Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 15, 2017 | Jun. 30, 2016 | |
Document Documentand Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | GHL | ||
Entity Registrant Name | GREENHILL & CO INC | ||
Entity Central Index Key | 1,282,977 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 29,574,680 | ||
Entity Public Float | $ 416 |
Consolidated Statements of Fina
Consolidated Statements of Financial Condition - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Assets | ||
Cash and cash equivalents ($4.3 million and $4.7 million restricted from use at December 31, 2016 and 2015, respectively) | $ 98,313 | $ 69,962 |
Advisory fees receivable, net of allowance for doubtful accounts of $0.0 million and $0.3 million at December 31, 2016 and 2015, respectively | 68,140 | 64,430 |
Other receivables | 2,830 | 5,470 |
Property and equipment, net of accumulated depreciation of $59.0 and $58.5 million at December 31, 2016 and 2015 | 8,764 | 9,783 |
Goodwill | 208,186 | 209,024 |
Deferred tax asset, net | 62,108 | 56,072 |
Other assets | 8,341 | 8,403 |
Total assets | 456,682 | 423,144 |
Liabilities and Equity | ||
Compensation payable | 37,527 | 22,133 |
Accounts payable and accrued expenses | 9,297 | 9,858 |
Taxes Payable, Current | 18,968 | 19,020 |
Bank revolving loan payable | 64,070 | 39,800 |
Bank term loans payable | 16,875 | 33,750 |
Contingent obligation due selling unitholders of Cogent | 15,095 | 13,647 |
Deferred tax liability | 3,667 | 1,580 |
Total liabilities | 165,499 | 139,788 |
Common stock, par value $0.01 per share; 100,000,000 shares authorized, 41,377,614 and 40,511,209 shares issued as of December 31, 2016 and 2015, respectively; 28,981,189 and 29,325,374 shares outstanding as of December 31, 2016 and 2015, respectively | 414 | 405 |
Restricted stock units | 85,907 | 84,969 |
Additional paid-in capital | 734,728 | 697,607 |
Exchangeable shares of subsidiary; 257,156 shares issued as of December 31, 2016 and 2015; 32,804 shares outstanding as of December 31, 2016 and 2015 | 1,958 | 1,958 |
Retained earnings | 111,798 | 109,860 |
Accumulated other comprehensive income (loss) | (32,398) | (28,405) |
Treasury stock, at cost, par value $0.01 per share; 12,396,425 and 11,185,835 shares as of December 31, 2016 and 2015, respectively | (611,224) | (583,038) |
Stockholders’ equity | 291,183 | 283,356 |
Total liabilities and equity | $ 456,682 | $ 423,144 |
Consolidated Statements of Fin3
Consolidated Statements of Financial Condition (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Cash and cash equivalents, restricted from use | $ 4,300 | $ 4,700 |
Advisory fees receivable, allowance for doubtful accounts | 0 | 300 |
Property and equipment, accumulated depreciation | $ 58,997 | $ 58,517 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (shares) | 41,377,614 | 40,511,209 |
Common stock, shares outstanding (shares) | 28,981,189 | 29,325,374 |
Exchangeable shares of subsidiary, shares issued (shares) | 257,156 | 257,156 |
Exchangeable shares of subsidiary, shares outstanding (shares) | 32,804 | 32,804 |
Treasury stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Treasury stock, shares (shares) | 12,396,425 | 11,185,835 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | |||
Advisory revenues | $ 334,787 | $ 260,281 | $ 280,452 |
Investment revenues (losses) | 732 | 1,279 | (5,218) |
Total revenues | 335,519 | 261,560 | 275,234 |
Expenses | |||
Employee compensation and benefits | 182,478 | 147,200 | 147,552 |
Occupancy and equipment rental | 19,553 | 21,271 | 18,983 |
Depreciation and amortization | 3,243 | 3,433 | 3,228 |
Information services | 8,920 | 8,975 | 8,625 |
Professional fees | 6,851 | 7,856 | 5,651 |
Travel related expenses | 11,912 | 12,580 | 11,386 |
Interest expense | 3,227 | 2,478 | 1,238 |
Other operating expenses | 11,454 | 14,472 | 11,101 |
Total expenses | 247,638 | 218,265 | 207,764 |
Income before taxes | 87,881 | 43,295 | 67,470 |
Provision for taxes | 27,119 | 17,697 | 24,082 |
Net income allocated to common stockholders | $ 60,762 | $ 25,598 | $ 43,388 |
Average shares outstanding: | |||
Basic (shares) | 32,042,594 | 31,197,288 | 30,354,227 |
Diluted (shares) | 32,074,232 | 31,200,378 | 30,357,691 |
Earnings per share: | |||
Basic (usd per share) | $ 1.90 | $ 0.82 | $ 1.43 |
Diluted (usd per share) | 1.89 | 0.82 | 1.43 |
Dividends declared and paid per share (usd per share) | $ 1.8 | $ 1.80 | $ 1.80 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Consolidated net income | $ 60,762 | $ 25,598 | $ 43,388 |
Currency translation adjustment, net of tax | (3,993) | (10,436) | (8,608) |
Comprehensive income allocated to common stockholders | $ 56,769 | $ 15,162 | $ 34,780 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Common stock | Contingent convertible preferred stock | Additional paid-in capital | Exchangeable shares of subsidiary | Retained earnings | Accumulated other comprehensive income | Treasury stock | Parent | Restricted stock unitsRestricted stock units |
Beginning Balance at Dec. 31, 2013 | $ 379 | $ 14,446 | $ 534,533 | $ 1,958 | $ 152,412 | $ (9,361) | $ (534,957) | $ 117,258 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Common stock issued | 10 | 66,591 | ||||||||
Contingent convertible preferred stock canceled or converted | 0 | 0 | ||||||||
Restricted stock units recognized, net of forfeitures | 39,990 | |||||||||
Restricted stock units delivered | (67,141) | |||||||||
Tax benefit (expense) | (4,661) | 1,773 | ||||||||
Exchangeable shares of subsidiary delivered | 0 | |||||||||
Dividends | (56,283) | |||||||||
Net income allocated to common stockholders | $ 43,388 | 43,388 | ||||||||
Currency translation adjustment, net of tax | (8,608) | (8,608) | ||||||||
Repurchased | (36,179) | |||||||||
Ending Balance at Dec. 31, 2014 | 389 | 14,446 | 596,463 | 1,958 | 141,290 | (17,969) | (571,136) | $ 255,548 | 90,107 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Common stock issued | 16 | 94,554 | ||||||||
Contingent convertible preferred stock canceled or converted | (14,446) | 14,446 | ||||||||
Restricted stock units recognized, net of forfeitures | 47,071 | |||||||||
Restricted stock units delivered | (52,209) | |||||||||
Tax benefit (expense) | (7,856) | 1,912 | ||||||||
Exchangeable shares of subsidiary delivered | 0 | |||||||||
Dividends | (58,940) | |||||||||
Net income allocated to common stockholders | 25,598 | 25,598 | ||||||||
Currency translation adjustment, net of tax | (10,436) | (10,436) | ||||||||
Repurchased | (11,902) | |||||||||
Ending Balance at Dec. 31, 2015 | 405 | 0 | 697,607 | 1,958 | 109,860 | (28,405) | (583,038) | 283,356 | 84,969 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Common stock issued | 9 | 44,789 | ||||||||
Contingent convertible preferred stock canceled or converted | 0 | 0 | ||||||||
Restricted stock units recognized, net of forfeitures | 45,880 | |||||||||
Restricted stock units delivered | (44,942) | |||||||||
Tax benefit (expense) | (7,668) | 2,785 | ||||||||
Exchangeable shares of subsidiary delivered | 0 | |||||||||
Dividends | (61,609) | |||||||||
Net income allocated to common stockholders | 60,762 | 60,762 | ||||||||
Currency translation adjustment, net of tax | $ (3,993) | (3,993) | ||||||||
Repurchased | (28,186) | |||||||||
Ending Balance at Dec. 31, 2016 | $ 414 | $ 0 | $ 734,728 | $ 1,958 | $ 111,798 | $ (32,398) | $ (611,224) | $ 291,183 | $ 85,907 |
Consolidated Statements of Cha7
Consolidated Statements of Changes in Equity (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 | |
Treasury stock, par value (usd per share) | 0.01 | 0.01 | |
Common Stock | |||
Common stock, par value (usd per share) | 0.01 | 0.01 | $ 0.01 |
Contingent Convertible Preferred Stock | |||
Contingent convertible preferred stock, par value (usd per share) | 0.01 | 0.01 | 0.01 |
Treasury Stock | |||
Treasury stock, par value (usd per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities: | |||
Consolidated net income | $ 60,762 | $ 25,598 | $ 43,388 |
Non-cash items included in consolidated net income: | |||
Depreciation and amortization | 3,243 | 3,433 | 3,228 |
Net investment (gains) losses | 255 | (234) | 6,399 |
Restricted stock units recognized | 45,880 | 47,071 | 39,990 |
Deferred taxes | (7,457) | (6,058) | 3,633 |
Losses on fair value of contingent obligation | 1,448 | 503 | 0 |
Changes in operating assets and liabilities: | |||
Advisory fees receivable | (3,710) | 17,341 | 3,465 |
Other receivables and assets | 1,509 | (1,779) | (4,099) |
Deferred tax asset, net | 7,668 | 7,882 | 4,727 |
Compensation payable | 15,394 | (4,271) | 12,554 |
Accounts payable and accrued expenses | (706) | (5,747) | (4,658) |
Current income taxes payable | (52) | 9,012 | (5,338) |
Net cash provided by operating activities | 124,234 | 92,751 | 103,289 |
Investing activities: | |||
Distributions from investments, net | 937 | 832 | 630 |
Purchases of property and equipment | (1,737) | (2,242) | (2,439) |
Contingent obligation due selling unitholders of Cogent | 0 | 13,144 | 0 |
Cogent acquisition | 0 | (45,265) | 0 |
Net cash provided by (used in) investing activities | (800) | (33,531) | (1,809) |
Financing activities: | |||
Proceeds from revolving bank loan | 105,999 | 80,000 | 72,176 |
Repayment of revolving bank loan | (81,729) | (75,800) | (67,425) |
Proceeds from bank term loans | 0 | 45,000 | 0 |
Repayment of bank term loans | (16,875) | (11,250) | 0 |
Dividends paid | (61,609) | (58,940) | (56,283) |
Purchase of treasury stock | (28,186) | (11,902) | (36,179) |
Net tax benefit (cost) from the delivery of restricted stock units and payment of dividend equivalents | (4,883) | (5,944) | (2,888) |
Net cash used in financing activities | (87,283) | (38,836) | (90,599) |
Effect of exchange rate changes on cash and cash equivalents | (7,800) | (1,362) | (2,620) |
Net increase in cash and cash equivalents | 28,351 | 19,022 | 8,261 |
Cash and cash equivalents, beginning of year | 69,962 | 50,940 | 42,679 |
Cash and cash equivalents, end of year | 98,313 | 69,962 | 50,940 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | 2,944 | 2,427 | 1,116 |
Cash paid for taxes, net of refunds | $ 28,979 | $ 14,445 | $ 26,079 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Note 1 — Organization Greenhill & Co., Inc. and subsidiaries (the "Company" or "Greenhill") is a leading independent investment bank that provides financial and strategic advice on significant domestic and cross-border mergers and acquisitions, restructurings, financings, capital raisings and other strategic transactions to a diverse client base, including corporations, partnerships, institutions and governments globally. We act for clients located throughout the world from our global offices in the United States, Australia, Brazil, Canada, Germany, Hong Kong, Japan, Sweden, and the United Kingdom. The Company's wholly-owned subsidiaries provide advisory services in various jurisdictions. Our most significant operating entities include: Greenhill & Co., LLC (“G&Co”), Greenhill & Co. International LLP (“GCI”), Greenhill & Co. Europe LLP ("GCE"), Greenhill & Co. Australia Pty Limited (“Greenhill Australia”) and Greenhill Cogent, LP ("GC LP"). G&Co is engaged in investment banking activities principally in the United States. G&Co is registered as a broker-dealer with the Securities and Exchange Commission (“SEC”) and the Financial Industry Regulatory Authority (“FINRA”), and is licensed in all 50 states and the District of Columbia. GCI and GCE are engaged in investment banking activities in the United Kingdom and Europe, respectively, and are subject to regulation by the U.K. Financial Conduct Authority (“FCA”). Greenhill Australia engages in investment banking activities in Australia and New Zealand and is licensed and subject to regulation by the Australian Securities and Investment Commission (“ASIC”). GC LP is engaged in capital advisory services to institutional investors principally in the United States and is registered as a broker-dealer with the SEC and FINRA. See "Note 3 — Acquisition". The Company also operates in other locations throughout the world which are subject to regulation by other governmental and regulatory bodies and self-regulatory authorities. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 — Summary of Significant Accounting Policies Basis of Financial Information These Consolidated Financial Statements are prepared in conformity with accounting principles generally accepted in the United States (U.S. GAAP), which require management to make estimates and assumptions regarding future events that affect the amounts reported in our financial statements and these footnotes, including investment valuations, compensation accruals and other matters. Management believes that the estimates used in preparing its Consolidated Financial Statements are reasonable and prudent. Actual results could differ materially from those estimates. Certain reclassifications have been made to prior year information to conform to current year presentation. The Consolidated Financial Statements of the Company include all consolidated accounts of Greenhill & Co., Inc. and all other entities in which the Company has a controlling interest after eliminations of all significant inter-company accounts and transactions. Revenue Recognition Advisory Revenues It is the Company's accounting policy to recognize revenue when (i) there is persuasive evidence of an arrangement with a client, (ii) the agreed-upon services have been completed and delivered to the client or the transaction or events noted in the engagement letter are determined to be substantially complete, (iii) fees are fixed and determinable, and (iv) collection is reasonably assured. The Company recognizes advisory fee revenues for mergers and acquisitions or financing advisory and restructuring engagements when the services related to the underlying transactions are completed in accordance with the terms of the engagement letter and all other requirements for revenue recognition are satisfied. The Company recognizes capital advisory fees from primary capital raising transactions at the time of the client's acceptance of capital or capital commitments to a fund in accordance with the terms of the engagement letter. Generally, fee revenue is determined based upon a fixed percentage of capital committed to the fund. For multiple closings, revenue is recognized at each interim closing based on the amount of capital committed at each closing at the fixed fee percentage. At the final closing, revenue is recognized at the fixed percentage for the amount of capital committed since the last interim closing. The Company recognizes capital advisory fees from secondary market transactions at the time the sale or transfer of the capital interest is completed in accordance with the terms of the engagement letter. Generally, fee revenue is determined based upon a fixed percentage of the transaction value. While the majority of the Company's fee revenue is earned at the conclusion of a transaction or closing of a fund, on-going retainer fees, substantially all of which relate to non-success based strategic advisory and financing advisory and restructuring assignments, are also earned and recognized as advisory fee revenue over the period in which the related service is rendered. The Company’s clients reimburse certain expenses incurred by the Company in the conduct of advisory engagements. Expenses are reported net of such client reimbursements. Client reimbursements totaled $6.5 million , $5.4 million and $4.5 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. Investment Revenues Investment revenues consist of gains (or losses) on the Company's investments in certain merchant banking funds and interest income. The Company recognizes revenue on its investments in merchant banking funds based on its allocable share of realized and unrealized gains (or losses) reported by such funds. Cash and Cash Equivalents The Company’s cash and cash equivalents consist of (i) cash held on deposit with financial institutions, (ii) cash equivalents and (iii) restricted cash. The Company maintains its cash and cash equivalents with financial institutions with high credit ratings. The Company considers all highly liquid investments with a maturity date of three months or less, when purchased, to be cash equivalents. Cash equivalents primarily consist of money market funds and overnight deposits. Management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. See " Note 4 — Cash and Cash Equivalents ". Advisory Fees Receivables Receivables are stated net of an allowance for doubtful accounts. The estimate for the allowance for doubtful accounts is derived by the Company by utilizing past client transaction history and an assessment of the client’s creditworthiness. The Company recorded bad debt expense of $0.4 million , $0.3 million and $0.1 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. Included in the advisory fees receivable balances at December 31, 2016 and 2015 were $26.1 million and $32.4 million of long term receivables related to primary capital advisory engagements, which are generally paid in installments over a period of three years . Included as a component of investment revenues is interest income related to primary capital advisory engagements of $0.8 million , $0.9 million and $0.9 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. Credit risk related to advisory fees receivable is disbursed across a large number of clients located in various geographic areas. The Company controls credit risk through credit approvals and monitoring procedures but does not require collateral to support accounts receivable. Goodwill Goodwill is the cost in excess of the fair value of identifiable net assets at acquisition date. The Company tests its goodwill for impairment at least annually. An impairment loss is triggered if the estimated fair value of an operating unit is less than estimated net book value. Such loss is calculated as the difference between the estimated fair value of goodwill and its carrying value. Goodwill is translated at the rate of exchange prevailing at the end of the periods presented in accordance with the accounting guidance for foreign currency translation. Any translation gain or loss is included in the foreign currency translation adjustment, which is included as a component of other comprehensive income in the consolidated statements of changes in stockholders' equity. Other Assets Included in other assets are the Company's investments in merchant banking funds, which are recorded under the equity method of accounting based upon the Company's proportionate share of the estimated fair value of the underlying merchant banking fund's net assets. The value of merchant banking fund investments is determined by management of the fund after giving consideration to the cost of the security, quoted market prices, the pricing of other sales of securities by the portfolio company, the price of securities of other companies comparable to the portfolio company, purchase multiples paid in other comparable third-party transactions, the original purchase price multiple, market conditions, liquidity, operating results and other qualitative and quantitative factors. The fund may apply discounts to reflect the lack of liquidity and other transfer restrictions. Compensation Payable Included in compensation payable are discretionary compensation awards comprised of annual cash bonuses and long-term incentive compensation, consisting of deferred cash retention awards, which are non-interest bearing, and generally amortized over a three to five year service period after the date of grant. See "Note 14 — Deferred Compensation". Restricted Stock Units The Company accounts for its share-based compensation payments by recording the fair value of restricted stock units granted to employees as compensation expense. The restricted stock units are generally amortized over a four to five -year service period following the date of grant. Compensation expense is determined based upon the fair market value of the Company’s common stock at the date of grant. As the Company expenses the awards, the restricted stock units recognized are recorded within stockholders' equity. The restricted stock units are reclassified into common stock and additional paid-in capital upon vesting. The Company records as treasury stock the repurchase of stock delivered to its employees in settlement of tax liabilities incurred upon the vesting of restricted stock units. The Company records dividend equivalent payments on outstanding restricted stock units as a dividend payment and a charge to stockholders' equity. Earnings per Share The Company calculates basic earnings per share (“EPS”) by dividing net income allocated to common stockholders by the sum of (i) the weighted average number of shares outstanding for the period and (ii) the weighted average number of shares deemed issuable due to the vesting of restricted stock units for accounting purposes. See " Note 11 — Equity ". The Company calculates diluted EPS by dividing net income allocated to common stockholders by the sum of (i) basic shares per above and (ii) the dilutive effect of the common stock deliverable pursuant to restricted stock units for which future service is required. Under the treasury method, the number of shares issuable upon the vesting of restricted stock units included in the calculation of diluted EPS is the excess, if any, of the number of shares expected to be issued, less the number of shares that could be purchased by the Company with the proceeds to be received upon settlement at the average market closing price during the reporting period. Provision for Taxes The Company accounts for taxes in accordance with the accounting guidance for income taxes which requires the recognition of tax benefits or expenses on the temporary differences between the financial reporting and tax bases of its assets and liabilities. The Company follows the guidance for income taxes in recognizing, measuring, presenting and disclosing in its financial statements uncertain tax positions taken or expected to be taken on its income tax returns. Income tax expense is based on pre-tax accounting income, including adjustments made for the recognition or derecognition related to uncertain tax positions. The recognition or derecognition of income tax expense related to uncertain tax positions is determined under the guidance, and the Company's policy is to treat interest and penalties related to uncertain tax positions as part of pre-tax income. Deferred tax assets and liabilities are recognized for the future tax attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period of change. Management applies the “more-likely-than-not criteria” when determining tax benefits. Foreign Currency Translation Assets and liabilities denominated in foreign currencies have been translated at rates of exchange prevailing at the end of the periods presented in accordance with the accounting guidance for foreign currency translation. Income and expenses transacted in foreign currency have been translated at average monthly exchange rates during the period. Translation gains and losses are included in the foreign currency translation adjustment, which is included as a component of other comprehensive income (loss) in the consolidated statement of changes in stockholders' equity. Foreign currency transaction gains and losses are included in the consolidated statements of income. Financial Instruments and Fair Value The Company accounts for financial instruments measured at fair value in accordance with accounting guidance for fair value measurements and disclosures which establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under the pronouncement are described below: Basis of Fair Value Measurement Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2 – Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly; and Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. In determining the appropriate levels, the Company performs an analysis of the assets and liabilities that are subject to these disclosures. At each reporting period, all assets and liabilities for which the fair value measurement is based on significant unobservable inputs or instruments which trade infrequently and therefore have little or no price transparency are classified as Level 3. Transfers between levels are recognized as of the end of the period in which they occur. See "Note 8 - Fair Value of Financial Instruments". Fair Value of Other Financial Instruments The Company believes that the carrying values of all other financial instruments presented in the consolidated statements of financial condition approximate their fair value generally due to their short-term nature and generally negligible credit risk. These fair value measurements would be categorized as Level 2 within the fair value hierarchy. Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the life of the assets. Amortization of leasehold improvements is computed using the straight-line method over the lesser of the life of the asset or the remaining term of the lease. Estimated useful lives of the Company’s fixed assets are generally as follows: Aircraft – 7 years Equipment – 5 years Furniture and fixtures – 7 years Leasehold improvements – the lesser of 10 years or the remaining lease term Business Information The Company's activities as an investment banking firm constitute a single business segment, with substantially all revenues generated from advisory services, which includes engagements relating to mergers and acquisitions, financing advisory and restructuring, and capital advisory services. The Company earns less than 1% of its revenues from interest income and investment gains (losses) on investments. Accounting Developments In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). ASU 2016-09 amends the guidance in former ASC Topic 718, Compensation – Stock Compensation. The standard is effective for public entities for annual reporting periods beginning after December 15, 2016 and the Company will adopt these amendments effective on January 1, 2017. The impact of ASU No. 2016-09 will result in an increase or decrease to the provision for income taxes for the net tax (cost) from the delivery of restricted stock units, which under the current standard is recorded as an adjustment to retained earnings, and could be material to the results of operations and the classifications of cash flows in future periods depending upon, among other things, the level of earnings and stock price of the Company. In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). ASU 2016-02 amends the guidance in former ASC 840, Leases. Management is currently evaluating the impact of the future adoption of ASU 2016-02 on the Company’s Consolidated Financial Statements. The standard is effective for public entities for annual reporting periods beginning after December 15, 2018 and the Company will adopt these amendments effective on January 1, 2019. In May 2014, the FASB issued guidance codified in ASC 606, Revenue Recognition - Revenue from Contracts with Customers, which amends the guidance in former ASC 605, Revenue Recognition. The new guidance was effective for fiscal years beginning after December 15, 2016. In August 2015, the FASB issued guidance which defers the effective date of its new recognition standard by one year. The standard would be effective for public entities for annual reporting periods beginning after December 15, 2017. The Company has been evaluating the impact of the future adoption of ASC 606 on our 2016 Consolidated Financial Statements and expects to adopt the retrospective transition method which requires applying the new standard to prior comparative periods when reporting under the new standard becomes effective. The Company has determined that the new revenue recognition guidance will have an immaterial effect on the Company’s 2016 Consolidated Financial Statements. |
Acquisition
Acquisition | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisition | Note 3 — Acquisition On April 1, 2015, the Company acquired 100% ownership of Cogent Partners, LP and its affiliates ("Cogent") (now known as our secondary capital advisory business), a global financial advisor to pension funds, endowments and other institutional investors on the secondary market for alternative assets, (the "Acquisition"). As consideration for the Acquisition the Company exchanged a combination of (i) $44.0 million in cash and 779,454 shares of Greenhill common stock paid at closing and (ii) $18.9 million in cash and 334,048 shares of Greenhill common stock payable in the future if certain agreed revenue targets are achieved (the "Earnout"). The cash component of the consideration paid at closing was funded by two bank term loan facilities, each in an original principal sum of $22.5 million , and together in aggregate $45.0 million . See "Note 10 — Bank Loan Facilities". The cash payment and the issuance of common shares related to the Earnout will be made if secondary capital advisory revenues of $80.0 million or more are earned during either the two year period ending on the second anniversary of the closing or the two year period ending on the fourth anniversary of the closing. If the revenue target is achieved, the contingent consideration will be paid promptly after the second or fourth anniversary date of the closing, as applicable. If the revenue target is not achieved during either of the two year Earnout periods, a payment will not be made. The fair value of the contingent issuance of common shares was valued on the date of the acquisition at $11.9 million and has been recorded as a component of stockholders' equity in the consolidated statements of financial condition. The fair value of the contingent cash consideration was valued on the date of the acquisition at $13.1 million and will be remeasured quarterly based on a probability weighted present value discount that the revenue target may be achieved. For the years ended December 31, 2016 and 2015, the fair value of the contingent consideration increased by $1.5 million and $0.5 million , respectively, or on a cumulative basis by $2.0 million from the value on the date of the acquisition, based on changes in the estimated probability of achievement and present value of the remaining term. Based on the revenue generated by the secondary capital advisory business from April 1, 2015 through December 31, 2016, the Company is not currently able to determine with certainty whether or not the revenue target for the period ending March 31, 2017 will be achieved. If the target is not achieved the value of the contingent cash consideration will be measured in future periods based on the present value of the probability that the revenue target may be achieved during the second two year period ending March 31, 2019. If the Earnout is achieved the Company will incur a charge to expense to adjust the value of the contingent cash consideration to its face value. See "Note 8 — Fair Value of Financial Instruments" and "Note 11 — Equity". The Acquisition has been accounted for using the purchase method of accounting and the results of operations for the acquired secondary capital advisory business have been included in the consolidated statements of income from the date of acquisition. The Company incurred $1.2 million of transaction costs related to the Acquisition, which have been included as a component of professional fees in the consolidated statement of income for the year ended December 31, 2015. An allocation of the total purchase price of approximately $100.0 million has been made to the assets acquired and liabilities assumed based on their fair values as of April 1, 2015, the date of the acquisition, as follows (in thousands): Allocation of assets acquired and liabilities assumed: Assets: Current assets $ 13,970 Property and equipment 599 Other assets 651 Identifiable intangible assets 1,300 Goodwill 93,116 Total assets 109,636 Liabilities: Current liabilities 9,640 Total liabilities 9,640 Net assets $ 99,996 The excess of the purchase price over the fair value of the net assets acquired of $93.1 million has been recorded as goodwill. Goodwill includes the in-place workforce, which allows the Company to continue serving its existing client base, begin marketing to potential clients and avoid significant costs reproducing the workforce. The fair value of the intangible assets acquired, which consist of Cogent's backlog of client assignments that existed at the time of the closing, customer relationships, and trade name, is based, in part, on a valuation using an income approach, market approach or cost approach and has been included in other assets on the consolidated statements of financial condition. The fair value ascribed to the identifiable intangible assets will be amortized on a straight-line basis over the remaining useful life of each asset over periods ranging between one to three years . For each of the years ended December 31, 2016 and December 31, 2015 , the Company recorded amortization expense of $0.5 million in respect of these assets. In addition, under the terms of the purchase, the sellers were entitled to receive a post-closing distribution for the amount of net working capital, as defined, as of March 31, 2015, in excess of $5.0 million . The amount distributable to the sellers was $7.9 million and was paid in 2015. Further, the total purchase included at the date of acquisition an escrow amount of $8.9 million , of which $8.4 million was paid to the sellers and $0.5 million was returned to the Company in 2016. The Acquisition was treated as an asset purchase for tax purposes. Similar to the purchase accounting method used for book purposes, the excess of the purchase price paid over the fair value of the net assets acquired was recorded as goodwill for tax purposes. The amount of goodwill recorded for tax purposes was determined based on the consideration paid at closing and is being amortized for tax purposes ratably over a fifteen years year period. If the Earnout is achieved, the additional consideration paid will also be treated as goodwill for tax purposes and will be amortized ratably over the remainder of the fifteen years period. For book purposes, the tax benefit from the amortization of goodwill is being recorded as an indefinite-lived deferred tax liability as it is realized. Consistent with the Company's normal personnel recruiting policies, and in order to provide long term incentives for retention and continued strong performance, the Company also granted restricted stock units and other deferred compensation awards to a number of Cogent employees, subject to continued employment. The awards will generally vest on the third or fifth anniversary of the closing. The awards have not been recorded as a component of the purchase price and will be expensed over the service period during which they are earned. Set forth below are the Company's summary unaudited pro forma results of operations for the years ended December 31, 2015 and December 31, 2014 . The unaudited pro forma results of operations for the year ended December 31, 2015 include the historical results of the Company and give effect to the Acquisition as if it had occurred on January 1, 2015. These pro forma results include the actual results of Cogent from January 1, 2015 through March 31, 2015. For the period April 1, 2015 through December 31, 2015, the results of the acquired secondary capital advisory business were included in the consolidated results of the Company. The unaudited results of operations for the year ended December 31, 2014 include the historical results of the Company and give effect to the Acquisition as if it had occurred on January 1, 2014. These pro forma amounts include Cogent's actual results for the year ended December 31, 2014. See "Note 11 — Equity" and "Note 12 — Earnings per Share". The unaudited pro forma results of operations do not purport to represent what the Company's results of operations would actually have been had the Acquisition occurred on January 1, 2015 or January 1, 2014, as the case may be, or to project the Company's results of operations for any future period. Actual future results may vary considerably based on a variety of factors beyond the Company's control. For the Years Ended December 31, 2015 2014 (in millions, except per share amounts) (unaudited) (pro forma) (pro forma) Revenues $ 272.0 $ 321.2 Income before taxes 45.2 79.0 Net income allocated to common stockholders 26.8 50.8 Diluted earnings per share $ 0.84 $ 1.63 The pro forma results include (i) compensation and benefits expense based upon a ratio of compensation to total revenues of 54% , which was the actual compensation ratio used by the Company in the pro forma periods presented, (ii) the amortization of identifiable intangible assets of Cogent, (iii) the estimated interest expense related to the bank term loan borrowings used to fund the Acquisition, (iv) the elimination of non-recurring revenue and expense items of Cogent which were directly attributable to the Acquisition, and (v) the estimated income tax expense related to Cogent's historical earnings, which as a result of the Acquisition, is subject to income tax at the effective tax rate of the Company. |
Cash and Cash Equivalents
Cash and Cash Equivalents | 12 Months Ended |
Dec. 31, 2016 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | Note 4 — Cash and Cash Equivalents The carrying values of the Company's cash and cash equivalents are as follows: As of December 31, 2016 2015 (in thousands) Cash $ 85,047 $ 59,270 Cash equivalents 9,013 5,946 Restricted cash - deferred compensation plan — 117 Restricted cash - letters of credit 4,253 4,629 Total cash and cash equivalents $ 98,313 $ 69,962 The carrying value of the Company's cash equivalents approximates fair value. Cash restricted for the payout of Greenhill Australia's deferred compensation plan was distributed over a 7 year period, which ended in March 2016. A deferred compensation liability relating to the plan of $0.1 million as of December 31, 2015 , has been recorded on the consolidated statements of financial condition as a component of compensation payable. Letters of credit were secured by cash held on deposit. See " Note 15 — Commitments and Contingencies ". |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 5 — Property and Equipment Property and equipment consist of the following: As of December 31, 2016 2015 (in thousands) Aircraft $ 19,160 $ 19,063 Equipment 19,788 20,044 Furniture and fixtures 7,201 7,248 Leasehold improvements 21,612 21,945 67,761 68,300 Less accumulated depreciation and amortization (58,997 ) (58,517 ) Total property and equipment, net $ 8,764 $ 9,783 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Note 6 — Goodwill Goodwill consists of the following: As of December 31, 2016 2015 (in thousands) Balance, January 1 $ 209,024 $ 130,976 Cogent acquisition — 93,116 Foreign currency translation adjustments (838 ) (15,068 ) Balance, December 31 $ 208,186 $ 209,024 The Company performs a goodwill impairment test annually or more frequently if circumstances indicate that impairment may have occurred. The Company has reviewed its goodwill for potential impairment and determined that the fair value of goodwill exceeded the carrying value. Accordingly, no goodwill impairment loss has been recognized for the years ended December 31, 2016 , 2015 or 2014 . |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | Note 7 — Other Assets At December 31, 2016 , the Company had an investment in a previously sponsored merchant banking funds, Greenhill Capital Partners II (“GCP II”), and an interest in Barrow Street III, a real estate investment fund. At December 31, 2015 , the Company had investments in certain previously sponsored merchant banking funds: Greenhill Capital Partners I and GCP II, and an interest in Barrow Street III. At December 31, 2016 and 2015, the Company had no remaining unfunded commitments. Other assets consist of the following: As of December 31, 2016 2015 (in thousands) Prepaid expenses $ 4,295 $ 3,076 Investments in merchant banking funds 1,689 2,881 Rent deposits 1,517 1,471 Other tangible assets 540 200 Intangible assets 300 775 Total other assets $ 8,341 $ 8,403 Investment revenues The Company’s generates investment revenues from its investments in merchant banking funds and interest income as follows: For the Years Ended December 31, 2016 2015 2014 (in thousands) Net realized and unrealized gains (losses) on investments in merchant banking funds $ (210 ) $ 236 $ (6,372 ) Interest income 942 1,043 1,154 Total investment revenues (losses) $ 732 $ 1,279 $ (5,218 ) |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 8 — Fair Value of Financial Instruments Assets and liabilities are classified in their entirety based on their lowest level of input that is significant to the fair value measurement. There were no Level 1 or Level 2 assets or liabilities measured in the fair value hierarchy during the years ended December 31, 2016 and 2015 . There were also no Level 3 assets measured at fair value during the years ended December 31, 2016 and 2015. The following table sets forth the measurement at fair value on a recurring basis of the contingent cash consideration due the selling unitholders of Cogent related to the Earnout. The liability arose as a result of the Acquisition and is categorized as a Level 3 liability. See "Note 3 — Acquisition". Liabilities Measured at Fair Value on a Recurring Basis as of December 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of December 31, 2016 (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ — $ — $ 15,095 $ 15,095 Total $ — $ — $ 15,095 $ 15,095 Liabilities Measured at Fair Value on a Recurring Basis as of December 31, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of December 31, 2015 (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ — $ — $ 13,647 $ 13,647 Total $ — $ — $ 13,647 $ 13,647 Changes in Level 3 liabilities measured at fair value on a recurring basis for the year ended December 31, 2016 are as follows: Opening Balance as of January 1, 2016 Total realized and unrealized gains (losses) included in Net Income Unrealized gains (losses) included in Other Comprehensive Income Purchases Issues Sales Settlements Closing Balance as of December 31, 2016 Unrealized gains (losses) for Level 3 liabilities outstanding at December 31, 2016 (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ 13,647 $ (1,448 ) $ — $ — $ — $ — $ — $ 15,095 $ (1,448 ) Total $ 13,647 $ (1,448 ) $ — $ — $ — $ — $ — $ 15,095 $ (1,448 ) Changes in Level 3 liabilities measured at fair value on a recurring basis for the year ended December 31, 2015 are as follows: Opening Balance as of January 1, 2015 Total realized and unrealized gains (losses) included in Net Income Unrealized gains (losses) included in Other Comprehensive Income Purchases Issues Sales Settlements Closing Balance as of December 31, 2015 Unrealized gains (losses) for Level 3 liabilities outstanding at December 31, 2015 (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ — $ (503 ) $ — $ — $ 13,144 $ — $ — $ 13,647 $ (503 ) Total $ — $ (503 ) $ — $ — $ 13,144 $ — $ — $ 13,647 $ (503 ) Realized and unrealized gains (losses) are reported as a component of other operating expenses in the consolidated statements of income. The following tables presents quantitative information about the significant unobservable inputs utilized by the Company in the fair value measure of Level 3 liabilities measured at fair value on a recurring basis, as of December 31, 2016 : Fair Value as of December 31, 2016 Valuation Technique(s) Unobservable Input(s) Range (Weighted Average) (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ 15,095 Present value of expected payments Discount rate 13 % Forecast revenue (a) The following tables presents quantitative information about the significant unobservable inputs utilized by the Company in the fair value measure of Level 3 liabilities measured at fair value on a recurring basis, as of December 31, 2015: Fair Value as of December 31, 2015 Valuation Technique(s) Unobservable Input(s) Range (Weighted Average) (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ 13,647 Present value of expected payments Discount rate 12 % Forecast revenue (a) _____________________________________________ (a) The Company's estimate of contingent consideration as of December 31, 2016 and December 31, 2015 was principally based on the acquired business' (i) actual revenue generation from April 1, 2015 through each respective year end and projected revenue generation for the remaining period through March 31, 2017 and (ii) projected revenue generation from April 1, 2017 through March 31, 2019. Valuation Processes - Level 3 Measurements - The Company utilizes a valuation technique based on a present value method applied to the probability of achieving a range of potential revenue outcomes. The valuation was conducted by the Company. The Company updates unobservable inputs each reporting period and has a formal process in place to review changes in fair value. Sensitivity Analysis - Level 3 Measurements - The significant unobservable inputs used in determining fair value are the discount rate and forecast revenue information. Significant increases (decreases) in the discount rate would have resulted in a lower (higher) fair value measurement. Significant increases (decreases) in the forecast revenue information would result in a higher (lower) fair value measurement. For all significant unobservable inputs used in the fair value measurement of the Level 3 liabilities, a change in one of the inputs would not necessarily result in a directionally similar change in the other. |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Parties | Note 9 — Related Parties At December 31, 2016 and 2015 , the Company had no amounts payable to related parties. The Company subleases airplane and office space to a firm owned by the Chairman of the Company. The Company recognized rent reimbursements of $0.07 million , $0.07 million and $0.08 million , respectively, for the years ended December 31, 2016 , 2015 and 2014 , which are included as a reduction of occupancy and equipment rental on the consolidated statements of income. During 2016 , 2015 and 2014 , the Company paid $0.01 million , $0.04 million and $0.02 million , respectively, for the use of an aircraft owned by an executive of the Company. |
Bank Loan Facilities
Bank Loan Facilities | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Bank Loan Facilities | Note 10 — Bank Loan Facilities At December 31, 2016 , the Company had a $70.0 million revolving bank loan facility ( $50.0 million at December 31, 2015) with a U.S. banking institution to provide for working capital needs and for other general corporate purposes. The revolving loan facility has historically been renewed annually. The maturity date of the facility is April 30, 2017 . Interest on the borrowings is based on the higher of 3.5% or the U.S. Prime Rate ( 3.75% at December 31, 2016) and is payable monthly. The weighted average daily borrowings outstanding under the revolving loan facility were approximately $54.1 million and $35.8 million for the years ended December 31, 2016 and 2015 , respectively. The weighted average interest rate was 3.5% for the year ended December 31, 2016 , and 3.3% for the years ended December 31, 2015 and 2014 , respectively. In connection with the acquisition of Cogent in April 2015, the Company borrowed $45.0 million , which was comprised of two bank term loan facilities (the "Term Loan Facilities"), each in an original principal amount of $22.5 million . One Term Loan Facility was payable in full on April 30, 2016 (the " One Year Facility") and bore interest at the Prime Rate plus three-quarters of one percent ( 0.75% ) per annum. The One Year Facility was repaid in two equal installments, one in June 2015 and the other in April 2016. The other Term Loan Facility matures on April 30, 2018 (the " Three Year Facility"), is payable in four equal semi-annual installments beginning on October 31, 2016 and bears interest at the Prime Rate plus one and one-quarter percent ( 1.25% ) per annum, which interest rate shall be reduced to the Prime Rate plus three-quarters of one percent ( 0.75% ) per annum when the amount outstanding on the Three Year Facility is $7.5 million or less. The first installment of $5.6 million was repaid in 2016 and at December 31, 2016, the outstanding principal balance of the Three Year Facility was $16.9 million . Future installments in equal principal amounts on the Three Year Facility are due on April 30, 2017, October 31, 2017 and the final installment is due on April 30, 2018. There are no prepayment penalties for the early repayment of either Term Loan Facility. Principal amounts repaid on the Term Loan Facilities cannot be reborrowed. The interest rate applicable to the Term Loan Facilities shall never be less than four percent ( 4.00% ) per annum. The weighted average interest rate related to the Term Loan Facilities was 4.7% and 4.3% for the year ended December 31, 2016 and 2015 , respectively. The revolving and term loan facilities are provided by a U.S. banking institution and are secured by any cash distributed in respect of the Company’s investment in the U.S. based merchant banking funds, cash distributions from G&Co and GCI, and advisory fees receivable from G&Co. In addition, the bank loan facilities have a prohibition on the incurrence of additional indebtedness without the prior approval of the lenders and the Company is required to comply with certain financial and liquidity covenants. At December 31, 2016 , the Company was compliant with all loan covenants. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Equity | Note 11 — Equity Dividends declared per common share were $1.80 for each of the years ended December 31, 2016 , 2015 and 2014 and are paid on outstanding common shares. In addition, dividend equivalent amounts are paid on outstanding restricted stock units and amounted to $8.5 million , $6.5 million and $5.5 million for the years ended December 31, 2016 , 2015 and 2014 , respectively, and are included in dividends paid on the consolidated statements of cash flows. In the event a restricted stock unit holder’s employment is terminated, a portion of the dividend equivalent amount is required to be paid back (a "clawback") to the Company and is netted against the dividend equivalent amounts. See “ Note 14 — Deferred Compensation - Restricted Stock Units”. In connection with the acquisition of Cogent, the Company issued 779,454 shares of common stock on the acquisition date, April 1, 2015. In addition, the Company will issue 334,048 shares of common stock shortly after the second or fourth anniversary of the Acquisition, as the case may be, if the revenue target related to the Earnout is achieved. If the revenue target related to the Earnout is not achieved the common shares will not be issued. The fair value of the contingent issuance of common shares was valued on the date of the acquisition at $11.9 million and has been recorded as additional paid in capital in the consolidated statements of financial condition. A portion of the value will be transferred to common stock if the Earnout is achieved. See "Note 3 — Acquisition" and " Note 12 — Earnings per Share ". During 2016 , 852,218 restricted stock units vested and were issued as common stock of which the Company is deemed to have repurchased 319,573 shares at an average price of $25.10 per share in conjunction with the payment of tax liabilities in respect of stock delivered to its employees in settlement of restricted stock units. In addition, during 2016 the Company repurchased in open market transactions 891,017 shares of its common stock at an average price of $22.63 . During 2015 , 826,673 restricted stock units vested and were issued as common stock of which the Company is deemed to have repurchased 341,235 shares at an average price of $34.88 per share in conjunction with the payment of tax liabilities in respect of stock delivered to its employees in settlement of restricted stock units. As part of the consideration for the acquisition of Greenhill Australia in 2010, the Company issued 439,951 shares of contingent convertible preferred stock ("Performance Stock"), which was convertible to the same number of shares of the Company’s common stock in 2015 if a revenue target was achieved. The revenue target was not achieved and the Performance Stock, which had a fair value of $14.4 million at the acquisition date, were canceled and the value was transferred to additional paid in capital. |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note 12 — Earnings per Share The computations of basic and diluted EPS are set forth below: For the Years Ended December 31, 2016 2015 2014 (in thousands, except per share amounts) Numerator for basic and diluted EPS — net income allocated to common stockholders $ 60,762 $ 25,598 $ 43,388 Denominator for basic EPS — weighted average number of shares 32,043 31,197 30,354 Add — dilutive effect of: Weighted average number of incremental shares issuable from restricted stock units 31 3 4 Denominator for diluted EPS — weighted average number of shares and dilutive potential shares 32,074 31,200 30,358 Earnings per share: Basic $ 1.90 $ 0.82 $ 1.43 Diluted $ 1.89 $ 0.82 $ 1.43 The weighted number of shares and dilutive potential shares do not include 334,048 shares of common stock, which will be issued to the selling unitholders of Cogent, in April 2017 or April 2019, as the case may be, if the revenue target related to the Earnout is achieved. At the time a revenue target is achieved such shares will be included in the Company’s share count. If the revenue target is not achieved, the shares of common stock will not be issued. See “Note 3 — Acquisition” and "Note 11 — Equity". |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Plan | Note 13 — Retirement Plan In the U.S., the Company sponsor qualified defined contribution plans (the “Retirement Plans”) covering all eligible employees of G&Co and GC LP The Retirement Plans provide for both employee contributions in accordance with Section 401(k) of the Internal Revenue Code, and employer discretionary profit sharing contributions, subject to statutory limits. The Company incurred costs of $0.6 million , $0.3 million and $0.2 million for contributions to the Retirement Plans for the years ended December 31, 2016 , 2015 and 2014 , respectively. There was $0.5 million and $0.2 million related to contributions due to the Retirement Plans included in compensation payable at December 31, 2016 and 2015 , respectively. GCI also operates a defined contribution pension fund for its employees. The assets of the pension fund are held separately in an independently administered fund. For the years ended December 31, 2016 , 2015 and 2014 , GCI incurred costs for the funding of pension contributions of approximately $0.4 million , $0.5 million and $0.6 million , respectively. At December 31, 2016 and 2015 , there were no amounts related to contributions due to the defined contribution pension fund included in compensation payable. Greenhill Australia is required by Australian law to contribute compulsory superannuation on employees' gross earnings, generally at a rate of 9% , subject to an annual limit per employee. Superannuation is a defined contribution plan in which retirement benefits are determined by the contribution accumulated over the working life plus investment earnings within the fund less expenses. Greenhill Australia incurred costs for the funding of pension contributions of approximately $0.4 million for the year ended December 31, 2016 and $0.5 million for each of the years ended December 31, 2015 and 2014 , respectively. At December 31, 2016 and 2015 , there were no amounts related to superannuation contributions due to the defined contribution plan included in compensation payable. |
Deferred Compensation
Deferred Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Deferred Compensation | Restricted Stock Units The Company has adopted an equity incentive plan to motivate its employees and allow them to participate in the ownership of its stock. Under the Company’s plan, restricted stock units, which represent a right to a future payment equal to one share of common stock, may be awarded to employees, directors and certain other non-employees as selected by the Compensation Committee. Awards granted under the plan generally vest ratably over a period of up to five years beginning on the first anniversary of the grant date or in full on the third or fifth anniversary of the grant date. To the extent the restricted stock units are outstanding at the time a dividend is paid on the common stock, a dividend equivalent amount is paid to the holders of the restricted stock units. In the event that the holder’s employment is terminated under circumstances in which units awarded under the plan are forfeited any dividend equivalent payments related to such forfeiture, which are unvested for accounting purposes, are required to be repaid to the Company. The activity related to the restricted stock units is set forth below: Restricted Stock Units Outstanding 2016 2015 Units Grant Date Weighted Average Fair Value Units Grant Date Weighted Average Fair Value Outstanding, January 1, 3,723,129 $ 45.88 3,065,363 $ 56.04 Granted 2,407,173 (1) 21.61 1,772,439 36.45 Delivered (871,226 ) 52.27 (843,032 ) 62.07 Forfeited (414,120 ) 37.66 (271,641 ) 48.69 Outstanding, December 31, 4,844,956 $ 33.38 3,723,129 $ 45.88 _____________________________________________ (1) Excludes 973,946 stock units granted to employees subsequent to December 31, 2016 as part of the long-term incentive awards program. For the years ended December 31, 2016 , 2015 and 2014 , the Company recognized compensation expense from the amortization of restricted stock units, net of forfeitures, of $45.8 million , $46.5 million and $39.6 million , respectively. The weighted-average grant date fair value for restricted stock units granted during the years ended December 31, 2016 , 2015 and 2014 was $21.61 , $36.45 and $49.76 , respectively. As of December 31, 2016 , unrecognized restricted stock units compensation expense was approximately $64.3 million , with such unrecognized compensation expense expected to be recognized over a weighted average period of approximately 1.7 years. The Company issues restricted stock units to employees under the equity incentive plan, primarily in connection with its annual bonus awards and compensation agreements for new hires. In certain jurisdictions, the Company may settle share-based payment awards in cash in lieu of shares of common stock to obtain tax deductibility. In these circumstances, the awards are settled in the cash equivalent value of the Company's shares of common stock based upon their value at settlement date. These cash settled share-based awards are remeasured at fair value at each reporting period. The Company awarded 115,473 performance-based restricted stock awards ("PRSU"), as part of long-term incentive compensation in 2016. The PRSU award targeted performance from 2016 to 2018 to multi-year revenue, pre-tax profit and total stockholder return (“TSR”) goals, each equally weighted. If the achievement of a performance metric is below the threshold goal, the payout factor for such performance metric will be 0% . The maximum payout under the award is 288,683 units and the cumulative dividends over the reward period. The performance relative to revenue and pre-tax profit is measured quarterly and the probability weighted likelihood of achievement is recorded based on the grant day price. The TSR component is measured quarterly and the probability weighted likelihood of achievement is recorded based on the fair value at the date of grant. Deferred Cash Compensation As part of its long-term incentive award program, the Company grants deferred cash retention awards to certain eligible employees. The deferred awards, which generally vest over a three to five year service period or in full on the third or fifth anniversary of the grant date, provide the employee with the right to receive future cash compensation payments, which are non-interest bearing. Deferred compensation payable of $7.0 million and $3.5 million as of December 31, 2016 and 2015, respectively and is included in compensation payable in the consolidated statements of financial condition. As of December 31, 2016 , total unrecognized compensation cost related to deferred cash compensation prior to the consideration of forfeitures, was approximately $13.3 million and is expected to be recognized over a weighted-average period of 1.09 years . For the years ended December 31, 2016 , 2015 and 2014 , the Company recognized compensation expense from the amortization of deferred compensation, net of forfeitures, of $4.8 million , $2.6 million and $2.8 million , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 15 — Commitments and Contingencies The Company has entered into certain leases for office space under non-cancellable operating lease agreements that expire on various dates through 2025. As of December 31, 2016 , the approximate aggregate minimum future rental payments required were as follows (in thousands): 2017 $ 14,753 2018 13,379 2019 11,577 2020 9,681 2021 2,180 Thereafter 6,627 Total (1) $ 58,197 _____________________________________________ (1) Minimum future rental payments are recorded at their gross amounts and have not been reduced by sublease rentals of $0.7 million for each year from 2017 to 2018 and $0.5 million in 2019 for approximately 7,000 of aggregate square footage for former Cogent office space in New York and London. The subleases extend through the terms of the existing leases, which both terminate in 2019. The Company has also entered into various operating leases for office equipment. Rent expense for leased office space, net of sublease reimbursements, for the years ended December 31, 2016 , 2015 and 2014 was approximately $14.3 million , $16.0 million and $14.6 million , respectively. Diversified financial institutions issued five letters of credit on behalf of the Company to secure office space leases, which totaled $4.3 million and $4.6 million at December 31, 2016 and 2015 , respectively. These letters of credit were secured by cash held on deposit. At December 31, 2016 and 2015 , no amounts had been drawn under any of the letters of credit. See " Note 4 — Cash and Cash Equivalents ". In addition, the Company has a contingent cash obligation of $18.9 million due the selling unit holders of Cogent if the Earnout is achieved. See "Note 3 -- Acquisition" and "Note 8 — Fair Value of Financial Instruments". The Company is from time to time involved in legal proceedings incidental to the ordinary course of its business. The Company does not believe any such proceedings will have a material adverse effect on its results of operations. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 16 — Income Taxes The Company is subject to U.S. federal, foreign, state and local corporate income taxes. The components of the provision for income taxes reflected on the consolidated statements of income are set forth below: For the Years Ended December 31, 2016 2015 2014 (in thousands) Current taxes: U.S. federal $ 19,392 $ 15,995 $ 12,256 State and local 1,939 3,624 2,415 Foreign 13,245 4,136 5,778 Total current tax expense 34,576 23,755 20,449 Deferred taxes: U.S. federal (4,530 ) (2,252 ) 1,454 State and local (321 ) (759 ) 493 Foreign (2,606 ) (3,047 ) 1,686 Total deferred tax (benefit) expense (7,457 ) (6,058 ) 3,633 Total tax expense $ 27,119 $ 17,697 $ 24,082 The Company accounts for income taxes in accordance with ASC 740, which requires an asset and liability approach for financial accounting and reporting for income taxes. Deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. These deferred taxes are measured using the enacted tax rates and laws that will be in effect when such differences are expected to reverse. Further, the Company intends to indefinitely reinvest its non-U.S. subsidiary earnings outside of the United States, and deferred taxes have not been provided on the cumulative undistributed earnings of its foreign subsidiaries. If the Company were to repatriate all non-U.S. subsidiary earnings as of December 31, 2016 , it would result in approximately $9.1 million of additional U.S. federal tax. Significant components of the Company's net deferred tax assets and liabilities are set forth below: As of December 31, 2016 2015 (in thousands) Deferred tax assets: Compensation and benefits $ 32,021 $ 30,680 Depreciation and amortization 2,483 2,637 Cumulative translation adjustment 20,361 17,503 Operating loss carryforwards 4,944 3,906 Capital loss carryforwards 1,938 2,426 Foreign tax credit carryforwards — 312 Other financial accruals 2,299 1,346 Valuation allowances (1,938 ) (2,738 ) Total deferred tax assets 62,108 56,072 Deferred tax liabilities: Unrealized gain on investments 659 242 Other financial accruals 3,008 1,338 Total deferred tax liabilities 3,667 1,580 Net deferred tax asset $ 58,441 $ 54,492 Based on the Company's historical taxable income and its expectation for taxable income in the future, management expects that its largest deferred tax asset, which relates principally to compensation expense deducted for book purposes but not yet deducted for tax purposes, will be realized as offsets to future taxable income. The Company’s deferred taxes for operating loss carryforwards relate to losses incurred in foreign jurisdictions. In 2016, certain foreign jurisdictions partially or wholly utilized their operating loss carryforwards while other jurisdictions increased or created new operating loss carryforwards. However, all foreign jurisdictions with operating loss carryforwards were profitable in prior years or were profitable in the current year. When assessing the need for a valuation allowance, management evaluates each foreign jurisdiction separately and considers items such as estimated future taxable income, cost bases, and other various factors. Based on all available information, the Company has determined that it is more likely than not that it will realize the benefit of these operating loss carryforwards in future periods; therefore, a valuation allowance has not been established for these deferred tax assets. At December 31, 2016 , the Company had foreign operating loss carryforwards, which in aggregate totaled $16.1 million , and may be carried forward for nine years and longer. Due to the Company’s operating loss carryforward position, tax benefits related to share-based payments generally booked through equity accounts may not be recorded until such time as the benefit is realized as a reduction in the Company’s actual taxes paid. As of December 31, 2016 , the current taxes payable would have been decreased by $0.8 million if the Company had been able to realize these benefits in its filed tax returns. Under ASC 740, valuation allowances are established against deferred tax assets when management determines it is more likely than not that all or some portion of a deferred tax asset will not be realized. The Company has a valuation allowance against a deferred tax asset related to a capital loss carryforward in the United Kingdom. This capital loss was realized from the sale of an investment in the United Kingdom and can be carried forward indefinitely but can only be utilized against capital gain in the same jurisdiction. Since the Company has nominal remaining investments in the United Kingdom and considers it more likely than not that the Company will not generate a capital gain in the United Kingdom, the Company has established a full valuation allowance against this related deferred tax asset. As of December 31, 2016, the amount of the deferred tax asset and corresponding valuation allowance for the capital loss carryforward in the United Kingdom was $1.9 million . This amount is less than the prior year due to movement in the foreign currency exchange rate. Any gain or loss resulting from the translation of deferred taxes for foreign affiliates has been included in the foreign currency translation adjustment incorporated as a component of other comprehensive income, net of tax, in the consolidated statements of changes in stockholders' equity. Income taxes receivable of $1.4 million and $3.6 million as of December 31, 2016 and 2015, respectively, were included in other receivables in the consolidated statements of financial condition. The Company is subject to the income tax laws of the United States, its states and municipalities, and those of the foreign jurisdictions in which the Company operates. These laws are complex, and the manner which they apply to the taxpayer's facts is sometimes open to interpretation. Management must make judgments in assessing the likelihood that a tax position will be sustained upon examination by the taxing authorities based on the technical merits of the tax position. In the normal course of business, the Company may be under audit in one or more of its jurisdictions in an open tax year for that particular jurisdiction. As of December 31, 2016 , the Company does not expect any material changes in its tax provision related to any current or future audits. The Company recognizes tax positions in the financial statements only when it is more likely than not that the position will be sustained on examination by the relevant taxing authority based on the technical merits of the position. A position that meets this standard is measured at the largest amount of benefit that will more likely than not be realized on settlement. A liability is established for differences between positions taken in a tax return and amounts recognized in the financial statements. The Company performed an analysis of its tax positions as of December 31, 2016 , and determined that there was no requirement to accrue any material additional liabilities. Also, when present as part of the tax provision calculation, interest and penalties have been reported as interest expense and other operating expenses in the consolidated statements of income. A reconciliation of the statutory U.S. federal income tax rate of 35.0% to the Company’s effective income tax rate is set forth below: For the Years Ended December 31, 2016 2015 2014 U.S. statutory tax rate 35.0 % 35.0 % 35.0 % Increase related to state and local taxes, net of U.S. income tax benefit 1.3 4.7 3.3 Benefits and taxes related to foreign operations (6.2 ) 0.7 (3.3 ) Other 0.8 0.5 0.7 Effective income tax rate 30.9 % 40.9 % 35.7 % |
Regulatory
Regulatory | 12 Months Ended |
Dec. 31, 2016 | |
Regulatory Capital Requirements [Abstract] | |
Regulatory | Note 17 — Regulatory Certain subsidiaries of the Company are subject to various regulatory requirements in the United States, United Kingdom, Australia and certain other jurisdictions, which specify, among other requirements, minimum net capital requirements for registered broker-dealers. G&Co is subject to the SEC’s Uniform Net Capital requirements under Rule 15c3-1 (the “Rule”), which specifies, among other requirements, minimum net capital requirements for registered broker-dealers. The Rule requires G&Co to maintain a minimum net capital of the greater of $5,000 or 1/15 of aggregate indebtedness, as defined in the Rule. As of December 31, 2016 and 2015 , G&Co’s net capital was $7.3 million and $18.5 million , respectively, which exceeded its requirement by $5.9 million and $18.1 million , respectively. G&Co’s aggregate indebtedness to net capital ratio was 2.80 to 1 and 0.36 to 1 at December 31, 2016 and 2015 , respectively. Certain distributions and other capital withdrawals of G&Co are subject to certain notifications and restrictive provisions of the Rule. GC LP is also subject to the Rule. GCI, GCE and the European affiliate of GC LP are subject to capital requirements of the FCA. Greenhill Australia is subject to capital requirements of the ASIC. We are also subject to certain capital regulatory requirements in other jurisdictions. As of December 31, 2016 and 2015 , GCI, GCE, GC LP, Greenhill Australia, and our other regulated operations were in compliance with local capital adequacy requirements. |
Business Information
Business Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Business Information | Note 18 — Business Information The Company's activities as an investment banking firm constitute a single business segment, with substantially all revenues generated from advisory services, which includes engagements relating to mergers and acquisitions, financing advisory and restructuring, and capital advisory services. The Company generally generates less than 1% of its revenues from investment revenues, consisting of interest income and gains and losses on its remaining principal investments in merchant banking funds. The Company principally earns its revenues from advisory fees upon the successful completion of the client’s transaction or restructuring, or fund closing. Advisory revenues represented approximately 100% , 100% and 102% of the Company’s total revenues for the years ended December 31, 2016 , 2015 and 2014 , respectively. In 2016 and 2015 , there were no advisory clients that accounted for more than 10% of total revenues. Since the financial markets are global in nature, the Company generally manages its business based on the operating results of the enterprise taken as whole, not by geographic region. For reporting purposes, the geographic regions are the North America, Europe, and the rest of the world, which are the locations where the Company retains substantially all of its employees. The following table presents information about the Company by geographic region, after elimination of all significant inter-company accounts and transactions: As of or for the Years Ended December 31, 2016 2015 2014 (in thousands) Total revenues North America $ 206,673 $ 172,582 $ 160,631 Europe 110,229 63,875 83,369 Rest of World 18,617 25,103 31,234 Total $ 335,519 $ 261,560 $ 275,234 Income (loss) before taxes North America $ 48,927 $ 40,895 $ 36,745 Europe 52,650 9,577 24,891 Rest of World (13,696 ) (7,177 ) 5,834 Total $ 87,881 $ 43,295 $ 67,470 Total assets North America $ 266,975 $ 261,077 $ 165,204 Europe 64,467 38,409 33,460 Rest of World 125,240 123,658 138,292 Total $ 456,682 $ 423,144 $ 336,956 The Company's revenues are based on the country where the services were derived. For the years ended December 31, 2016, 2015 and 2014, the Company generated 59% , 66% , and 58% , respectively, of its total revenues from the United States and 27% , 20% and 25% respectively, of its total revenues from the United Kingdom. No other country had revenues which individually represented more than 10% of the Company's total revenues during the years ended December 31, 2016, 2015 and 2014, respectfully. Included in the Company's total assets it had long-lived assets, excluding deferred tax assets and intangible assets, located in the United States of $ 34.8 million and $ 43.0 million at December 31, 2016 and 2015, respectively. No other country had long- lived assets, which individually represented more than 10% of the Company's total long-lived assets at December 31, 2016 and 2015. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 19 — Subsequent Events The Company evaluates subsequent events through the date on which the financial statements are issued. On January 26, 2017 , the Board of Directors of the Company declared a quarterly dividend of $0.45 per share. The dividend will be payable on March 22, 2017 to the common stockholders of record on March 8, 2017 . |
Supplemental Financial Informat
Supplemental Financial Information Quarterly Results (unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Supplemental Financial Information Quarterly Results (unaudited) | Supplemental Financial Information Quarterly Results (unaudited) The following represents the Company’s unaudited quarterly results for the years ended December 31, 2016 and 2015 . These quarterly results were prepared in accordance with U.S. generally accepted accounting principles and reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the results. For the Three Months Ended March 31, June 30, Sept. 30, Dec. 31, (in millions, except per share data) Total revenues $ 66.9 $ 90.5 $ 76.6 $ 101.6 Total expenses 60.4 60.6 57.4 69.2 Income before taxes 6.5 29.9 19.2 32.4 Provision for taxes 2.1 10.2 6.1 8.7 Net income allocated to common stockholders $ 4.4 $ 19.7 $ 13.1 $ 23.7 Earnings per share: Basic $ 0.14 $ 0.62 $ 0.41 $ 0.74 Diluted $ 0.14 $ 0.62 $ 0.41 $ 0.74 Dividends declared per share $ 0.45 $ 0.45 $ 0.45 $ 0.45 For the Three Months Ended March 31, June 30, Sept. 30, Dec. 31, (in millions, except per share data) Total revenues $ 61.9 $ 73.3 $ 50.6 $ 75.7 Total expenses 49.7 57.6 49.5 61.5 Income before taxes 12.2 15.7 1.1 14.2 Provision for taxes 4.6 6.4 0.5 6.3 Net income allocated to common stockholders $ 7.6 $ 9.3 $ 0.6 $ 7.9 Earnings per share: Basic $ 0.25 $ 0.30 $ 0.02 $ 0.25 Diluted $ 0.25 $ 0.30 $ 0.02 $ 0.25 Dividends declared per share $ 0.45 $ 0.45 $ 0.45 $ 0.45 |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Financial Information | Basis of Financial Information These Consolidated Financial Statements are prepared in conformity with accounting principles generally accepted in the United States (U.S. GAAP), which require management to make estimates and assumptions regarding future events that affect the amounts reported in our financial statements and these footnotes, including investment valuations, compensation accruals and other matters. Management believes that the estimates used in preparing its Consolidated Financial Statements are reasonable and prudent. Actual results could differ materially from those estimates. Certain reclassifications have been made to prior year information to conform to current year presentation. The Consolidated Financial Statements of the Company include all consolidated accounts of Greenhill & Co., Inc. and all other entities in which the Company has a controlling interest after eliminations of all significant inter-company accounts and transactions. |
Revenue Recognition | Revenue Recognition Advisory Revenues It is the Company's accounting policy to recognize revenue when (i) there is persuasive evidence of an arrangement with a client, (ii) the agreed-upon services have been completed and delivered to the client or the transaction or events noted in the engagement letter are determined to be substantially complete, (iii) fees are fixed and determinable, and (iv) collection is reasonably assured. The Company recognizes advisory fee revenues for mergers and acquisitions or financing advisory and restructuring engagements when the services related to the underlying transactions are completed in accordance with the terms of the engagement letter and all other requirements for revenue recognition are satisfied. The Company recognizes capital advisory fees from primary capital raising transactions at the time of the client's acceptance of capital or capital commitments to a fund in accordance with the terms of the engagement letter. Generally, fee revenue is determined based upon a fixed percentage of capital committed to the fund. For multiple closings, revenue is recognized at each interim closing based on the amount of capital committed at each closing at the fixed fee percentage. At the final closing, revenue is recognized at the fixed percentage for the amount of capital committed since the last interim closing. The Company recognizes capital advisory fees from secondary market transactions at the time the sale or transfer of the capital interest is completed in accordance with the terms of the engagement letter. Generally, fee revenue is determined based upon a fixed percentage of the transaction value. While the majority of the Company's fee revenue is earned at the conclusion of a transaction or closing of a fund, on-going retainer fees, substantially all of which relate to non-success based strategic advisory and financing advisory and restructuring assignments, are also earned and recognized as advisory fee revenue over the period in which the related service is rendered. The Company’s clients reimburse certain expenses incurred by the Company in the conduct of advisory engagements. Expenses are reported net of such client reimbursements. Client reimbursements totaled $6.5 million , $5.4 million and $4.5 million for the years ended December 31, 2016 , 2015 , and 2014 , respectively. Investment Revenues Investment revenues consist of gains (or losses) on the Company's investments in certain merchant banking funds and interest income. The Company recognizes revenue on its investments in merchant banking funds based on its allocable share of realized and unrealized gains (or losses) reported by such funds. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company’s cash and cash equivalents consist of (i) cash held on deposit with financial institutions, (ii) cash equivalents and (iii) restricted cash. The Company maintains its cash and cash equivalents with financial institutions with high credit ratings. The Company considers all highly liquid investments with a maturity date of three months or less, when purchased, to be cash equivalents. Cash equivalents primarily consist of money market funds and overnight deposits. Management believes that the Company is not exposed to significant credit risk due to the financial position of the depository institutions in which those deposits are held. |
Advisory Fees Receivables | Advisory Fees Receivables Receivables are stated net of an allowance for doubtful accounts. The estimate for the allowance for doubtful accounts is derived by the Company by utilizing past client transaction history and an assessment of the client’s creditworthiness. The Company recorded bad debt expense of $0.4 million , $0.3 million and $0.1 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. Included in the advisory fees receivable balances at December 31, 2016 and 2015 were $26.1 million and $32.4 million of long term receivables related to primary capital advisory engagements, which are generally paid in installments over a period of three years . Included as a component of investment revenues is interest income related to primary capital advisory engagements of $0.8 million , $0.9 million and $0.9 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. Credit risk related to advisory fees receivable is disbursed across a large number of clients located in various geographic areas. The Company controls credit risk through credit approvals and monitoring procedures but does not require collateral to support accounts receivable. |
Goodwill | Goodwill Goodwill is the cost in excess of the fair value of identifiable net assets at acquisition date. The Company tests its goodwill for impairment at least annually. An impairment loss is triggered if the estimated fair value of an operating unit is less than estimated net book value. Such loss is calculated as the difference between the estimated fair value of goodwill and its carrying value. Goodwill is translated at the rate of exchange prevailing at the end of the periods presented in accordance with the accounting guidance for foreign currency translation. Any translation gain or loss is included in the foreign currency translation adjustment, which is included as a component of other comprehensive income in the consolidated statements of changes in stockholders' equity. |
Other Assets | Other Assets Included in other assets are the Company's investments in merchant banking funds, which are recorded under the equity method of accounting based upon the Company's proportionate share of the estimated fair value of the underlying merchant banking fund's net assets. The value of merchant banking fund investments is determined by management of the fund after giving consideration to the cost of the security, quoted market prices, the pricing of other sales of securities by the portfolio company, the price of securities of other companies comparable to the portfolio company, purchase multiples paid in other comparable third-party transactions, the original purchase price multiple, market conditions, liquidity, operating results and other qualitative and quantitative factors. The fund may apply discounts to reflect the lack of liquidity and other transfer restrictions. |
Compensation Payable | Compensation Payable Included in compensation payable are discretionary compensation awards comprised of annual cash bonuses and long-term incentive compensation, consisting of deferred cash retention awards, which are non-interest bearing, and generally amortized over a three to five year service period after the date of grant. |
Restricted Stock Units | Restricted Stock Units The Company accounts for its share-based compensation payments by recording the fair value of restricted stock units granted to employees as compensation expense. The restricted stock units are generally amortized over a four to five -year service period following the date of grant. Compensation expense is determined based upon the fair market value of the Company’s common stock at the date of grant. As the Company expenses the awards, the restricted stock units recognized are recorded within stockholders' equity. The restricted stock units are reclassified into common stock and additional paid-in capital upon vesting. The Company records as treasury stock the repurchase of stock delivered to its employees in settlement of tax liabilities incurred upon the vesting of restricted stock units. The Company records dividend equivalent payments on outstanding restricted stock units as a dividend payment and a charge to stockholders' equity. |
Earnings per Share | Earnings per Share The Company calculates basic earnings per share (“EPS”) by dividing net income allocated to common stockholders by the sum of (i) the weighted average number of shares outstanding for the period and (ii) the weighted average number of shares deemed issuable due to the vesting of restricted stock units for accounting purposes. See " Note 11 — Equity ". The Company calculates diluted EPS by dividing net income allocated to common stockholders by the sum of (i) basic shares per above and (ii) the dilutive effect of the common stock deliverable pursuant to restricted stock units for which future service is required. Under the treasury method, the number of shares issuable upon the vesting of restricted stock units included in the calculation of diluted EPS is the excess, if any, of the number of shares expected to be issued, less the number of shares that could be purchased by the Company with the proceeds to be received upon settlement at the average market closing price during the reporting period. |
Provision for Taxes | Provision for Taxes The Company accounts for taxes in accordance with the accounting guidance for income taxes which requires the recognition of tax benefits or expenses on the temporary differences between the financial reporting and tax bases of its assets and liabilities. The Company follows the guidance for income taxes in recognizing, measuring, presenting and disclosing in its financial statements uncertain tax positions taken or expected to be taken on its income tax returns. Income tax expense is based on pre-tax accounting income, including adjustments made for the recognition or derecognition related to uncertain tax positions. The recognition or derecognition of income tax expense related to uncertain tax positions is determined under the guidance, and the Company's policy is to treat interest and penalties related to uncertain tax positions as part of pre-tax income. Deferred tax assets and liabilities are recognized for the future tax attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period of change. Management applies the “more-likely-than-not criteria” when determining tax benefits. |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities denominated in foreign currencies have been translated at rates of exchange prevailing at the end of the periods presented in accordance with the accounting guidance for foreign currency translation. Income and expenses transacted in foreign currency have been translated at average monthly exchange rates during the period. Translation gains and losses are included in the foreign currency translation adjustment, which is included as a component of other comprehensive income (loss) in the consolidated statement of changes in stockholders' equity. Foreign currency transaction gains and losses are included in the consolidated statements of income. |
Financial Instruments and Fair Value | Financial Instruments and Fair Value The Company accounts for financial instruments measured at fair value in accordance with accounting guidance for fair value measurements and disclosures which establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under the pronouncement are described below: Basis of Fair Value Measurement Level 1 – Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2 – Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly; and Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. In determining the appropriate levels, the Company performs an analysis of the assets and liabilities that are subject to these disclosures. At each reporting period, all assets and liabilities for which the fair value measurement is based on significant unobservable inputs or instruments which trade infrequently and therefore have little or no price transparency are classified as Level 3. Transfers between levels are recognized as of the end of the period in which they occur. See "Note 8 - Fair Value of Financial Instruments". Fair Value of Other Financial Instruments The Company believes that the carrying values of all other financial instruments presented in the consolidated statements of financial condition approximate their fair value generally due to their short-term nature and generally negligible credit risk. These fair value measurements would be categorized as Level 2 within the fair value hierarchy. |
Property and Equipment | Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the life of the assets. Amortization of leasehold improvements is computed using the straight-line method over the lesser of the life of the asset or the remaining term of the lease. Estimated useful lives of the Company’s fixed assets are generally as follows: Aircraft – 7 years Equipment – 5 years Furniture and fixtures – 7 years Leasehold improvements – the lesser of 10 years or the remaining lease term |
Business Information | Business Information The Company's activities as an investment banking firm constitute a single business segment, with substantially all revenues generated from advisory services, which includes engagements relating to mergers and acquisitions, financing advisory and restructuring, and capital advisory services. The Company earns less than 1% of its revenues from interest income and investment gains (losses) on investments. |
Accounting Developments | Accounting Developments In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). ASU 2016-09 amends the guidance in former ASC Topic 718, Compensation – Stock Compensation. The standard is effective for public entities for annual reporting periods beginning after December 15, 2016 and the Company will adopt these amendments effective on January 1, 2017. The impact of ASU No. 2016-09 will result in an increase or decrease to the provision for income taxes for the net tax (cost) from the delivery of restricted stock units, which under the current standard is recorded as an adjustment to retained earnings, and could be material to the results of operations and the classifications of cash flows in future periods depending upon, among other things, the level of earnings and stock price of the Company. In February 2016, the FASB issued ASU No. 2016-02, Leases ("ASU 2016-02"). ASU 2016-02 amends the guidance in former ASC 840, Leases. Management is currently evaluating the impact of the future adoption of ASU 2016-02 on the Company’s Consolidated Financial Statements. The standard is effective for public entities for annual reporting periods beginning after December 15, 2018 and the Company will adopt these amendments effective on January 1, 2019. In May 2014, the FASB issued guidance codified in ASC 606, Revenue Recognition - Revenue from Contracts with Customers, which amends the guidance in former ASC 605, Revenue Recognition. The new guidance was effective for fiscal years beginning after December 15, 2016. In August 2015, the FASB issued guidance which defers the effective date of its new recognition standard by one year. The standard would be effective for public entities for annual reporting periods beginning after December 15, 2017. The Company has been evaluating the impact of the future adoption of ASC 606 on our 2016 Consolidated Financial Statements and expects to adopt the retrospective transition method which requires applying the new standard to prior comparative periods when reporting under the new standard becomes effective. The Company has determined that the new revenue recognition guidance will have an immaterial effect on the Company’s 2016 Consolidated Financial Statements. |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Purchase Price Allocation | An allocation of the total purchase price of approximately $100.0 million has been made to the assets acquired and liabilities assumed based on their fair values as of April 1, 2015, the date of the acquisition, as follows (in thousands): Allocation of assets acquired and liabilities assumed: Assets: Current assets $ 13,970 Property and equipment 599 Other assets 651 Identifiable intangible assets 1,300 Goodwill 93,116 Total assets 109,636 Liabilities: Current liabilities 9,640 Total liabilities 9,640 Net assets $ 99,996 |
Pro Forma Information | The unaudited pro forma results of operations do not purport to represent what the Company's results of operations would actually have been had the Acquisition occurred on January 1, 2015 or January 1, 2014, as the case may be, or to project the Company's results of operations for any future period. Actual future results may vary considerably based on a variety of factors beyond the Company's control. For the Years Ended December 31, 2015 2014 (in millions, except per share amounts) (unaudited) (pro forma) (pro forma) Revenues $ 272.0 $ 321.2 Income before taxes 45.2 79.0 Net income allocated to common stockholders 26.8 50.8 Diluted earnings per share $ 0.84 $ 1.63 |
Cash and Cash Equivalents (Tabl
Cash and Cash Equivalents (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | The carrying values of the Company's cash and cash equivalents are as follows: As of December 31, 2016 2015 (in thousands) Cash $ 85,047 $ 59,270 Cash equivalents 9,013 5,946 Restricted cash - deferred compensation plan — 117 Restricted cash - letters of credit 4,253 4,629 Total cash and cash equivalents $ 98,313 $ 69,962 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Components of Property and Equipment | Property and equipment consist of the following: As of December 31, 2016 2015 (in thousands) Aircraft $ 19,160 $ 19,063 Equipment 19,788 20,044 Furniture and fixtures 7,201 7,248 Leasehold improvements 21,612 21,945 67,761 68,300 Less accumulated depreciation and amortization (58,997 ) (58,517 ) Total property and equipment, net $ 8,764 $ 9,783 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Value of Goodwill | Goodwill consists of the following: As of December 31, 2016 2015 (in thousands) Balance, January 1 $ 209,024 $ 130,976 Cogent acquisition — 93,116 Foreign currency translation adjustments (838 ) (15,068 ) Balance, December 31 $ 208,186 $ 209,024 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | Other assets consist of the following: As of December 31, 2016 2015 (in thousands) Prepaid expenses $ 4,295 $ 3,076 Investments in merchant banking funds 1,689 2,881 Rent deposits 1,517 1,471 Other tangible assets 540 200 Intangible assets 300 775 Total other assets $ 8,341 $ 8,403 |
Schedule of Investment Revenues | The Company’s generates investment revenues from its investments in merchant banking funds and interest income as follows: For the Years Ended December 31, 2016 2015 2014 (in thousands) Net realized and unrealized gains (losses) on investments in merchant banking funds $ (210 ) $ 236 $ (6,372 ) Interest income 942 1,043 1,154 Total investment revenues (losses) $ 732 $ 1,279 $ (5,218 ) |
Fair Value of Financial Instr35
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Liabilities Measured at Fair Value on a Recurring Basis | The following table sets forth the measurement at fair value on a recurring basis of the contingent cash consideration due the selling unitholders of Cogent related to the Earnout. The liability arose as a result of the Acquisition and is categorized as a Level 3 liability. See "Note 3 — Acquisition". Liabilities Measured at Fair Value on a Recurring Basis as of December 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of December 31, 2016 (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ — $ — $ 15,095 $ 15,095 Total $ — $ — $ 15,095 $ 15,095 Liabilities Measured at Fair Value on a Recurring Basis as of December 31, 2015 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Balance as of December 31, 2015 (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ — $ — $ 13,647 $ 13,647 Total $ — $ — $ 13,647 $ 13,647 |
Changes in Level 3 Measured at Fair Value | Changes in Level 3 liabilities measured at fair value on a recurring basis for the year ended December 31, 2016 are as follows: Opening Balance as of January 1, 2016 Total realized and unrealized gains (losses) included in Net Income Unrealized gains (losses) included in Other Comprehensive Income Purchases Issues Sales Settlements Closing Balance as of December 31, 2016 Unrealized gains (losses) for Level 3 liabilities outstanding at December 31, 2016 (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ 13,647 $ (1,448 ) $ — $ — $ — $ — $ — $ 15,095 $ (1,448 ) Total $ 13,647 $ (1,448 ) $ — $ — $ — $ — $ — $ 15,095 $ (1,448 ) Changes in Level 3 liabilities measured at fair value on a recurring basis for the year ended December 31, 2015 are as follows: Opening Balance as of January 1, 2015 Total realized and unrealized gains (losses) included in Net Income Unrealized gains (losses) included in Other Comprehensive Income Purchases Issues Sales Settlements Closing Balance as of December 31, 2015 Unrealized gains (losses) for Level 3 liabilities outstanding at December 31, 2015 (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ — $ (503 ) $ — $ — $ 13,144 $ — $ — $ 13,647 $ (503 ) Total $ — $ (503 ) $ — $ — $ 13,144 $ — $ — $ 13,647 $ (503 ) |
Quantitative Information | The following tables presents quantitative information about the significant unobservable inputs utilized by the Company in the fair value measure of Level 3 liabilities measured at fair value on a recurring basis, as of December 31, 2016 : Fair Value as of December 31, 2016 Valuation Technique(s) Unobservable Input(s) Range (Weighted Average) (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ 15,095 Present value of expected payments Discount rate 13 % Forecast revenue (a) The following tables presents quantitative information about the significant unobservable inputs utilized by the Company in the fair value measure of Level 3 liabilities measured at fair value on a recurring basis, as of December 31, 2015: Fair Value as of December 31, 2015 Valuation Technique(s) Unobservable Input(s) Range (Weighted Average) (in thousands) Liabilities Contingent obligation due selling unitholders of Cogent $ 13,647 Present value of expected payments Discount rate 12 % Forecast revenue (a) _____________________________________________ (a) The Company's estimate of contingent consideration as of December 31, 2016 and December 31, 2015 was principally based on the acquired business' (i) actual revenue generation from April 1, 2015 through each respective year end and projected revenue generation for the remaining period through March 31, 2017 and (ii) projected revenue generation from April 1, 2017 through March 31, 2019. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Computations of Basic and Diluted Earnings Per Share | The computations of basic and diluted EPS are set forth below: For the Years Ended December 31, 2016 2015 2014 (in thousands, except per share amounts) Numerator for basic and diluted EPS — net income allocated to common stockholders $ 60,762 $ 25,598 $ 43,388 Denominator for basic EPS — weighted average number of shares 32,043 31,197 30,354 Add — dilutive effect of: Weighted average number of incremental shares issuable from restricted stock units 31 3 4 Denominator for diluted EPS — weighted average number of shares and dilutive potential shares 32,074 31,200 30,358 Earnings per share: Basic $ 1.90 $ 0.82 $ 1.43 Diluted $ 1.89 $ 0.82 $ 1.43 |
Deferred Compensation (Tables)
Deferred Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Restricted Stock Units Activity | The activity related to the restricted stock units is set forth below: Restricted Stock Units Outstanding 2016 2015 Units Grant Date Weighted Average Fair Value Units Grant Date Weighted Average Fair Value Outstanding, January 1, 3,723,129 $ 45.88 3,065,363 $ 56.04 Granted 2,407,173 (1) 21.61 1,772,439 36.45 Delivered (871,226 ) 52.27 (843,032 ) 62.07 Forfeited (414,120 ) 37.66 (271,641 ) 48.69 Outstanding, December 31, 4,844,956 $ 33.38 3,723,129 $ 45.88 _____________________________________________ (1) Excludes 973,946 stock units granted to employees subsequent to December 31, 2016 as part of the long-term incentive awards program. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Approximate Aggregate Minimum Future Rental Payments Required | As of December 31, 2016 , the approximate aggregate minimum future rental payments required were as follows (in thousands): 2017 $ 14,753 2018 13,379 2019 11,577 2020 9,681 2021 2,180 Thereafter 6,627 Total (1) $ 58,197 _____________________________________________ (1) Minimum future rental payments are recorded at their gross amounts and have not been reduced by sublease rentals of $0.7 million for each year from 2017 to 2018 and $0.5 million in 2019 for approximately 7,000 of aggregate square footage for former Cogent office space in New York and London. The subleases extend through the terms of the existing leases, which both terminate in 2019. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Provision for Income Taxes | The components of the provision for income taxes reflected on the consolidated statements of income are set forth below: For the Years Ended December 31, 2016 2015 2014 (in thousands) Current taxes: U.S. federal $ 19,392 $ 15,995 $ 12,256 State and local 1,939 3,624 2,415 Foreign 13,245 4,136 5,778 Total current tax expense 34,576 23,755 20,449 Deferred taxes: U.S. federal (4,530 ) (2,252 ) 1,454 State and local (321 ) (759 ) 493 Foreign (2,606 ) (3,047 ) 1,686 Total deferred tax (benefit) expense (7,457 ) (6,058 ) 3,633 Total tax expense $ 27,119 $ 17,697 $ 24,082 |
Net Deferred Tax Assets and Liabilities | Significant components of the Company's net deferred tax assets and liabilities are set forth below: As of December 31, 2016 2015 (in thousands) Deferred tax assets: Compensation and benefits $ 32,021 $ 30,680 Depreciation and amortization 2,483 2,637 Cumulative translation adjustment 20,361 17,503 Operating loss carryforwards 4,944 3,906 Capital loss carryforwards 1,938 2,426 Foreign tax credit carryforwards — 312 Other financial accruals 2,299 1,346 Valuation allowances (1,938 ) (2,738 ) Total deferred tax assets 62,108 56,072 Deferred tax liabilities: Unrealized gain on investments 659 242 Other financial accruals 3,008 1,338 Total deferred tax liabilities 3,667 1,580 Net deferred tax asset $ 58,441 $ 54,492 |
Reconciliation of Statutory U.S. Federal Income Tax Rate to Company's Effective Income Tax Rate | A reconciliation of the statutory U.S. federal income tax rate of 35.0% to the Company’s effective income tax rate is set forth below: For the Years Ended December 31, 2016 2015 2014 U.S. statutory tax rate 35.0 % 35.0 % 35.0 % Increase related to state and local taxes, net of U.S. income tax benefit 1.3 4.7 3.3 Benefits and taxes related to foreign operations (6.2 ) 0.7 (3.3 ) Other 0.8 0.5 0.7 Effective income tax rate 30.9 % 40.9 % 35.7 % |
Business Information (Tables)
Business Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Information by Geographic Region, After Elimination of All Significant Inter-company Accounts and Transactions | The following table presents information about the Company by geographic region, after elimination of all significant inter-company accounts and transactions: As of or for the Years Ended December 31, 2016 2015 2014 (in thousands) Total revenues North America $ 206,673 $ 172,582 $ 160,631 Europe 110,229 63,875 83,369 Rest of World 18,617 25,103 31,234 Total $ 335,519 $ 261,560 $ 275,234 Income (loss) before taxes North America $ 48,927 $ 40,895 $ 36,745 Europe 52,650 9,577 24,891 Rest of World (13,696 ) (7,177 ) 5,834 Total $ 87,881 $ 43,295 $ 67,470 Total assets North America $ 266,975 $ 261,077 $ 165,204 Europe 64,467 38,409 33,460 Rest of World 125,240 123,658 138,292 Total $ 456,682 $ 423,144 $ 336,956 |
Supplemental Financial Inform41
Supplemental Financial Information Quarterly Results (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Results | The following represents the Company’s unaudited quarterly results for the years ended December 31, 2016 and 2015 . These quarterly results were prepared in accordance with U.S. generally accepted accounting principles and reflect all adjustments that are, in the opinion of management, necessary for a fair presentation of the results. For the Three Months Ended March 31, June 30, Sept. 30, Dec. 31, (in millions, except per share data) Total revenues $ 66.9 $ 90.5 $ 76.6 $ 101.6 Total expenses 60.4 60.6 57.4 69.2 Income before taxes 6.5 29.9 19.2 32.4 Provision for taxes 2.1 10.2 6.1 8.7 Net income allocated to common stockholders $ 4.4 $ 19.7 $ 13.1 $ 23.7 Earnings per share: Basic $ 0.14 $ 0.62 $ 0.41 $ 0.74 Diluted $ 0.14 $ 0.62 $ 0.41 $ 0.74 Dividends declared per share $ 0.45 $ 0.45 $ 0.45 $ 0.45 For the Three Months Ended March 31, June 30, Sept. 30, Dec. 31, (in millions, except per share data) Total revenues $ 61.9 $ 73.3 $ 50.6 $ 75.7 Total expenses 49.7 57.6 49.5 61.5 Income before taxes 12.2 15.7 1.1 14.2 Provision for taxes 4.6 6.4 0.5 6.3 Net income allocated to common stockholders $ 7.6 $ 9.3 $ 0.6 $ 7.9 Earnings per share: Basic $ 0.25 $ 0.30 $ 0.02 $ 0.25 Diluted $ 0.25 $ 0.30 $ 0.02 $ 0.25 Dividends declared per share $ 0.45 $ 0.45 $ 0.45 $ 0.45 |
Organization (Details)
Organization (Details) | Dec. 31, 2016state |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of states in which entity is licensed to operate (states) | 50 |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016USD ($)Segment | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Significant Accounting Policies [Line Items] | |||
Client reimbursements | $ 6.5 | $ 5.4 | $ 4.5 |
Bad debt expense | 0.4 | 0.3 | 0.1 |
Long term receivables related to private equity and real estate capital advisory engagements | $ 26.1 | 32.4 | |
Installments period (years) | 3 years | ||
Interest income related to capital advisory engagements | $ 0.8 | $ 0.9 | $ 0.9 |
Depreciation and amortization of property and equipment | Depreciation is computed using the straight-line method over the life of the assets. Amortization of leasehold improvements is computed using the straight-line method over the lesser of the life of the asset or the remaining term of the lease. | ||
Number of business segments (segment) | Segment | 1 | ||
Aircraft | |||
Significant Accounting Policies [Line Items] | |||
Estimated useful lives of fixed assets (in years) | 7 years | ||
Equipment | |||
Significant Accounting Policies [Line Items] | |||
Estimated useful lives of fixed assets (in years) | 5 years | ||
Furniture and Fixtures | |||
Significant Accounting Policies [Line Items] | |||
Estimated useful lives of fixed assets (in years) | 7 years | ||
Leasehold Improvements | |||
Significant Accounting Policies [Line Items] | |||
Estimated useful lives of fixed assets (in years) | 10 years | ||
Estimated useful lives of fixed assets, description | Lesser of 10 years or the remaining lease term | ||
Minimum | |||
Significant Accounting Policies [Line Items] | |||
Service period for deferred compensation payable | 3 years | ||
Minimum | Restricted Stock | |||
Significant Accounting Policies [Line Items] | |||
Compensation expense amortization period/service period following the date of grant (years) | 4 years | ||
Maximum | |||
Significant Accounting Policies [Line Items] | |||
Service period for deferred compensation payable | 5 years | ||
Maximum | Restricted Stock | |||
Significant Accounting Policies [Line Items] | |||
Compensation expense amortization period/service period following the date of grant (years) | 5 years | ||
Revenue | |||
Significant Accounting Policies [Line Items] | |||
Principal investments in merchant banking funds, percent of revenue | 1.00% |
Acquisition (Details)
Acquisition (Details) $ in Thousands | Apr. 01, 2015USD ($)Loanshares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2016USD ($) | Mar. 31, 2015USD ($) |
Business Acquisition [Line Items] | ||||||
Payments to acquire Cogent Partners, LP | $ 0 | $ 45,265 | $ 0 | |||
Bank term loans payable | 16,875 | 33,750 | $ 16,875 | |||
Revenue target for the Earnout | $ 80,000 | |||||
Contingent obligation due selling unitholders of Cogent | 15,095 | 13,647 | 15,095 | |||
Increase in fair value of contingent obligation | 1,448 | 503 | 0 | |||
Goodwill | 208,186 | 209,024 | $ 130,976 | 208,186 | ||
Cogent 36 Month Facility | ||||||
Business Acquisition [Line Items] | ||||||
Bank term loans payable | 16,900 | 16,900 | ||||
Cogent Partners, LP | ||||||
Business Acquisition [Line Items] | ||||||
Ownership percent acquired | 100.00% | |||||
Payments to acquire Cogent Partners, LP | $ 44,000 | |||||
Common stock paid at acquisition closing (shares) | shares | 779,454 | |||||
Contingent consideration, cash | $ 18,900 | |||||
Possible contingent consideration (shares) | shares | 334,048 | |||||
Number of bank term loan facilities (loan) | Loan | 2 | |||||
Bank term loans payable | $ 45,000 | |||||
Distribution period ending on the second anniversary of the closing | 2 years | |||||
Distribution period ending on the fourth anniversary of the closing | 2 years | |||||
Fair value of contingent common shares | $ 11,900 | |||||
Contingent obligation due selling unitholders of Cogent | 13,100 | |||||
Increase in fair value of contingent obligation | 1,500 | 500 | $ 2,000 | |||
Transaction costs | 1,200 | |||||
Purchase price | 100,000 | |||||
Goodwill | 93,116 | |||||
Amortization expense | 500 | 500 | ||||
Escrow deposit | 8,900 | |||||
Amount to trigger post-closing distribution payment | $ 5,000 | |||||
Post closing distribution | 8,400 | $ 7,900 | ||||
Portion of escrow returned to company | $ 500 | |||||
Goodwill useful life (years) | 15 years | |||||
Ratio of compensation to total revenue (percent) | 54.00% | 54.00% | 54.00% | |||
Cogent Partners, LP | Minimum | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets useful life (years) | 1 year | |||||
Cogent Partners, LP | Maximum | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets useful life (years) | 3 years | |||||
Cogent Partners, LP | Long-term Debt | Cogent 36 Month Facility | ||||||
Business Acquisition [Line Items] | ||||||
Bank term loans payable | 22,500 | |||||
Cogent Partners, LP | Short-term Debt | Cogent 12 Month Facility | ||||||
Business Acquisition [Line Items] | ||||||
Bank term loans payable | $ 22,500 |
Acquisition - Purchase Price Al
Acquisition - Purchase Price Allocation (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Apr. 01, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 208,186 | $ 209,024 | $ 130,976 | |
Cogent Partners, LP | ||||
Business Acquisition [Line Items] | ||||
Current assets | $ 13,970 | |||
Property and equipment | 599 | |||
Other assets | 651 | |||
Identifiable intangible assets | 1,300 | |||
Goodwill | 93,116 | |||
Total assets | 109,636 | |||
Current liabilities | 9,640 | |||
Total liabilities | 9,640 | |||
Net assets | $ 99,996 |
Acquisition - Pro Forma Results
Acquisition - Pro Forma Results (Details) - Cogent Partners, LP - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Revenues | $ 272 | $ 321.2 |
Income before taxes | 45.2 | 79 |
Net income allocated to common stockholders | $ 26.8 | $ 50.8 |
Diluted earnings per share (usd per share) | $ 0.84 | $ 1.63 |
Cash and Cash Equivalents (Deta
Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Cash | $ 85,047 | $ 59,270 |
Cash equivalents | 9,013 | 5,946 |
Cash and cash equivalents, restricted from use | 4,300 | 4,700 |
Total cash and cash equivalents | $ 98,313 | 69,962 |
Distribution period (years) | 7 years | |
Deferred compensation liability | 100 | |
Greenhill & Co. Australia Pty Limited | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Cash and cash equivalents, restricted from use | $ 0 | 117 |
Letter of Credit | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Cash and cash equivalents, restricted from use | $ 4,253 | $ 4,629 |
Property and Equipment - Compon
Property and Equipment - Components of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Abstract] | ||
Aircraft | $ 19,160 | $ 19,063 |
Equipment | 19,788 | 20,044 |
Furniture and fixtures | 7,201 | 7,248 |
Leasehold improvements | 21,612 | 21,945 |
Property, plant and equipment, gross | 67,761 | 68,300 |
Accumulated depreciation and amortization | (58,997) | (58,517) |
Total property and equipment, net | $ 8,764 | $ 9,783 |
Goodwill - Changes in Carrying
Goodwill - Changes in Carrying Value (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill | ||
Balance, January 1 | $ 209,024 | $ 130,976 |
Cogent acquisition | 93,116 | |
Foreign currency translation adjustments | (838) | (15,068) |
Balance, December 31 | $ 208,186 | $ 209,024 |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Impairment loss | $ 0 | $ 0 | $ 0 |
Other Assets - Narrative (Detai
Other Assets - Narrative (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Unfunded commitments | $ 0 | $ 0 |
Other Assets - Components of Ot
Other Assets - Components of Other Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid expenses | $ 4,295 | $ 3,076 |
Investments in merchant banking funds | 1,689 | 2,881 |
Rent deposits | 1,517 | 1,471 |
Other tangible assets | 540 | 200 |
Intangible assets | 300 | 775 |
Total other assets | $ 8,341 | $ 8,403 |
Other Assets - Investment Reven
Other Assets - Investment Revenues (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Net realized and unrealized gains (losses) on investments in merchant banking funds | $ (210) | $ 236 | $ (6,372) |
Interest income | 942 | 1,043 | 1,154 |
Total investment revenues (losses) | $ 732 | $ 1,279 | $ (5,218) |
Fair Value of Financial Instr54
Fair Value of Financial Instruments - Narrative (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets (liabilities) measured at fair value | $ 0 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets (liabilities) measured at fair value | $ 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets (liabilities) measured at fair value | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets (liabilities) measured at fair value | $ 0 | $ 0 |
Fair Value of Financial Instr55
Fair Value of Financial Instruments - Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Contingent obligation due selling unitholders of Cogent | $ 15,095 | $ 13,647 |
Fair Value, Measurements, Recurring | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Contingent obligation due selling unitholders of Cogent | 15,095 | 13,647 |
Liabilities | 15,095 | 13,647 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Measurements, Recurring | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Contingent obligation due selling unitholders of Cogent | 0 | 0 |
Liabilities | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Fair Value, Measurements, Recurring | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Contingent obligation due selling unitholders of Cogent | 0 | 0 |
Liabilities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Fair Value, Measurements, Recurring | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Contingent obligation due selling unitholders of Cogent | 15,095 | 13,647 |
Liabilities | $ 15,095 | $ 13,647 |
Fair Value of Financial Instr56
Fair Value of Financial Instruments - Changes in Level 3 Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Opening Balance as of January 1, 2016 | $ 13,647 | $ 0 |
Total realized and unrealized gains (losses) included in Net Income | (1,448) | (503) |
Unrealized gains (losses) included in Other Comprehensive Income | 0 | 0 |
Purchases | 0 | 0 |
Issues | 0 | 13,144 |
Sales | 0 | 0 |
Settlements | 0 | 0 |
Closing Balance as of December 31, 2016 | 15,095 | 13,647 |
Unrealized gains (losses) for Level 3 liabilities outstanding at December 31, 2016 | (1,448) | (503) |
Contingent Consideration Liability | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Opening Balance as of January 1, 2016 | 13,647 | 0 |
Total realized and unrealized gains (losses) included in Net Income | (1,448) | (503) |
Unrealized gains (losses) included in Other Comprehensive Income | 0 | 0 |
Purchases | 0 | 0 |
Issues | 0 | 13,144 |
Sales | 0 | 0 |
Settlements | 0 | 0 |
Closing Balance as of December 31, 2016 | 15,095 | 13,647 |
Unrealized gains (losses) for Level 3 liabilities outstanding at December 31, 2016 | $ (1,448) | $ (503) |
Fair Value of Financial Instr57
Fair Value of Financial Instruments - Quantitative Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Contingent obligation due selling unitholders of Cogent | $ 15,095 | $ 13,647 |
Fair Value, Measurements, Recurring | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Contingent obligation due selling unitholders of Cogent | 15,095 | 13,647 |
Fair Value, Measurements, Recurring | Significant Unobservable Inputs (Level 3) | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Contingent obligation due selling unitholders of Cogent | 15,095 | 13,647 |
Fair Value, Measurements, Recurring | Contingent Consideration Liability | Present value of expected payments | Significant Unobservable Inputs (Level 3) | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Contingent obligation due selling unitholders of Cogent | $ 15,095 | $ 13,647 |
Fair Value, Measurements, Recurring | Contingent Consideration Liability | Present value of expected payments | Significant Unobservable Inputs (Level 3) | Weighted Average | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Discount rate | 13.00% | 12.00% |
Related Parties - Additional In
Related Parties - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||
Due to affiliates | $ 0 | $ 0 | |
Sublease | |||
Related Party Transaction [Line Items] | |||
Rent reimbursements related to sublease | 70,000 | 70,000 | $ 80,000 |
Payment for use of aircraft owned by executive | $ 10,000 | $ 40,000 | $ 20,000 |
Bank Loan Facilities - Addition
Bank Loan Facilities - Additional Information (Detail) | Apr. 01, 2015USD ($)Loaninstallment | Apr. 30, 2016installment | Jun. 30, 2015installment | Apr. 30, 2015installment | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Line of Credit Facility [Line Items] | |||||||
Bank term loans payable | $ 16,875,000 | $ 33,750,000 | |||||
Repayments of bank term loans | $ 16,875,000 | $ 11,250,000 | $ 0 | ||||
Cogent 12 Month Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt interest rate | 4.00% | ||||||
Weighted average interest rate (percent) | 0.75% | 4.70% | 4.30% | ||||
Debt term (years) | 1 year | ||||||
Number of equal payment installments | installment | 1 | 1 | 2 | ||||
Cogent 36 Month Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt interest rate | 4.00% | ||||||
Weighted average interest rate (percent) | 1.25% | 4.70% | 4.30% | ||||
Bank term loans payable | $ 16,900,000 | ||||||
Debt term (years) | 3 years | ||||||
Number of semi-annual installments | installment | 4 | ||||||
Amount outstanding to reduce interest rate | $ 7,500,000 | ||||||
Repayments of bank term loans | 5,600,000 | ||||||
Cogent Partners, LP | |||||||
Line of Credit Facility [Line Items] | |||||||
Bank term loans payable | $ 45,000,000 | ||||||
Number of bank term loan facilities (loan) | Loan | 2 | ||||||
Cogent Partners, LP | Long-term Debt | Cogent 36 Month Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Bank term loans payable | $ 22,500,000 | ||||||
Cogent Partners, LP | Short-term Debt | Cogent 12 Month Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Bank term loans payable | $ 22,500,000 | ||||||
Prime Rate | Cogent 36 Month Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Spread on interest rate (percent) | 0.75% | ||||||
Revolving Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Amount outstanding on letters of credit | $ 70,000,000 | $ 50,000,000 | |||||
Debt interest rate | 3.50% | ||||||
Weighted average daily borrowings outstanding under the loan facility | $ 54,100,000 | $ 35,800,000 | |||||
Weighted average interest rate (percent) | 3.50% | 3.30% | 3.30% | ||||
Revolving Credit Facility | Prime Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Spread on interest rate (percent) | 3.75% |
Equity - Additional Information
Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Apr. 01, 2015 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Stockholders Equity Note [Line Items] | ||||||||||||
Dividends declared per common share (usd per share) | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 1.80 | $ 1.80 | $ 1.80 | |
Dividend equivalents paid on outstanding restricted stock units | $ 8.5 | $ 6.5 | $ 5.5 | |||||||||
Common Stock | ||||||||||||
Stockholders Equity Note [Line Items] | ||||||||||||
Repurchased common stock (shares) | 891,017 | |||||||||||
Average repurchase price of common stock (usd per share) | $ 22.63 | |||||||||||
Restricted stock units | ||||||||||||
Stockholders Equity Note [Line Items] | ||||||||||||
Restricted stock units vested and issued as common stock (shares) | 852,218 | 826,673 | ||||||||||
Repurchased shares for award (shares) | 319,573 | 341,235 | ||||||||||
Average repurchase price of shares for award (usd per share) | $ 25.10 | $ 34.88 | ||||||||||
Cogent Partners, LP | ||||||||||||
Stockholders Equity Note [Line Items] | ||||||||||||
Common stock paid at acquisition closing (shares) | 779,454 | |||||||||||
Possible contingent consideration (shares) | 334,048 | |||||||||||
Fair value of contingent common shares | $ 11.9 | |||||||||||
Greenhill & Co. Australia Pty Limited | Contingent Convertible Preferred Stock | ||||||||||||
Stockholders Equity Note [Line Items] | ||||||||||||
Conversion to common stock shares if revenue targets are achieved (shares) | 439,951 | |||||||||||
Performance stock fair value at acquisition date | $ 14.4 |
Earnings per Share - Reconcilia
Earnings per Share - Reconciliation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |||||||||||
Numerator for basic and diluted EPS — net income allocated to common stockholders | $ 23,700 | $ 13,100 | $ 19,700 | $ 4,400 | $ 7,900 | $ 600 | $ 9,300 | $ 7,600 | $ 60,762 | $ 25,598 | $ 43,388 |
Denominator for basic EPS — weighted average number of shares (shares) | 32,042,594 | 31,197,288 | 30,354,227 | ||||||||
Add — dilutive effect of: | |||||||||||
Weighted average number of incremental shares issuable from restricted stock units (shares) | 31,000 | 3,000 | 4,000 | ||||||||
Denominator for diluted EPS — weighted average number of shares and dilutive potential shares (shares) | 32,074,232 | 31,200,378 | 30,357,691 | ||||||||
Earnings per share: | |||||||||||
Basic (usd per share) | $ 0.74 | $ 0.41 | $ 0.62 | $ 0.14 | $ 0.25 | $ 0.02 | $ 0.30 | $ 0.25 | $ 1.90 | $ 0.82 | $ 1.43 |
Diluted (usd per share) | $ 0.74 | $ 0.41 | $ 0.62 | $ 0.14 | $ 0.25 | $ 0.02 | $ 0.30 | $ 0.25 | $ 1.89 | $ 0.82 | $ 1.43 |
Earnings per Share - Additional
Earnings per Share - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2016shares | |
Cogent Partners, LP | |
Earnings Per Share Disclosure [Line Items] | |
Antidilutive securities (shares) | 334,048 |
Retirement Plan (Details)
Retirement Plan (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Greenhill & Co., LLC | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Incurred costs for contributions to retirement plan | $ 600,000 | $ 300,000 | $ 200,000 |
Contributions due to Retirement Plan included in compensation payable | 500,000 | 200,000 | |
Greenhill And Company International LLC | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Contributions due to Retirement Plan included in compensation payable | 0 | 0 | |
Costs incurred for pension | 400,000 | 500,000 | 600,000 |
Greenhill & Co. Australia Pty Limited | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Contributions due to Retirement Plan included in compensation payable | 0 | 0 | |
Costs incurred for pension | $ 400,000 | $ 500,000 | $ 500,000 |
Greenhill & Co. Australia Pty Limited | Pension Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Contribution percent on employees' gross earnings (percent) | 9.00% |
Deferred Compensation - Additio
Deferred Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share Based Payments Disclosure [Line Items] | |||
Description of vesting term for awards granted | Awards granted under the plan generally vest ratably over a period of up to five years beginning on the first anniversary of the grant date or in full on the third or fifth anniversary of the grant date. | ||
Unrecognized restricted stock units compensation expense | $ 13.3 | ||
Unrecognized restricted stock units compensation expense, weighted average recognition period (years) | 1 year 32 days | ||
Deferred compensation payable | $ 7 | $ 3.5 | |
Compensation expense from deferred compensation | $ 4.8 | 2.6 | $ 2.8 |
Minimum | |||
Share Based Payments Disclosure [Line Items] | |||
Service period for deferred compensation payable | 3 years | ||
Maximum | |||
Share Based Payments Disclosure [Line Items] | |||
Service period for deferred compensation payable | 5 years | ||
Restricted stock units | |||
Share Based Payments Disclosure [Line Items] | |||
Compensation expense from the vesting of restricted stock units | $ 45.8 | $ 46.5 | $ 39.6 |
Weighted average grant date fair value for restricted stock units granted (usd per share) | $ 21.61 | $ 36.45 | $ 49.76 |
Unrecognized restricted stock units compensation expense | $ 64.3 | ||
Unrecognized restricted stock units compensation expense, weighted average recognition period (years) | 1 year 8 months | ||
Number of awards granted in the period (shares) | 2,407,173 | 1,772,439 | |
Restricted stock units | Minimum | |||
Share Based Payments Disclosure [Line Items] | |||
Stock units granted, ratable vesting period (years) | 3 years | ||
Restricted stock units | Maximum | |||
Share Based Payments Disclosure [Line Items] | |||
Stock units granted, ratable vesting period (years) | 5 years | ||
Performance-Based Restricted Stock Units | |||
Share Based Payments Disclosure [Line Items] | |||
Number of awards granted in the period (shares) | 115,473 | ||
Performance payout percentage, if performance thresholds not achieved | 0.00% | ||
Maximum number of awards issuable, if performance factors achieved (shares) | 288,683 |
Deferred Compensation - Activit
Deferred Compensation - Activity (Detail) - Restricted stock units - $ / shares | 2 Months Ended | 12 Months Ended | ||
Feb. 22, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Units | ||||
Outstanding, beginning of period (shares) | 4,844,956 | 3,723,129 | 3,065,363 | |
Granted (shares) | 2,407,173 | 1,772,439 | ||
Delivered (shares) | (871,226) | (843,032) | ||
Forfeited (shares) | (414,120) | (271,641) | ||
Outstanding, end of period (shares) | 4,844,956 | 3,723,129 | 3,065,363 | |
Grant Date Weighted Average Fair Value | ||||
Outstanding, beginning of period (usd per share) | $ 33.38 | $ 45.88 | $ 56.04 | |
Granted (usd per share) | 21.61 | 36.45 | $ 49.76 | |
Delivered (usd per share) | 52.27 | 62.07 | ||
Forfeited (usd per share) | 37.66 | 48.69 | ||
Outstanding, end of period (usd per share) | $ 33.38 | $ 45.88 | $ 56.04 | |
Long Term Incentive Plans | Subsequent Event | ||||
Units | ||||
Granted (shares) | 973,946 |
Commitments and Contingencies -
Commitments and Contingencies - Approximate Aggregate Minimum Future Rental Payments Required (Details) ft² in Thousands, $ in Thousands | Dec. 31, 2016USD ($)ft² |
Operating Leased Assets | |
2,017 | $ 14,753 |
2,018 | 13,379 |
2,019 | 11,577 |
2,020 | 9,681 |
2,021 | 2,180 |
Thereafter | 6,627 |
Total | 58,197 |
Sublease rentals due in 2017 | 700 |
Sublease rentals due in 2018 | 700 |
Sublease rentals due in 2019 | $ 500 |
Size of office space leased (sqft) | ft² | 7,000 |
Commitments and Contingencies67
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 12 Months Ended | |||
Dec. 31, 2016USD ($)CreditFacility | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Apr. 01, 2015USD ($) | |
Commitments and Contingencies Disclosure [Line Items] | ||||
Rent expense | $ 14.3 | $ 16 | $ 14.6 | |
Letter of Credit | ||||
Commitments and Contingencies Disclosure [Line Items] | ||||
Number of letters of credit issued to secure office space leases (credit facility) | CreditFacility | 5 | |||
Amount outstanding on letters of credit | $ 4.3 | $ 4.6 | ||
Cogent Partners, LP | ||||
Commitments and Contingencies Disclosure [Line Items] | ||||
Contingent consideration, cash | $ 18.9 |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current taxes: | |||||||||||
U.S. federal | $ 19,392 | $ 15,995 | $ 12,256 | ||||||||
State and local | 1,939 | 3,624 | 2,415 | ||||||||
Foreign | 13,245 | 4,136 | 5,778 | ||||||||
Total current tax expense | 34,576 | 23,755 | 20,449 | ||||||||
Deferred taxes: | |||||||||||
U.S. federal | (4,530) | (2,252) | 1,454 | ||||||||
State and local | (321) | (759) | 493 | ||||||||
Foreign | (2,606) | (3,047) | 1,686 | ||||||||
Total deferred tax (benefit) expense | (7,457) | (6,058) | 3,633 | ||||||||
Total tax expense | $ 8,700 | $ 6,100 | $ 10,200 | $ 2,100 | $ 6,300 | $ 500 | $ 6,400 | $ 4,600 | $ 27,119 | $ 17,697 | $ 24,082 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclsoure [Line Items] | |||
Additional federal tax | $ 9,100 | ||
Foreign loss carryforwards | 16,100 | ||
Decrease in current taxes payable | 800 | ||
Deferred tax asset net of valuation allowance | 62,108 | $ 56,072 | |
Income taxes receivable | $ 1,400 | $ 3,600 | |
U.S. statutory tax rate | 35.00% | 35.00% | 35.00% |
Foreign Tax Authority | Her Majesty's Revenue and Customs (HMRC) | |||
Income Tax Disclsoure [Line Items] | |||
Deferred tax asset net of valuation allowance | $ 1,900 | ||
Minimum | |||
Income Tax Disclsoure [Line Items] | |||
Carryforward period | 9 years |
Income Taxes - Net Deferred Tax
Income Taxes - Net Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets: | ||
Compensation and benefits | $ 32,021 | $ 30,680 |
Depreciation and amortization | 2,483 | 2,637 |
Cumulative translation adjustment | 20,361 | 17,503 |
Operating loss carryforwards | 4,944 | 3,906 |
Capital loss carryforwards | 1,938 | 2,426 |
Foreign tax credit carryforwards | 0 | 312 |
Other financial accruals | 2,299 | 1,346 |
Valuation allowances | (1,938) | (2,738) |
Total deferred tax assets | 62,108 | 56,072 |
Deferred tax liabilities: | ||
Unrealized gain on investments | 659 | 242 |
Other financial accruals | 3,008 | 1,338 |
Total deferred tax liabilities | 3,667 | 1,580 |
Net deferred tax asset | $ 58,441 | $ 54,492 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory U.S. Federal Income Tax Rate to Company's Effective Income Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||
U.S. statutory tax rate | 35.00% | 35.00% | 35.00% |
Increase related to state and local taxes, net of U.S. income tax benefit | 1.30% | 4.70% | 3.30% |
Benefits and taxes related to foreign operations | (6.20%) | 0.70% | (3.30%) |
Other | 0.80% | 0.50% | 0.70% |
Effective income tax rate | 30.90% | 40.90% | 35.70% |
Regulatory - Additional Informa
Regulatory - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Regulatory Capital Requirements [Abstract] | ||
Description of minimum net capital requirements | The greater of $5,000 or 1/15 of aggregate indebtedness | |
Minimum net capital requirements (greater than $5,000 or 1/15 of aggregate indebtedness) | $ 5,000 | |
Minimum net capital requirements (greater than $5,000 or 1/15 of aggregate indebtedness) (percent) | 6.67% | |
Net capital | $ 7,300,000 | $ 18,500,000 |
Excess net capital | $ 5,900,000 | $ 18,100,000 |
Aggregate indebtedness to net capital ratio | 2.80 | 0.36 |
Business Information - Addition
Business Information - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016USD ($)SegmentEntity | Dec. 31, 2015USD ($)Entity | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||
Number of business segments (segment) | Segment | 1 | ||
Advisory revenues as a percentage of total revenue | 100.00% | 100.00% | 102.00% |
United States | |||
Segment Reporting Information [Line Items] | |||
Long-lived assets | $ | $ 34.8 | $ 43 | |
Advisory Services | |||
Segment Reporting Information [Line Items] | |||
Number of clients that accounted for more than 10% of total revenues | Entity | 0 | 0 | |
Revenue | |||
Segment Reporting Information [Line Items] | |||
Principal investments in merchant banking funds, percent of revenue | 1.00% | ||
Revenue | Geographic Concentration Risk | United States | |||
Segment Reporting Information [Line Items] | |||
Percent of revenue per derived location | 59.00% | 66.00% | 58.00% |
Revenue | Geographic Concentration Risk | United Kingdom | |||
Segment Reporting Information [Line Items] | |||
Percent of revenue per derived location | 27.00% | 20.00% | 25.00% |
Business Information - Informat
Business Information - Information by Geographic Region, After Elimination of All Significant Inter-company Accounts and Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||||||||
Total revenues | $ 101,600 | $ 76,600 | $ 90,500 | $ 66,900 | $ 75,700 | $ 50,600 | $ 73,300 | $ 61,900 | $ 335,519 | $ 261,560 | $ 275,234 |
Income (loss) before taxes | 32,400 | $ 19,200 | $ 29,900 | $ 6,500 | 14,200 | $ 1,100 | $ 15,700 | $ 12,200 | 87,881 | 43,295 | 67,470 |
Total assets | 456,682 | 423,144 | 456,682 | 423,144 | 336,956 | ||||||
North America | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenues | 206,673 | 172,582 | 160,631 | ||||||||
Income (loss) before taxes | 48,927 | 40,895 | 36,745 | ||||||||
Total assets | 266,975 | 261,077 | 266,975 | 261,077 | 165,204 | ||||||
Europe | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenues | 110,229 | 63,875 | 83,369 | ||||||||
Income (loss) before taxes | 52,650 | 9,577 | 24,891 | ||||||||
Total assets | 64,467 | 38,409 | 64,467 | 38,409 | 33,460 | ||||||
Rest of World | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total revenues | 18,617 | 25,103 | 31,234 | ||||||||
Income (loss) before taxes | (13,696) | (7,177) | 5,834 | ||||||||
Total assets | $ 125,240 | $ 123,658 | $ 125,240 | $ 123,658 | $ 138,292 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - $ / shares | Jan. 26, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Subsequent Event [Line Items] | ||||||||||||
Dividends declared per common share (usd per share) | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 1.80 | $ 1.80 | $ 1.80 | |
Subsequent Event | ||||||||||||
Subsequent Event [Line Items] | ||||||||||||
Dividends declared per common share (usd per share) | $ 0.45 | |||||||||||
Dividend payable date | Mar. 22, 2017 | |||||||||||
Dividend record date | Mar. 8, 2017 |
Supplemental Financial Inform76
Supplemental Financial Information Quarterly Results (unaudited) - Schedule of Unaudited Quarterly Results (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Total revenues | $ 101,600 | $ 76,600 | $ 90,500 | $ 66,900 | $ 75,700 | $ 50,600 | $ 73,300 | $ 61,900 | $ 335,519 | $ 261,560 | $ 275,234 |
Total expenses | 69,200 | 57,400 | 60,600 | 60,400 | 61,500 | 49,500 | 57,600 | 49,700 | 247,638 | 218,265 | 207,764 |
Income before taxes | 32,400 | 19,200 | 29,900 | 6,500 | 14,200 | 1,100 | 15,700 | 12,200 | 87,881 | 43,295 | 67,470 |
Provision for taxes | 8,700 | 6,100 | 10,200 | 2,100 | 6,300 | 500 | 6,400 | 4,600 | 27,119 | 17,697 | 24,082 |
Net income allocated to common stockholders | $ 23,700 | $ 13,100 | $ 19,700 | $ 4,400 | $ 7,900 | $ 600 | $ 9,300 | $ 7,600 | $ 60,762 | $ 25,598 | $ 43,388 |
Basic (usd per share) | $ 0.74 | $ 0.41 | $ 0.62 | $ 0.14 | $ 0.25 | $ 0.02 | $ 0.30 | $ 0.25 | $ 1.90 | $ 0.82 | $ 1.43 |
Diluted (usd per share) | 0.74 | 0.41 | 0.62 | 0.14 | 0.25 | 0.02 | 0.30 | 0.25 | 1.89 | 0.82 | 1.43 |
Dividends declared per share (usd per share) | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 0.45 | $ 1.80 | $ 1.80 | $ 1.80 |