maximum | |||
Noncontrolling Interest [Line Items] | |||
Term of conditional right to put interest | 15 years | ||
Variable Interest Entity, Primary Beneficiary | |||
Redeemable Noncontrolling Interest [Roll Forward] | |||
Balance, beginning balance | $ 21.6 | ||
Balance, ending balance | $ 18.6 | ||
[1] | As of December 31, 2019 and March 31, 2020 , Redeemable non-controlling interests includes consolidated Affiliate sponsored investment products primarily attributable to third-party investors of $21.6 million and $18.6 million , respectively. |
Affiliated Equity - Additional
Affiliated Equity - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Affiliate Equity [Line Items] | |||
Distributions paid to affiliate partners | $ 99.6 | $ 104.6 | |
Payments to acquire interest in affiliates | 96.5 | 15.4 | |
Issuance of interest in affiliates | 12.1 | $ 9.4 | |
Other assets | |||
Affiliate Equity [Line Items] | |||
Due from affiliates | 12.2 | $ 14.8 | |
Other liabilities | |||
Affiliate Equity [Line Items] | |||
Due to affiliates | $ 115.1 | $ 19.8 |
Affiliate Equity - Summary of A
Affiliate Equity - Summary of Affiliate Recognized and Unrecognized Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Affiliate Equity [Line Items] | |||
Affiliate equity expense | $ 16.6 | $ 10.7 | |
Non-controlling Interests | |||
Affiliate Equity [Line Items] | |||
Non-controlling interests | $ 13.8 | 8.5 | |
Unrecognized Affiliate Equity Expense [Abstract] | |||
Remaining Life | 6 years | 6 years | |
Non-controlling Interests | $ 126 | $ 124.6 | |
Affiliated Entity | |||
Affiliate Equity [Line Items] | |||
Controlling interest | 2.8 | $ 2.2 | |
Unrecognized Affiliate Equity Expense [Abstract] | |||
Controlling Interest | $ 42.5 | $ 40.9 | |
Remaining Life | 4 years | 4 years |
Affiliate Equity - Changes in t
Affiliate Equity - Changes in the Company's Interest in its Affiliates on the Controlling Interest's Equity (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Affiliate Equity [Abstract] | ||
Net loss (controlling interest) | $ (15.6) | $ (200.8) |
Decrease in controlling interest paid-in capital from Affiliate equity issuances | (1.3) | (0.7) |
Decrease in controlling interest paid-in capital from Affiliate equity repurchases | (155.1) | (17.3) |
Net loss (controlling interest) including the net impact of Affiliate equity transactions | $ (172) | $ (218.8) |
Income Taxes - Schedule of Cons
Income Taxes - Schedule of Consolidated Provision for Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Income Tax Provision | |||
Deferred taxes | $ (19.2) | $ (86) | |
Income tax expense (benefit) | 2.2 | (61.8) | |
Non-controlling Interests | |||
Income Tax Provision | |||
Current taxes | 2.1 | 3.1 | |
Deferred taxes | (0.1) | (0.1) | |
Income tax expense (benefit) | 2 | 3 | |
Controlling Interest | |||
Income Tax Provision | |||
Current taxes | 19.3 | 21.1 | |
Intangible-related deferred taxes | (31) | (93.8) | |
Other deferred taxes | 11.9 | 7.9 | |
Income tax expense (benefit) | 0.2 | (64.8) | |
Loss before income taxes (controlling interest) | $ (15.4) | $ (265.6) | |
Effective tax rate (controlling interest) | [1] | (1.00%) | 24.40% |
[1] | Taxes attributable to the controlling interest divided by Loss before income taxes (controlling interest). |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Income Tax Provision | |||
Unrecognized tax benefits | $ 65.2 | ||
Unrecognized tax benefits expected to be realized in the next twelve months | $ 5 | ||
Controlling Interest | |||
Income Tax Provision | |||
Effective tax rate (controlling interest) | [1] | (1.00%) | 24.40% |
[1] | Taxes attributable to the controlling interest divided by Loss before income taxes (controlling interest). |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Basic and Diluted Earnings Per Share (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator | ||
Net loss (controlling interest) | $ (15.6) | $ (200.8) |
Interest expense on junior convertible securities, net of taxes | 0 | 0 |
Net loss (controlling interest), as adjusted | $ (15.6) | $ (200.8) |
Denominator | ||
Average shares outstanding (basic) (in shares) | 47.8 | 51.9 |
Effect of dilutive instruments: | ||
Stock options and restricted stock units (in shares) | 0 | 0 |
Average shares outstanding (diluted) (in shares) | 47.8 | 51.9 |
Earnings Per Share - Schedule_2
Earnings Per Share - Schedule of Shares Excluded from Calculation of Basic and Diluted Earnings Per Share (Details) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Stock options and restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 3.3 | 0.6 |
Junior convertible securities | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 2.2 | 2.2 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) shares in Millions | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Earnings Per Share [Abstract] | |
Number or shares repurchased during period (in shares) | shares | 0.9 |
Average price of shares repurchased during period (in dollars per share) | $ / shares | $ 78.27 |
Comprehensive Income - Summary
Comprehensive Income - Summary of the Tax Effects Allocated to Each Component of Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) | ||
Pre-Tax | $ (42.2) | $ (4.3) |
Tax Expense | (11.7) | 13 |
Other comprehensive income (loss), net of tax | (53.9) | 8.7 |
Foreign currency translation gain (loss) | ||
Accumulated Other Comprehensive Income (Loss) | ||
Pre-Tax | (41) | (5.5) |
Tax Expense | (11.9) | 13 |
Other comprehensive income (loss), net of tax | (52.9) | 7.5 |
Change in net realized and unrealized gain (loss) on derivative financial instruments | ||
Accumulated Other Comprehensive Income (Loss) | ||
Pre-Tax | (1.2) | 1.2 |
Tax Expense | 0.2 | 0 |
Other comprehensive income (loss), net of tax | $ (1) | $ 1.2 |
Comprehensive Income - Schedule
Comprehensive Income - Schedule of Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Components of Accumulated other comprehensive income, net of taxes | ||
Beginning Balance | $ 3,499.1 | $ 4,134.9 |
Other comprehensive loss before reclassifications | (54) | |
Amounts reclassified | 0.1 | |
Other comprehensive income (loss), net of tax | (53.9) | 8.7 |
Ending Balance | 3,508.9 | 3,760.3 |
Total | ||
Components of Accumulated other comprehensive income, net of taxes | ||
Beginning Balance | (175.9) | |
Ending Balance | (229.8) | |
Foreign Currency Translation Adjustment | ||
Components of Accumulated other comprehensive income, net of taxes | ||
Beginning Balance | (177.1) | |
Other comprehensive loss before reclassifications | (52.9) | |
Amounts reclassified | 0 | |
Other comprehensive income (loss), net of tax | (52.9) | 7.5 |
Ending Balance | (230) | |
Realized and Unrealized Gains (Losses) on Derivative Financial Instruments | ||
Components of Accumulated other comprehensive income, net of taxes | ||
Beginning Balance | 1.2 | |
Other comprehensive loss before reclassifications | (1.1) | |
Amounts reclassified | 0.1 | |
Other comprehensive income (loss), net of tax | (1) | $ 1.2 |
Ending Balance | $ 0.2 |
Uncategorized Items - amg033120
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (6,600,000) |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (6,600,000) |