Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2015 | Feb. 11, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2015 | |
Amendment Flag | false | |
Entity Registrant Name | Houlihan Lokey, Inc. | |
Entity Central Index Key | 1,302,215 | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Class A | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 12,084,524 | |
Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 53,239,440 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Mar. 31, 2015 |
Assets | ||
Cash and cash equivalents | $ 131,927 | $ 88,662 |
Accounts receivable, net of allowance for doubtful accounts of $5,473 and $4,625 at December 31 and March 31, 2015, respectively | 43,057 | 57,488 |
Unbilled work in process | 68,336 | 42,547 |
Investments in unconsolidated entities | 4,487 | 14,395 |
Receivable from affiliates | 26,318 | 327,921 |
Property and equipment—at cost, net of accumulated depreciation of $31,297 and $28,355 at December 31 and March 31, 2015, respectively | 18,277 | 16,489 |
Goodwill and other intangibles | 715,307 | 652,806 |
Other assets | 18,466 | 29,540 |
Total assets | 1,026,175 | 1,229,848 |
Liabilities: | ||
Accrued salaries and bonuses | 196,736 | 301,285 |
Accounts payable and accrued expenses | 35,924 | 37,190 |
Deferred income | 4,772 | 3,064 |
Income taxes payable | 25,012 | 9,760 |
Deferred income taxes | 39,929 | 41,453 |
Loan payable to affiliate | 45,000 | 0 |
Loans payable to former shareholders | 17,512 | 0 |
Loan payable to non-affiliate | 15,233 | 0 |
Other liabilities | 9,095 | 11,208 |
Total liabilities | 389,213 | 403,960 |
Redeemable noncontrolling interest | $ 2,041 | $ 1,382 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock | $ 59 | |
Additional paid-in capital | $ 626,702 | 670,182 |
Retained earnings | 19,021 | 170,929 |
Accumulated other comprehensive loss | (10,622) | (11,338) |
Stock subscription receivable | (245) | (7,135) |
Total equity attributable to Houlihan Lokey, Inc. | 634,921 | 822,697 |
Noncontrolling interest | 1,809 | |
Total stockholders' equity | 634,921 | 824,506 |
Total liabilities and stockholders' equity | 1,026,175 | $ 1,229,848 |
Class A common stock, $0.001 par value. Authorized 1,000,000,000 shares; issued and outstanding 12,084,524 shares | ||
Stockholders' equity: | ||
Common stock | 12 | |
Class B common stock, $0.001 par value. Authorized 1,000,000,000 shares; issued and outstanding 53,239,440 shares | ||
Stockholders' equity: | ||
Common stock | $ 53 |
CONSOLIDATED BALANCE SHEETS (PA
CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - USD ($) $ in Thousands | Dec. 31, 2015 | Mar. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 5,473 | $ 4,625 |
Accumulated depreciation | $ 31,297 | $ 28,355 |
Common stock, par value (in usd per share) | $ 0.1 | |
Common stock, shares authorized | 2,500,000 | |
Common stock, shares issued | 587,866 | |
Common stock, shares outstanding | 587,866 | |
Class A common stock, $0.001 par value. Authorized 1,000,000,000 shares; issued and outstanding 12,084,524 shares | ||
Common stock, par value (in usd per share) | $ 0.001 | |
Common stock, shares authorized | 1,000,000,000 | |
Common stock, shares issued | 12,084,524 | |
Common stock, shares outstanding | 12,084,524 | |
Class B common stock, $0.001 par value. Authorized 1,000,000,000 shares; issued and outstanding 53,239,440 shares | ||
Common stock, par value (in usd per share) | $ 0.001 | |
Common stock, shares authorized | 1,000,000,000 | |
Common stock, shares issued | 53,239,440 | |
Common stock, shares outstanding | 53,239,440 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Income Statement [Abstract] | |||||
Fee revenue | $ 205,523 | $ 196,608 | $ 510,169 | $ 494,404 | |
Operating expenses: | |||||
Employee compensation and benefits | 135,981 | 138,737 | 340,926 | 346,560 | |
Travel, meals, and entertainment | 6,699 | 5,026 | 16,897 | 13,412 | |
Rent | 7,021 | 6,110 | 19,373 | 18,505 | |
Depreciation and amortization | 1,921 | 1,390 | 5,066 | 4,186 | |
Information technology and communications | 4,656 | 3,938 | 11,530 | 10,154 | |
Professional fees | 2,829 | 1,639 | 18,788 | 3,396 | |
Other operating expenses | [1] | 2,198 | 2,317 | 10,433 | 7,163 |
Provision (recovery) for bad debts | 532 | 838 | 2,253 | 2,979 | |
Total operating expenses | 161,837 | 159,995 | 425,266 | 406,355 | |
Operating income | 43,686 | 36,613 | 84,903 | 88,049 | |
Interest income (expense), net | [2] | (739) | 1,269 | 327 | 2,799 |
Income (loss) from investments in unconsolidated entities | (355) | 177 | (433) | 316 | |
Income before provision for income taxes | 42,592 | 38,059 | 84,797 | 91,164 | |
Provision for income taxes | 19,931 | 13,874 | 37,810 | 36,010 | |
Net income | 22,661 | 24,185 | 46,987 | 55,154 | |
Net income attributable to noncontrolling interests | 0 | (25) | (26) | (45) | |
Net income attributable to Houlihan Lokey, Inc. | 22,661 | 24,160 | 46,961 | 55,109 | |
Other comprehensive income (loss), net of tax: | |||||
Foreign currency translation adjustments | 2,003 | (1,229) | 716 | (2,535) | |
Comprehensive income attributable to Houlihan Lokey, Inc. | $ 24,664 | $ 22,931 | $ 47,677 | $ 52,574 | |
Weighted average shares of common stock outstanding: | |||||
Basic (in shares) | [3] | 59,410,797 | 57,318,645 | 58,944,776 | 57,054,867 |
Fully Diluted (in shares) | [3] | 65,405,521 | 60,314,140 | 62,864,435 | 60,078,199 |
Net income per share of common stock | |||||
Basic (in usd per share) | $ 0.38 | $ 0.42 | $ 0.80 | $ 0.97 | |
Fully Diluted (in usd per share) | $ 0.35 | $ 0.40 | $ 0.75 | $ 0.92 | |
[1] | including related party expenses of $0 and $636 during the three months ended December 31, 2015 and 2014, respectively, and of $660 and $1,617 during the nine months ended December 31, 2015 and 2014, respectively. | ||||
[2] | including related party interest income of $166 and $1,176 during the three months ended December 31, 2015 and 2014, respectively, related party interest expense of $564 and $668 during the three and nine months ended December 31, 2015, respectively and related party interest income of $1,848 and $2,658 during the nine months ended December 31, 2015 and 2014, respectively. | ||||
[3] | the number of shares and per share amounts for the periods presented have been retroactively restated to reflect the conversion of Fram shares to HLI shares at a ratio of 10.425 shares to each share of Fram stock. Please see Note 1 for additional information on the conversion. |
CONSOLIDATED STATEMENTS OF COM5
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (PARENTHETICAL) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Income Statement [Abstract] | ||||
Related party expenses | $ 0 | $ 636 | $ 660 | $ 1,617 |
Related party interest income | 166 | $ 1,176 | 1,848 | $ 2,658 |
Related party interest expense | $ 564 | $ 668 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Class A | Class B | Equity attributable to Houlihan Lokey, Inc. | Common Stock | Common StockClass A | Common StockClass B | Additional paid-in capital | Retained earnings | Accumulated other comprehensive income | Stock Subscriptions Receivable | Noncontrolling interest |
Beginning balance (in shares) at Mar. 31, 2014 | 587,866 | 0 | 0 | |||||||||
Beginning balance at Mar. 31, 2014 | $ 713,689 | $ 711,938 | $ 59 | $ 0 | $ 0 | $ 636,616 | $ 91,936 | $ (8,903) | $ (7,770) | $ 1,751 | ||
Increase (Decrease) in Stockholders' Equity | ||||||||||||
Fram shares issued | 17,837 | 17,837 | 17,837 | |||||||||
Fram stock compensation vesting | 13,164 | 13,164 | 13,164 | |||||||||
Fram share redemptions | (4,191) | (4,191) | (4,191) | |||||||||
Dividend | (663) | (663) | (663) | |||||||||
Stock subscriptions receivable issued, net | 585 | 585 | 585 | |||||||||
Net income | 55,154 | 55,109 | 55,109 | 45 | ||||||||
Change in unrealized translation | (2,535) | (2,535) | (2,535) | |||||||||
Total comprehensive income | 52,619 | 52,574 | 45 | |||||||||
Ending balance (in shares) at Dec. 31, 2014 | 587,866 | 0 | 0 | |||||||||
Ending balance at Dec. 31, 2014 | $ 793,040 | 791,244 | $ 59 | $ 0 | $ 0 | 663,426 | 146,382 | (11,438) | (7,185) | 1,796 | ||
Beginning balance (in shares) at Mar. 31, 2015 | 587,866 | 587,866 | 0 | 0 | ||||||||
Beginning balance at Mar. 31, 2015 | $ 824,506 | 822,697 | $ 59 | $ 0 | $ 0 | 670,182 | 170,929 | (11,338) | (7,135) | 1,809 | ||
Increase (Decrease) in Stockholders' Equity | ||||||||||||
Fram shares issued | 12,207 | 12,207 | 12,207 | |||||||||
Fram stock compensation vesting | 21,046 | 21,046 | 21,046 | |||||||||
Fram share redemptions | (763) | (763) | (763) | |||||||||
Dividend | (270,418) | (268,583) | (74,432) | (198,321) | 4,170 | (1,835) | ||||||
Stock subscriptions receivable redeemed | 2,720 | 2,720 | 2,720 | |||||||||
Conversion of Fram shares to HLI (in shares) | (587,866) | (12,075,000) | (53,321,893) | |||||||||
Conversion of Fram shares to HLI | $ (59) | $ 12 | $ 53 | (6) | ||||||||
Shares issued to non-employee directors | 9,524 | |||||||||||
Shares repurchased/forfeited (in shares) | (82,453) | |||||||||||
Shares repurchased/forfeited | (1,532) | (1,532) | (1,532) | |||||||||
Adjustment of noncontrolling interest to redeemable value | (548) | (548) | (548) | |||||||||
Net income | 46,987 | 46,961 | 46,961 | 26 | ||||||||
Change in unrealized translation | 716 | 716 | 716 | |||||||||
Total comprehensive income | 47,703 | 47,677 | 26 | |||||||||
Ending balance (in shares) at Dec. 31, 2015 | 12,084,524 | 53,239,440 | 0 | 12,084,524 | 53,239,440 | |||||||
Ending balance at Dec. 31, 2015 | $ 634,921 | $ 634,921 | $ 0 | $ 12 | $ 53 | $ 626,702 | $ 19,021 | $ (10,622) | $ (245) | $ 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 46,987 | $ 55,154 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Deferred tax expense | 198 | (6,221) |
Bad debt expense | 2,253 | 2,979 |
(Income) loss from investments in unconsolidated entities | 433 | (316) |
Depreciation and amortization | 5,066 | 4,186 |
Compensation expense – Fram restricted share grants | 25,371 | 17,107 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 13,861 | 21,532 |
Unbilled work in process | (25,414) | 568 |
Other assets | 328 | 4,778 |
Accrued salaries and bonuses | (113,326) | (29,372) |
Accounts payable and accrued expenses | (8,611) | (1,810) |
Deferred income | 1,700 | (1,737) |
Income taxes payable | 16,645 | 56,286 |
Net cash (used in) provided by operating activities | (34,509) | 123,134 |
Cash flows from investing activities: | ||
Acquisition of business, net of cash acquired of $14,688 | (34,753) | 0 |
Investments in unconsolidated entities | (2,800) | (1,000) |
Investments in other assets | 0 | (12,900) |
Receivables from affiliates | 225,102 | (134,985) |
Purchase of property and equipment | (4,787) | (3,106) |
Net cash provided by (used in) investing activities | 182,762 | (151,991) |
Cash flows from financing activities: | ||
Dividends paid | (105,388) | (1,019) |
Earnouts paid | (1,417) | (964) |
Stock subscriptions receivable issued | 0 | (360) |
Stock subscriptions receivable redeemed | 2,720 | 945 |
Loans payable to former shareholders redeemed | (2,273) | 0 |
Other financing activities | 85 | 0 |
Net cash used in financing activities | (106,273) | (1,398) |
Effects of exchange rate changes on cash and cash equivalents | 1,285 | (2,535) |
Increase (decrease) in cash and cash equivalents | 43,265 | (32,790) |
Cash and cash equivalents – beginning of period | 88,662 | 109,420 |
Cash and cash equivalents – end of period | 131,927 | 76,630 |
Supplemental disclosures of noncash activities: | ||
Dividends paid via settlement of receivable from affiliate | 94,520 | 0 |
Dividends paid via distribution of non-cash assets | 22,800 | 0 |
Dividends paid via loan payable to affiliate | 45,000 | 0 |
Dividends paid via settlement of employee loans | 4,170 | 0 |
Taxes paid via settlement of receivable from affiliate | 901 | 32,000 |
Shares issued via settlement of receivable from affiliate | 0 | (13,016) |
Shares redeemed via settlement of receivable from affiliate | 763 | 4,191 |
Shares issued as consideration for acquisitions | 10,410 | 0 |
Fully depreciated assets written off | 339 | 1,071 |
Cash paid during the year: | ||
Interest | 1,108 | 215 |
Taxes | $ 20,466 | $ 1,752 |
CONSOLIDATED STATEMENTS OF CAS8
CONSOLIDATED STATEMENTS OF CASH FLOWS (PARENTHETICAL) $ in Thousands | 9 Months Ended |
Dec. 31, 2015USD ($) | |
Statement of Cash Flows [Abstract] | |
Acquisition of business, cash acquired | $ 14,688 |
BACKGROUND
BACKGROUND | 9 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BACKGROUND | BACKGROUND Houlihan Lokey, Inc. ("Houlihan Lokey," or "HL, Inc." also referred to as the "Company," "we," "our," or "us") is a Delaware corporation that controls the following primary subsidiaries: Houlihan Lokey Capital, Inc., a California corporation ("HL Capital, Inc."), is a wholly-owned direct subsidiary of HL, Inc. HL Capital, Inc. is registered as a broker‑dealer under Section 15(b) of the Securities Exchange Act of 1934 and a member of the Financial Industry Regulatory Authority. Houlihan Lokey Financial Advisors, Inc., a California corporation ("HL FA, Inc."), is a wholly-owned direct subsidiary of HL, Inc. HL FA, Inc. is a registered investment adviser under the Investment Advisers Act of 1940. Houlihan Lokey (Europe) Limited, a limited company incorporated in England ("HL Europe, Ltd."), is a wholly-owned indirect subsidiary of HL, Inc. HL Europe, Ltd. is regulated by the Financial Conduct Authority in the United Kingdom. On August 18, 2015, the Company successfully completed an initial public offering ("IPO") of its Class A common stock. Prior to a corporate reorganization that was consummated immediately prior to the closing of the IPO, the Company was incorporated in California as Houlihan Lokey, Inc., a California corporation ("HL CA"), and was a wholly-owned indirect subsidiary of Fram Holdings, Inc., a Delaware corporation ("Fram"), which, in turn, was a majority‑owned subsidiary of ORIX USA Corporation, a Delaware corporation ("ORIX USA"), with the remaining minority interest being held by Company employees ("HL Holders"). ORIX USA and the HL Holders held their interests in HL CA indirectly through their ownership of Fram. On July 24, 2015, HL CA merged with and into HL, Inc., with HL, Inc. as the surviving entity. In connection with the IPO, the HL Holders deposited their shares of Class B common stock in HL, Inc. into a voting trust (the "HL Voting Trust") and own such common stock through the HL Voting Trust. Houlihan Lokey has separated from Fram and as a result, common stock in HL, Inc. is held directly by ORIX USA (through ORIX HLHZ Holding, LLC, its wholly-owned subsidiary), the HL Voting Trust, for the benefit of the HL Holders, non-employee directors, and public shareholders. In addition, prior to the consummation of the IPO, the Company distributed to its existing owners a dividend of $270.0 million , consisting of (i) a short‑term note in the aggregate amount of $197.2 million , which was repaid immediately after the consummation of the IPO, and was allocated $94.5 million to ORIX USA and $102.7 million to the HL Holders, (ii) a note to ORIX USA in the amount of $45 million (see Note 4), and (iii) certain of our non‑operating assets to certain of the HL Holders (consisting of non‑marketable minority equity interests in four separate businesses that range in carrying value from $2.5 million to $11.0 million , and valued in the aggregate at approximately $22.8 million as of June 30, 2015, together with $5.0 million in cash to be used to complete a potential additional investment and in the administration of these assets in the future. All issued and outstanding Fram shares were converted to HL, Inc. common stock at a ratio of 10.425 shares for each share of Fram stock. Immediately following the IPO, there were two classes of authorized HL, Inc. common stock: Class A common stock and Class B common stock. The rights of the holders of Class A common stock and Class B common stock are identical, except with respect to voting and conversion rights. Each share of Class A common stock is entitled to one vote per share, and each share of Class B common stock is entitled to ten votes per share. Each share of Class B common stock may be converted into one share of Class A common stock at the option of its holder and will be automatically converted into one share of Class A common stock upon transfer thereof, subject to certain exceptions. As of December 31, 2015 , there were 12,075,000 Class A shares held by the public, 9,524 Class A shares held by non-employee directors, 31,629,109 Class B shares held by the HL Voting Trust, and 21,610,331 Class B shares held by ORIX USA. The Company did not receive any proceeds from the sale of our Class A common stock in the IPO. Expenses related to the corporate reorganization and IPO recorded in the consolidated statements of comprehensive income include the following: • $0 and $12,783 of professional service and other third-party fees and expenses associated with the IPO for the three and nine -month periods ended December 31, 2015 , respectively; • $3,286 and $4,332 of compensation expense associated with the amortization of restricted stock granted in connection with the IPO for the three and nine -month periods ended December 31, 2015 ; amortization expense of restricted stock granted in connection with the IPO is being recognized over a four and one-half year vesting period; and • $3,525 and $4,923 of compensation expense associated with the accrual of certain deferred cash payments granted in connection with the IPO for the three and nine -month periods ended December 31, 2015 ; accrual expense of deferred cash payments granted in connection with the IPO is being recognized over a four and one-half year vesting period. The Company offers financial services and financial advice to a broad clientele located throughout the United States of America, Europe, and the Asia-Pacific region. The Company has U.S. offices in Los Angeles, Newport Beach, San Francisco, Chicago, New York City, Minneapolis, McLean (Virginia), Dallas, Miami, and Atlanta as well as foreign offices in London, Paris, Frankfurt, Madrid, Amsterdam, Tokyo, Hong Kong, and Beijing. Together, the Company and its subsidiaries form an organization that provides financial services to meet a wide variety of client needs. The Company concentrates its efforts toward the earning of professional fees with focused services across the following three business segments: Corporate Finance provides general advisory services on mergers and acquisitions and capital markets offerings. Corporate Finance advises public and private institutions on buy side and sell side transactions, as well as leveraged loans, private mezzanine debt, high‑yield debt, initial public offerings, follow‑ons, convertibles, equity private placements, private equity, and liability management transactions, as well as advises financial sponsors on all types of transactions. Financial Restructuring provides advice to creditors and debtors in connection with recapitalization/deleveraging transactions implemented both through bankruptcy proceedings and though out‑of‑court exchanges, consent solicitations or other mechanisms, as well as in distressed mergers and acquisitions and capital markets activities. As part of these engagements, Financial Restructuring offers a wide range of advisory services to its clients, including: the structuring, negotiation, and confirmation of plans of reorganization; structuring and analysis of exchange offers; corporate viability assessment; litigation support and expert testimony; and procuring debtor-in-possession financing. Financial Advisory Services provides valuations of various assets and liabilities including: companies, illiquid debt and equity securities, and intellectual property (among other assets and liabilities). These valuations are used for financial reporting, tax reporting, and other purposes. Financial Advisory Services renders fairness opinions in connection with mergers & acquisitions and other transactions, and solvency opinions in connection with corporate spin‑offs and dividend recapitalizations. Financial Advisory Services also provides strategic consulting services and dispute resolution services to clients where fees are usually based on the hourly rates of its consultants. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of Presentation The accompanying consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC") and include all information and footnotes required for interim financial statement presentation, but do not include all disclosures required under generally accepted accounting principles ("GAAP") in the United States for annual financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments, such as the accrual of year-end bonuses, except as otherwise noted) considered necessary for a fair presentation have been included. The results of operations for the three and nine months ended December 31, 2015 are not necessarily indicative of the results of operations to be expected for the year ending March 31, 2016. The unaudited interim consolidated financial statements and notes to consolidated financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto for the year ended March 31, 2015 . (b) Principles of Consolidation The consolidated financial statements include the accounts of the Company and its subsidiaries where it has a controlling financial interest. All significant intercompany balances and transactions have been eliminated in consolidation. The Company carries its investments in unconsolidated entities over which it has significant influence but does not control using the equity method, and includes its ownership share of the income and losses (note 3) in income (loss) from investments in unconsolidated entities in the consolidated statements of comprehensive income. (c) Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements. Management estimates and assumptions also affect the reported amounts of revenues and expenses during the reporting period, and disclosure of contingent assets and liabilities at the reporting date. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. Management adjusts such estimates and assumptions when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Significant items subject to such estimates and assumptions include the allowance for doubtful accounts; the valuation of deferred tax assets, goodwill, and share based compensation; the allocation of goodwill and other assets across the reporting units (segments); and reserves for income tax uncertainties and other contingencies. (d) Recognition of Revenue Revenues consist primarily of professional service fees. The Company and its clients enter into agreements that outline the general terms and conditions of the specific engagements. The Company performs professional services in accordance with the engagement terms on both a fixed and contingent fee basis. Revenues are recognized when earned and realizable. Revenues under fixed fee contracts are recognized based on management’s estimates of the relative proportion of services provided through the financial reporting date to the total services required to be performed. The recognition of revenues under contingent fee contracts depends on whether the revenues relate to monthly retainers or success fees. Monthly retainers are generally recognized on a monthly basis, except in situations where there is uncertainty as to the timing of collection of the amount due. Success fees are recognized only upon substantial completion of the contingencies stipulated by the engagement agreement. In some cases, approval of the Company’s fees is required from the courts or other regulatory authority; in these circumstances, the recognition of revenue is often deferred until approval is granted; however, if the fee that is going to be collected from the client is fixed and determinable, and the collectability of the fee is reasonably assured, there are instances when revenue recognition prior to such approval is appropriate. Engagements related to Financial Advisory Services are most often structured as fixed fee contracts, whereas engagements related to Corporate Finance and Financial Restructuring are most often structured as contingent fee contracts. Further, Financial Restructuring contracts are commonly subject to the applicable court’s approval. In those instances when the revenue recognized on a specific engagement exceeds both the amounts billed and the amounts collected, unbilled work-in-process is recorded. Billed receivables are recorded as accounts receivable in the accompanying consolidated balance sheets. Deferred income results when cash is received in advance of dates when revenues are recognized. Taxes, including value added taxes, collected from customers and remitted to governmental authorities are accounted for on a net basis, and therefore, are excluded from revenue in the consolidated statements of comprehensive income. (e) Operating Expenses The majority of the Company’s operating expenses are related to compensation for employees, which includes the amortization of the relevant portion of the Company’s share‑based incentive plans (note 11). Other examples of operating expenses include: travel, meals and entertainment; rent; depreciation and amortization; technology and communication costs; and other operating expenses, which include such items as office expenses, business license and registration fees, non‑income‑related taxes, legal expenses, related‑party support services, and charitable contributions. During the three months ended December 31, 2015 and 2014 , the Company received reimbursements of $7,654 and $12,108 , respectively, and during the nine months ended December 31, 2015 and 2014 received $19,682 and $20,575 , respectively, from customers for out‑of‑pocket expenses incurred by the Company that are presented net against the related expenses in the accompanying consolidated statements of comprehensive income. (f) Translation of Foreign Currency Transactions The reporting currency for the consolidated financial statements of the Company is the U.S. dollar. The assets and liabilities of subsidiaries whose functional currency is other than the U.S. dollar are included in the consolidation by translating the assets and liabilities at the reporting period‑end exchange rates; however, revenues and expenses are translated using the applicable exchange rates determined on a monthly basis throughout the year. Resulting translation adjustments are reported as a separate component of accumulated other comprehensive loss net of applicable taxes. (g) Property and Equipment Property and equipment are stated at cost. Repair and maintenance charges are expensed as incurred and costs of renewals or improvements are capitalized at cost. Depreciation on furniture and office equipment is provided on a straight‑line basis over the estimated useful lives of the respective assets. Leasehold improvements are depreciated over the lesser of the lease term or estimated useful life. (h) Cash and Cash Equivalents Cash and cash equivalents include cash held at banks and highly liquid investments with original maturities of three months or less. At December 31, 2015 and March 31, 2015, the Company had cash balances with banks in excess of insured limits. The Company has not experienced any losses in its cash accounts and believes it is not exposed to any significant credit risk with respect to cash and cash equivalents. Although not classified as cash and cash equivalents, included in the Company’s receivable from affiliates (note 4), are amounts due on demand, which generally arise from the transfer of available cash from HL, Inc. to affiliates of ORIX USA, one of which was was repaid in August 2015. (i) Accounts Receivable The allowance for doubtful accounts on receivables reflects management’s best estimate of probable inherent losses determined principally on the basis of historical experience and review of uncollected revenues and is recorded through bad debt expense in the accompanying consolidated statements of comprehensive income. Amounts deemed to be uncollectible are written off against the allowance for doubtful accounts. (j) Investment in Unconsolidated Entities The Company uses the equity method of accounting for investments when it has more than a minor ownership interest or more than minor influence over operations, but does not have a controlling interest and is not the primary beneficiary. Under the equity method, the Company’s share of the investment earnings or losses are recognized in income as earned, and capital contributions are recorded as investments in unconsolidated entities as they occur. (k) Income Taxes Prior to the IPO, ORIX USA and its subsidiaries, including HL CA, filed consolidated federal income tax returns and separate returns in state and local jurisdictions and will do so for the current fiscal year through the date of the IPO. For the pre-IPO period, HL CA reported income tax expense as if it filed separate returns in all jurisdictions. Following the IPO, the Company will file separate federal income tax returns, as well as continue to file separate returns in state and local jurisdictions, and will report income tax expense on this basis. (l) Goodwill and Intangible Assets Goodwill represents an acquired company’s acquisition cost over the fair value of acquired net tangible and intangible assets. Goodwill is the net asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Intangible assets identified and accounted for include tradenames and marks, backlog, developed technologies, and customer relationships. Those intangible assets with finite lives, including backlog and customer relationships, are amortized over their estimated useful lives. When HL CA was acquired by Fram in January 2006, approximately $392,600 of goodwill and $192,210 of indefinite lived intangible assets were generated and recognized. In accordance with Accounting Standards Codification (ASC) Topic 805, Business Combinations , since HL CA was wholly-owned by Fram, this goodwill and all other purchase accounting‑related adjustments were pushed down to the Company’s reporting level. Through both foreign and domestic acquisitions made directly by HL CA and the Company since 2006, additional goodwill of approximately $122,836 , inclusive of foreign currency translations has been recognized. Goodwill is reviewed for impairment in accordance with Accounting Standards Update (ASU) No. 2011‑08, Testing Goodwill for Impairment , which permits management to make a qualitative assessment of whether it is more likely than not that one of its reporting unit’s fair value is less than its carrying amount before applying the two‑step goodwill impairment test. If management concludes that it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, then management would not be required to perform the two‑ step impairment test for that reporting unit. If the assessment indicates that it is more likely than not that the reporting unit’s fair value is less than its carrying value, management must test further for impairment utilizing a two‑step process. Step 1 compares the estimated fair value of the reporting unit with its carrying value, including goodwill. If the carrying value of the reporting unit exceeds the estimated fair value, an impairment exists and is measured in Step 2 as the excess of the recorded amount of goodwill over the implied fair value of goodwill resulting from the valuation of the reporting unit. Impairment testing of goodwill requires a significant amount of judgment in assessing qualitative factors and estimating the fair value of the reporting unit, if necessary. The fair value is determined using an estimated market value approach, which considers estimates of future after tax cash flows, including a terminal value based on market earnings multiples, discounted at an appropriate market rate. As of and during the three and nine month periods ended December 31, 2015 and 2014, management concluded that it is not more likely than not that the Company’s fair value is less than its carrying amount and no further impairment testing was considered necessary. Indefinite lived intangible assets are reviewed for impairment in accordance with ASU 2012‑02, Testing Indefinite‑lived Intangible Assets for Impairment , which provides management the option to perform a qualitative assessment. If it is more likely than not that the asset is impaired, the amount that the carrying value exceeds the fair value is recorded as an impairment expense. As of and during the three and nine month periods ended December 31, 2015 and 2014, management determined that it is not more likely than not that the fair values were less than the carrying values. Intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long‑lived asset or asset group (inclusive of other long‑lived assets) be tested for possible impairment, management first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long‑lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third‑party independent appraisals, as considered necessary. As of and during the three and nine month periods ended December 31, 2015 and 2014, no events or changes in circumstances were identified that indicated that the carrying amount of the finite‑lived intangible assets were not recoverable. (m) Fair Value Measurements The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels in accordance with ASC Topic 820, Fair Value Measurement : Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. (n) Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers , which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity should also disclose sufficient quantitative and qualitative information to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers , Deferral of Effective Date which deferred the effective date of the new standard to annual and interim periods within that reporting period beginning after December 15, 2017 (year ended March 31, 2019 for the Company). The new standard is to be applied using either the retrospective or cumulative‑effective transition method. The Company expects to implement the provisions of ASU No. 2014‑09 as of April 1, 2018. The Company has not yet determined the impact of the new standard on its current policies for revenue recognition. In June 2014, the FASB issued ASU No. 2014‑12, Accounting for Share‑ Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period , which requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU No. 2014‑12 will be effective for interim and annual reporting periods beginning after December 15, 2015 (year ended March 31, 2017 for the Company). Early application is permitted. The Company is currently evaluating the impact of the adoption of ASU No. 2014‑12 on its operating results and financial position. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810) — Amendments to the Consolidation Analysis, which eliminates the deferral of the requirements of ASU No. 2009-17, Consolidations (Topic 810) — Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities for certain interests in investment funds and provides a scope exception from Topic 810 for certain investments in money market funds. The ASU also makes several modifications to the consolidation guidance for variable interest entities ("VIEs") and general partners’ investments in limited partnerships, as well as modifications to the evaluation of whether limited partnerships are VIEs or voting interest entities. ASU No. 2015-02 is effective for interim and annual reporting periods beginning after December 31, 2015. The Company is currently evaluating the impact of the adoption of ASU No. 2015‑02 on its operating results and financial position. |
INVESTMENTS IN UNCONSOLIDATED E
INVESTMENTS IN UNCONSOLIDATED ENTITIES | 9 Months Ended |
Dec. 31, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENTS IN UNCONSOLIDATED ENTITIES | INVESTMENTS IN UNCONSOLIDATED ENTITIES At March 31, 2015, the Company had an investment, through one of its subsidiaries, in a heavy highway construction firm based in Phoenix, Arizona. The Company had an approximately 20% ownership in the firm. The investment was accounted for using the equity method. In August 2015, prior to the consummation of the IPO, the Company distributed this investment to certain HL Holders as part of the pre-IPO dividend. The Company holds an investment in a financial advisory firm based in India for an approximately 24.5% ownership interest. The investment is accounted for using the equity method. In February 2015, the Company entered into a joint venture in Australia to open an office in Sydney, Australia to pursue advisory activities across the Company’s business segments. The Company has a 60% economic interest in the joint venture, along with the right to select no more than one-half of the board of directors. The investment is accounted for using the equity method. In November 2015, the Company entered in to a joint venture in Italy to pursue advisory activities across the Company's business segments. The Company has an indirect 49% economic interest in the joint venture, along with the right to select no more than one-half of the board of directors of the joint venture's parent company. The investment is accounted for using the equity method. The Company recognized income (loss) related to investments in unconsolidated entities of $(355) and $177 for the three months ended December 31, 2015 and 2014, respectively, and $(433) and $316 for the nine months ended December 31, 2015 and 2014, respectively. |
RELATED_PARTY TRANSACTIONS
RELATED‑PARTY TRANSACTIONS | 9 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
RELATED‑PARTY TRANSACTIONS | RELATED‑PARTY TRANSACTIONS Prior to the IPO, ORIX USA performed certain management, accounting, legal, regulatory, and other administrative services for the benefit of the Company. ORIX USA charged the Company a management fee for these services. Management fee expense incurred by the Company related to these services was approximately $0 and $636 for the three months ended December 31, 2015 and 2014, respectively, and $660 and $1,617 for the nine months ended December 31, 2015 and 2014, respectively, which is included in other operating expenses in the accompanying consolidated statements of comprehensive income. In connection with the IPO, ORIX USA and the Company entered into a Transition Services Agreement, pursuant to which ORIX USA provides services for Sarbanes-Oxley compliance, internal audit, and other services for specified fees. Expenses incurred by the Company related to these services were approximately $45 for the three and nine month periods ended December 31, 2015 . To the extent that ORIX USA and its affiliates paid for expenses of the Company, ORIX USA is reimbursed for such payments by the Company. Prior to the IPO, the receivable from affiliates generally arose from cumulative cash transferred by the Company to ORIX USA or affiliates of ORIX USA. Affiliate charges and reimbursements are generally settled through the receivable from affiliates account. The receivable from ORIX USA was due on demand and bore interest at a variable rate that was approximately 1.74% at March 31, 2015. The receivable from an affiliate of ORIX USA is of a long‑term investment nature, although due on demand, and bears interest at the same variable rate as the receivable from ORIX USA, which was approximately 1.80% as of December 31, 2015 . In August 2015, prior to the IPO the receivable from ORIX USA was repaid in full; however, the receivable from an affiliate of ORIX USA remains outstanding with a balance of $20,031 as of December 31, 2015 . Interest income earned by the Company related to these receivables from affiliates was approximately $166 and $1,176 for the three months ended December 31, 2015 and 2014, respectively, and $1,848 and $2,658 for the nine months ended December 31, 2015 and 2014, respectively. In August 2015, prior to the IPO, the Company paid a dividend to its shareholders, a portion of which was paid to ORIX USA in the form of a note further described in footnote 14. For the three and nine month periods ended December 31, 2015 , the Company paid $223 and $327 in interest on the note, respectively. Prior to the IPO, certain employees of the Company were issued shares of Fram (note 11). When these shares were redeemed (generally at the recipient's termination of employment), these share transactions settled through the receivable from affiliates account and additional paid‑in capital of the Company as the cash portion of these transactions occurred at ORIX USA. ORIX USA had the right, but not the obligation, to purchase Fram shares (note 13a) to maintain its majority effective ownership of the Company. Historically, ORIX USA had exercised this right. |
ALLOWANCE FOR UNCOLLECTIBLE ACC
ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE | 9 Months Ended |
Dec. 31, 2015 | |
Receivables [Abstract] | |
ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE | ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE Three Months Ended December 31, Nine Months Ended December 31, 2015 2014 2015 2014 Balance-Beginning $ 4,998 $ 5,139 $ 4,625 $ 3,862 Provision for bad debt 532 838 2,253 2,979 Recovery of uncollectible accounts (57 ) (1,338 ) (1,405 ) (2,202 ) Balance-Ending $ 5,473 $ 4,639 $ 5,473 $ 4,639 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment consist of the following: Useful Lives December 31, 2015 March 31, 2015 Equipment 5 Years $ 5,063 $ 4,977 Furniture and fixtures 5 Years 15,807 13,819 Leasehold improvements 10 Years 17,003 16,765 Computers and software 3 Years 10,656 8,292 Other N/A 1,045 991 Total cost 49,574 44,844 Less accumulated depreciation (31,297 ) (28,355 ) Total net book value $ 18,277 $ 16,489 Additions to property and equipment during the nine months ended December 31, 2015 and 2014 primarily relate to costs incurred to furnish new leased office space. Depreciation expense of approximately $1,198 and $1,050 was recognized during the three months ended December 31, 2015 and 2014 , respectively, and $3,394 and $3,167 was recognized during the nine months ended December 31, 2015 and 2014 , respectively. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 9 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill and other intangibles consist of the following. Useful Lives December 31, 2015 March 31, 2015 Goodwill Indefinite $ 515,436 $ 455,550 Tradename-Houlihan Lokey Indefinite 192,210 192,210 Other intangible assets Varies 14,835 10,527 Total cost 722,481 658,287 Less accumulated amortization (7,174 ) (5,481 ) Total net book value (before taxes) 715,307 652,806 Deferred tax liability (77,184 ) (77,184 ) Total net book value $ 638,123 $ 575,622 Goodwill attributable to the Company’s business segments are as follows: Business Segments April 1, 2015 Changes (a) December 31, 2015 Corporate Finance $206,643 $59,913 $266,556 Financial Restructuring 163,823 (27 ) 163,796 Financial Advisory Services 85,084 — 85,084 Total $455,550 $59,886 $515,436 (a) During June, September and November of 2015, the Company acquired three financial advisory firms that provide mergers and acquisitions advice, private capital raising and broad advisory services. Changes also include, foreign currency translation adjustments of $(27) for the nine months ended December 31, 2015 . Amortization expense of approximately $ 723 and $ 340 was recognized for the three months ended December 31, 2015 and 2014 , respectively, and $ 1,672 and $ 1,019 was recognized for the nine months ended December 31, 2015 and 2014 , respectively. The estimated future amortization for amortizable intangible assets for each of the next five years as of December 31, 2015 are as follows: Twelve Months Ended December 31, 2016 $ 3,738 2017 1,800 2018 648 2019 479 2020 366 |
LOANS PAYABLE
LOANS PAYABLE | 9 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
LOANS PAYABLE | LOANS PAYABLE Loan payable to affiliate - In August 2015, prior to the IPO the Company paid a dividend to its shareholders, a portion of which was paid to ORIX USA in the form of a $45 million note that bears interest at a rate of LIBOR plus 165 basis points and is payable quarterly. Beginning on June 30, 2016, the Company will be required to make quarterly repayments in the amount of $7.5 million , with the remaining principal amount due on the second anniversary of the completion of the IPO. Loans payable to former shareholders consist of unsecured notes payable to former shareholders. Interest rates on the individual notes range from 1.80% to 2.30% and maturity dates range from 2016 to 2045. Loan payable to non-affiliate - In November 2015, the Company acquired the investment banking operations of Leonardo & Co. NV ("Leonardo") in Germany, the Netherlands, and Spain. Total consideration included an unsecured loan of $15.2 million , which bears interest at a rate of 1.50% and is payable on November 16, 2040. |
OTHER COMPREHENSIVE INCOME (LOS
OTHER COMPREHENSIVE INCOME (LOSS) AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 9 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
OTHER COMPREHENSIVE INCOME (LOSS) AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | OTHER COMPREHENSIVE INCOME (LOSS) AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The only component of other comprehensive income (loss) relates to foreign currency translation income of $2,003 and $(1,229) for the three months ended December 31, 2015 and 2014, respectively, and $716 and $(2,535) for the nine months ended December 31, 2015 and 2014, respectively. Accumulated other comprehensive loss at December 31, 2015 was comprised of the following: Balance, April 1, 2015 $ (11,338 ) Foreign currency translation loss 716 Balance, December 31, 2015 $ (10,622 ) |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company’s provision for income taxes was $19,931 and $37,810 for the three and nine months ended December 31, 2015 , respectively, and $13,874 and $36,010 for the three and nine months ended December 31, 2014, respectively. This represents effective tax rates of 46.80% and 44.60% for the three and nine months ended December 31, 2015 , respectively and 36.48% and 39.52% for the three and nine month periods ended December 31, 2014, respectively. The increase in the Company’s tax rate during the three and nine months ended December 31, 2015 relative to the same periods in 2014 was primarily due to the effect of certain nondeductible transaction costs related to the IPO. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 9 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS (a) Defined Contribution Plans The Company sponsors a 401(k) defined contribution savings plan for its domestic employees and defined contribution retirement plans for its international employees. The Company contributed approximately $1,090 and $462 during the three months ended December 31, 2015 and 2014 , respectively, and $1,838 and $1,160 during the nine months ended December 31, 2015 and 2014 , respectively, to these defined contribution plans. (b) Share‑Based Incentive Plans Prior to the IPO, the Company had no stock‑based incentive compensation plans; however, during the period it was a subsidiary of Fram, certain employees of the Company were granted restricted shares of Fram. Compensation expense related to these shares was recorded at the Company level as it was related to services provided by its employees. Under its 2006 incentive plan (the "2006 Incentive Plan"), Fram granted restricted share awards to employees as a component of annual incentive pay and occasionally in conjunction with new hire employment. In addition, the stock grants to employees of the Company in connection with the IPO were made under the 2006 Incentive Plan. Following the IPO, additional awards of restricted shares will be made under the Company's 2016 Incentive Award Plan (the "2016 Incentive Plan"), which became effective in August 2015. Under the 2016 Incentive Plan, it is anticipated that the Company will grant cash- and equity-based incentive awards to eligible service providers in order to attract, motivate and retain the talent necessary to operate the Company's business. The 2016 Incentive Plan is described in greater detail in the Company's IPO Prospectus under "Executive Compensation -- Equity Incentive Plans -- 2016 Incentive Award Plan." An aggregate of 9,524 restricted shares of Class A common stock were granted under the 2016 Incentive Plan to two independent directors in August 2015. The share awards are classified as equity awards at time of grant unless the number of shares granted is unknown. Award offers that are settleable in shares based upon a future determinable stock price are classified as a liability until the price is established and the resulting number of shares is known, at which time they are re-classified from liabilities to equity awards. Activity in equity classified share awards during the nine months ended December 31, 2015 and 2014 is as follows: Nonvested share awards Shares Weighted average grant date fair value Balance at April 1, 2014 2,965,475 $ 12.54 Granted 1,855,813 13.24 Vested (1,736,909 ) 12.74 Forfeited (94,607 ) 12.70 December 31, 2014 2,989,772 12.85 Balance at April 1, 2015 2,983,999 12.85 Granted 4,394,424 21.00 Vested (1,379,248 ) 12.87 Forfeited (22,421 ) 16.94 December 31, 2015 5,976,754 $ 18.82 Activity in liability classified share awards during the nine months ended December 31, 2015 and 2014 is as follows: Awards settleable in shares Fair value Balance at April 1, 2014 $ 11,171 Offer to grant 6,811 Share price determined-transferred to equity grants (3,869 ) Forfeited (805 ) Balance at December 31, 2014 $ 13,308 Balance at April 1, 2015 $ 14,984 Offer to grant 35,773 Share price determined-converted to cash payments (6,244 ) Share price determined-transferred to equity grants (29,402 ) Forfeited (792 ) Balance at December 31, 2015 $ 14,319 Compensation expense for the Company associated with these awards totaled $10,369 and $6,381 for the three months ended December 31, 2015 and 2014 , respectively, and $25,686 and $17,107 for the nine months ended December 31, 2015 and 2014 , respectively. At December 31, 2015 , there was $91,587 of total unrecognized compensation cost related to unvested share awards granted under the Company Incentive Plan. That cost is expected to be recognized over a weighted average period of 1.85 years . |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 9 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS The fair values of the financial instruments represent the amounts that would be received to sell assets or that would be paid to transfer liabilities in an orderly transaction between market participants as of a specified date. Fair value measurements maximize the use of observable inputs; however, in situations where there is little, if any, market activity for the asset or liability at the measurement date, the fair value measurement reflects the Company’s own judgments about the assumptions that market participants would use in pricing the asset or liability. Those judgments are developed by the Company based on the best information available in the circumstances, including expected cash flows and appropriately risk‑adjusted discount rates, as well as available observable and unobservable inputs. The carrying value of cash and cash equivalents, accounts receivable, unbilled work-in-process, receivables from affiliates, accounts payable, accrued expenses, and deferred income approximates fair value due to the short maturity of these instruments. The carrying value of the loan payable to affiliate and loans payable to former shareholders approximates fair value due to the variable interest rate borne by those instruments. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY (a) Fram Shares As described in note 11, the Company’s former parent, Fram, granted compensatory restricted shares to certain employees of the Company under the 2006 Incentive Plan. As stated in note 4, prior to the IPO, ORIX USA had the right, but not the obligation, to purchase shares to maintain its majority effective ownership of the Company and has purchased $0 and $8,114 for the nine months ended December 31, 2015 and 2014, respectively. As described in note 1, all Fram shares were converted to shares of Class B common stock in connection with the corporate reorganization that preceded the IPO. (b) Class A Common Stock In conjunction with the Company's IPO, 12,075,000 Class A shares were sold to the public by existing shareholders and 9,524 Class A shares were issued to non-employee directors. Each share of Class A common stock is entitled to one vote per share. (c) Class B Common Stock Each share of Class B common stock is entitled to ten votes per share. Each share of Class B common stock may be converted into one share of Class A common stock at the option of its holder and will be automatically converted into one share of Class A common stock upon transfer thereof, subject to certain exceptions. As of December 31, 2015 , there were 31,629,109 Class B shares held by the HL Voting Trust and 21,610,331 Class B shares held by ORIX USA. (d) Dividends Approximately $7,044 and $928 of dividends previously declared related to unvested shares at December 31, 2015 and 2014, respectively, were outstanding. (e) Noncontrolling interests Net income (loss) attributable to noncontrolling interests primarily represents the income (loss) associated with persons other than Houlihan Lokey that are its co‑investors in a consolidated subsidiary that holds an equity method investment in an unconsolidated entity. As described in note 1, the assets associated with certain noncontrolling interests were distributed to shareholders in conjunction with a pre-IPO dividend in August 2015. (f) Stock subscriptions receivable Employees of the Company periodically issued notes receivable to the Company documenting loans made by the Company to such employees for the purchase of shares of Fram stock. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES The Company has been named in various legal actions arising in the normal course of business. In the opinion of the Company, in consultation with legal counsel, the final resolutions of these matters are not expected to have a material adverse effect on the Company’s financial condition. In August 2015, the Company entered into a revolving line of credit with Bank of America, N.A., which allows for borrowings of up to $75.0 million and matures in August 2017. Borrowings under this facility bear interest at LIBOR plus 1.00% . As of December 31, 2015 , the Company had no borrowings under the line of credit. Our obligation under the loan payable to affiliate is subordinated to our obligations under the revolving credit facility with Bank of America, N.A. The scheduled aggregate repayments of the loan payable to affiliate, the loans payable to former shareholders, and the loan payable to non-affiliate are as follows: Year ended March 31: 2016 $ 760 2017 34,473 2018 19,097 2019 2,240 2020 1,615 2021 and thereafter 19,560 $ 77,745 The Company also provides routine indemnifications relating to certain real estate (office) lease agreements under which it may be required to indemnify property owners for claims and other liabilities arising from the Company’s use of the applicable premises. In addition, the Company guarantees the performance of its subsidiaries under certain office lease agreements. The terms of these obligations vary, and because a maximum obligation is not explicitly stated, the Company has determined that it is not possible to make an estimate of the maximum amount that it could be obligated to pay under such contracts. Based on historical experience and evaluation of specific indemnities, management believes that judgments, if any, against the Company related to such matters are not likely to have a material effect on the consolidated financial statements. Accordingly, the Company has not recorded any liability for these obligations as of December 31, 2015 or 2014 . In addition, an acquisition made in December 2012 included contingent consideration with carrying value of $1,407 and $2,769 as of December 31, 2015 and 2014 , respectively, which is included in other liabilities in the accompanying consolidated balance sheets. An acquisition made in January 2015 included contingent and non‑contingent consideration with a carrying value of $2,429 and $3,225 , respectively, as of December 31, 2015 , which are included in other liabilities in the accompanying consolidated balance sheet. Straight‑line rent expense under noncancelable operating lease arrangements and the related operating expenses were approximately $6,808 and $5,936 for the three months ended December 31, 2015 and 2014 , respectively, and $18,755 and $17,926 for the nine months ended December 31, 2015 and 2014 , respectively. The approximate future minimum annual noncancelable rental commitments required under these agreements with initial terms in excess of one year are as follows: Year ended December 31: 2016 $ 20,251 2017 19,675 2018 20,029 2019 18,167 2020 18,358 2021 and thereafter 52,851 $ 149,331 |
SEGMENT AND GEOGRAPHICAL INFORM
SEGMENT AND GEOGRAPHICAL INFORMATION | 9 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
SEGMENT AND GEOGRAPHICAL INFORMATION | SEGMENT AND GEOGRAPHICAL INFORMATION The Company’s reportable segments are described in note 1 and each are individually managed and provide separate services which require specialized expertise for the provision of those services. Revenues by segment represents fees earned on the various services offered within each segment. Segment profit represents each segment’s profit, which consists of segment revenues, less (1) direct expenses including compensation, employee recruitment, travel, meals and entertainment, professional fees, and bad debt and (2) expenses allocated by headcount such as communications, rent, depreciation and amortization, and office expense. The corporate expense category includes costs not allocated to individual segments, including charges related to incentive compensation and share‑based payments to corporate employees, as well as expenses of senior management and corporate departmental functions managed on a worldwide basis including accounting, finance and taxation, human resources, marketing, information technology, legal, and office services. The following tables present information about revenues, profit and assets by segment and geography. Three Months Ended December 31, Nine Months Ended December 31, 2015 2014 2015 2014 Revenues by segment: Corporate Finance $ 124,133 $ 107,979 $ 292,461 $ 278,280 Financial Restructuring 50,216 62,229 130,139 142,058 Financial Advisory Services 31,174 26,400 87,569 74,066 Total segment revenues $ 205,523 $ 196,608 $ 510,169 $ 494,404 Segment profit Corporate Finance $ 35,346 $ 25,158 $ 79,155 $ 67,655 Financial Restructuring 14,021 21,797 34,468 40,213 Financial Advisory Services 7,688 4,853 20,785 16,185 Total segment profit 57,055 51,808 134,408 124,053 Corporate expenses (13,369 ) (15,195 ) (49,505 ) (36,004 ) Other income and expense (1,094 ) 1,446 (106 ) 3,115 Income before provision for income taxes $ 42,592 $ 38,059 $ 84,797 $ 91,164 December 31, 2015 March 31, 2015 Assets by segment: Corporate Finance $ 273,507 $ 234,966 Financial Restructuring 185,060 186,234 Financial Advisory Services 86,169 98,688 Total segment assets 544,736 519,888 Corporate assets 481,439 709,960 Total assets $ 1,026,175 $ 1,229,848 Three Months Ended December 31, Nine Months Ended December 31, 2015 2014 2015 2014 Revenues by geography: United States $ 165,165 $ 165,868 $ 440,740 $ 433,128 International 40,358 30,740 69,429 61,276 Total revenues $ 205,523 $ 196,608 $ 510,169 $ 494,404 December 31, 2015 March 31, 2015 Assets by geography: United States $ 693,460 $ 948,054 International 332,715 281,794 Total assets $ 1,026,175 $ 1,229,848 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company has evaluated subsequent events from the consolidated balance sheet date through the date at which the consolidated financial statements were available to be issued. As a result of that evaluation, we have determined that there were no additional subsequent events requiring disclosure in the financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC") and include all information and footnotes required for interim financial statement presentation, but do not include all disclosures required under generally accepted accounting principles ("GAAP") in the United States for annual financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments, such as the accrual of year-end bonuses, except as otherwise noted) considered necessary for a fair presentation have been included. The results of operations for the three and nine months ended December 31, 2015 are not necessarily indicative of the results of operations to be expected for the year ending March 31, 2016. The unaudited interim consolidated financial statements and notes to consolidated financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto for the year ended March 31, 2015 . |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its subsidiaries where it has a controlling financial interest. All significant intercompany balances and transactions have been eliminated in consolidation. The Company carries its investments in unconsolidated entities over which it has significant influence but does not control using the equity method, and includes its ownership share of the income and losses (note 3) in income (loss) from investments in unconsolidated entities in the consolidated statements of comprehensive income. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements. Management estimates and assumptions also affect the reported amounts of revenues and expenses during the reporting period, and disclosure of contingent assets and liabilities at the reporting date. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. Management adjusts such estimates and assumptions when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Significant items subject to such estimates and assumptions include the allowance for doubtful accounts; the valuation of deferred tax assets, goodwill, and share based compensation; the allocation of goodwill and other assets across the reporting units (segments); and reserves for income tax uncertainties and other contingencies. |
Recognition of Revenue | Recognition of Revenue Revenues consist primarily of professional service fees. The Company and its clients enter into agreements that outline the general terms and conditions of the specific engagements. The Company performs professional services in accordance with the engagement terms on both a fixed and contingent fee basis. Revenues are recognized when earned and realizable. Revenues under fixed fee contracts are recognized based on management’s estimates of the relative proportion of services provided through the financial reporting date to the total services required to be performed. The recognition of revenues under contingent fee contracts depends on whether the revenues relate to monthly retainers or success fees. Monthly retainers are generally recognized on a monthly basis, except in situations where there is uncertainty as to the timing of collection of the amount due. Success fees are recognized only upon substantial completion of the contingencies stipulated by the engagement agreement. In some cases, approval of the Company’s fees is required from the courts or other regulatory authority; in these circumstances, the recognition of revenue is often deferred until approval is granted; however, if the fee that is going to be collected from the client is fixed and determinable, and the collectability of the fee is reasonably assured, there are instances when revenue recognition prior to such approval is appropriate. Engagements related to Financial Advisory Services are most often structured as fixed fee contracts, whereas engagements related to Corporate Finance and Financial Restructuring are most often structured as contingent fee contracts. Further, Financial Restructuring contracts are commonly subject to the applicable court’s approval. In those instances when the revenue recognized on a specific engagement exceeds both the amounts billed and the amounts collected, unbilled work-in-process is recorded. Billed receivables are recorded as accounts receivable in the accompanying consolidated balance sheets. Deferred income results when cash is received in advance of dates when revenues are recognized. Taxes, including value added taxes, collected from customers and remitted to governmental authorities are accounted for on a net basis, and therefore, are excluded from revenue in the consolidated statements of comprehensive income. |
Translation of Foreign Currency Transactions | Translation of Foreign Currency Transactions The reporting currency for the consolidated financial statements of the Company is the U.S. dollar. The assets and liabilities of subsidiaries whose functional currency is other than the U.S. dollar are included in the consolidation by translating the assets and liabilities at the reporting period‑end exchange rates; however, revenues and expenses are translated using the applicable exchange rates determined on a monthly basis throughout the year. Resulting translation adjustments are reported as a separate component of accumulated other comprehensive loss net of applicable taxes. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. Repair and maintenance charges are expensed as incurred and costs of renewals or improvements are capitalized at cost. Depreciation on furniture and office equipment is provided on a straight‑line basis over the estimated useful lives of the respective assets. Leasehold improvements are depreciated over the lesser of the lease term or estimated useful life. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash held at banks and highly liquid investments with original maturities of three months or less. At December 31, 2015 and March 31, 2015, the Company had cash balances with banks in excess of insured limits. The Company has not experienced any losses in its cash accounts and believes it is not exposed to any significant credit risk with respect to cash and cash equivalents. Although not classified as cash and cash equivalents, included in the Company’s receivable from affiliates (note 4), are amounts due on demand, which generally arise from the transfer of available cash from HL, Inc. to affiliates of ORIX USA, one of which was was repaid in August 2015. |
Accounts Receivable | Accounts Receivable The allowance for doubtful accounts on receivables reflects management’s best estimate of probable inherent losses determined principally on the basis of historical experience and review of uncollected revenues and is recorded through bad debt expense in the accompanying consolidated statements of comprehensive income. Amounts deemed to be uncollectible are written off against the allowance for doubtful accounts. |
Investment in Unconsolidated Entities | Investment in Unconsolidated Entities The Company uses the equity method of accounting for investments when it has more than a minor ownership interest or more than minor influence over operations, but does not have a controlling interest and is not the primary beneficiary. Under the equity method, the Company’s share of the investment earnings or losses are recognized in income as earned, and capital contributions are recorded as investments in unconsolidated entities as they occur. |
Income Taxes | Income Taxes Prior to the IPO, ORIX USA and its subsidiaries, including HL CA, filed consolidated federal income tax returns and separate returns in state and local jurisdictions and will do so for the current fiscal year through the date of the IPO. For the pre-IPO period, HL CA reported income tax expense as if it filed separate returns in all jurisdictions. Following the IPO, the Company will file separate federal income tax returns, as well as continue to file separate returns in state and local jurisdictions, and will report income tax expense on this basis. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents an acquired company’s acquisition cost over the fair value of acquired net tangible and intangible assets. Goodwill is the net asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Intangible assets identified and accounted for include tradenames and marks, backlog, developed technologies, and customer relationships. Those intangible assets with finite lives, including backlog and customer relationships, are amortized over their estimated useful lives. When HL CA was acquired by Fram in January 2006, approximately $392,600 of goodwill and $192,210 of indefinite lived intangible assets were generated and recognized. In accordance with Accounting Standards Codification (ASC) Topic 805, Business Combinations , since HL CA was wholly-owned by Fram, this goodwill and all other purchase accounting‑related adjustments were pushed down to the Company’s reporting level. Through both foreign and domestic acquisitions made directly by HL CA and the Company since 2006, additional goodwill of approximately $122,836 , inclusive of foreign currency translations has been recognized. Goodwill is reviewed for impairment in accordance with Accounting Standards Update (ASU) No. 2011‑08, Testing Goodwill for Impairment , which permits management to make a qualitative assessment of whether it is more likely than not that one of its reporting unit’s fair value is less than its carrying amount before applying the two‑step goodwill impairment test. If management concludes that it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, then management would not be required to perform the two‑ step impairment test for that reporting unit. If the assessment indicates that it is more likely than not that the reporting unit’s fair value is less than its carrying value, management must test further for impairment utilizing a two‑step process. Step 1 compares the estimated fair value of the reporting unit with its carrying value, including goodwill. If the carrying value of the reporting unit exceeds the estimated fair value, an impairment exists and is measured in Step 2 as the excess of the recorded amount of goodwill over the implied fair value of goodwill resulting from the valuation of the reporting unit. Impairment testing of goodwill requires a significant amount of judgment in assessing qualitative factors and estimating the fair value of the reporting unit, if necessary. The fair value is determined using an estimated market value approach, which considers estimates of future after tax cash flows, including a terminal value based on market earnings multiples, discounted at an appropriate market rate. As of and during the three and nine month periods ended December 31, 2015 and 2014, management concluded that it is not more likely than not that the Company’s fair value is less than its carrying amount and no further impairment testing was considered necessary. Indefinite lived intangible assets are reviewed for impairment in accordance with ASU 2012‑02, Testing Indefinite‑lived Intangible Assets for Impairment , which provides management the option to perform a qualitative assessment. If it is more likely than not that the asset is impaired, the amount that the carrying value exceeds the fair value is recorded as an impairment expense. As of and during the three and nine month periods ended December 31, 2015 and 2014, management determined that it is not more likely than not that the fair values were less than the carrying values. Intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long‑lived asset or asset group (inclusive of other long‑lived assets) be tested for possible impairment, management first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long‑lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third‑party independent appraisals, as considered necessary. As of and during the three and nine month periods ended December 31, 2015 and 2014, no events or changes in circumstances were identified that indicated that the carrying amount of the finite‑lived intangible assets were not recoverable. |
Fair Value Measurements | Fair Value Measurements The Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels in accordance with ASC Topic 820, Fair Value Measurement : Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers , which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. An entity should also disclose sufficient quantitative and qualitative information to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers , Deferral of Effective Date which deferred the effective date of the new standard to annual and interim periods within that reporting period beginning after December 15, 2017 (year ended March 31, 2019 for the Company). The new standard is to be applied using either the retrospective or cumulative‑effective transition method. The Company expects to implement the provisions of ASU No. 2014‑09 as of April 1, 2018. The Company has not yet determined the impact of the new standard on its current policies for revenue recognition. In June 2014, the FASB issued ASU No. 2014‑12, Accounting for Share‑ Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period , which requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU No. 2014‑12 will be effective for interim and annual reporting periods beginning after December 15, 2015 (year ended March 31, 2017 for the Company). Early application is permitted. The Company is currently evaluating the impact of the adoption of ASU No. 2014‑12 on its operating results and financial position. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810) — Amendments to the Consolidation Analysis, which eliminates the deferral of the requirements of ASU No. 2009-17, Consolidations (Topic 810) — Improvements to Financial Reporting by Enterprises Involved with Variable Interest Entities for certain interests in investment funds and provides a scope exception from Topic 810 for certain investments in money market funds. The ASU also makes several modifications to the consolidation guidance for variable interest entities ("VIEs") and general partners’ investments in limited partnerships, as well as modifications to the evaluation of whether limited partnerships are VIEs or voting interest entities. ASU No. 2015-02 is effective for interim and annual reporting periods beginning after December 31, 2015. The Company is currently evaluating the impact of the adoption of ASU No. 2015‑02 on its operating results and financial position. |
ALLOWANCE FOR UNCOLLECTIBLE A26
ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
Receivables [Abstract] | |
Allowance for Uncollectible Accounts Receivable | Three Months Ended December 31, Nine Months Ended December 31, 2015 2014 2015 2014 Balance-Beginning $ 4,998 $ 5,139 $ 4,625 $ 3,862 Provision for bad debt 532 838 2,253 2,979 Recovery of uncollectible accounts (57 ) (1,338 ) (1,405 ) (2,202 ) Balance-Ending $ 5,473 $ 4,639 $ 5,473 $ 4,639 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consist of the following: Useful Lives December 31, 2015 March 31, 2015 Equipment 5 Years $ 5,063 $ 4,977 Furniture and fixtures 5 Years 15,807 13,819 Leasehold improvements 10 Years 17,003 16,765 Computers and software 3 Years 10,656 8,292 Other N/A 1,045 991 Total cost 49,574 44,844 Less accumulated depreciation (31,297 ) (28,355 ) Total net book value $ 18,277 $ 16,489 |
GOODWILL AND OTHER INTANGIBLE28
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | Goodwill and other intangibles consist of the following. Useful Lives December 31, 2015 March 31, 2015 Goodwill Indefinite $ 515,436 $ 455,550 Tradename-Houlihan Lokey Indefinite 192,210 192,210 Other intangible assets Varies 14,835 10,527 Total cost 722,481 658,287 Less accumulated amortization (7,174 ) (5,481 ) Total net book value (before taxes) 715,307 652,806 Deferred tax liability (77,184 ) (77,184 ) Total net book value $ 638,123 $ 575,622 |
Schedule of Goodwill by Business Segment | Goodwill attributable to the Company’s business segments are as follows: Business Segments April 1, 2015 Changes (a) December 31, 2015 Corporate Finance $206,643 $59,913 $266,556 Financial Restructuring 163,823 (27 ) 163,796 Financial Advisory Services 85,084 — 85,084 Total $455,550 $59,886 $515,436 (a) During June, September and November of 2015, the Company acquired three financial advisory firms that provide mergers and acquisitions advice, private capital raising and broad advisory services. Changes also include, foreign currency translation adjustments of $(27) for the nine months ended December 31, 2015 . |
Finite-lived Intangible Assets Amortization Expense | The estimated future amortization for amortizable intangible assets for each of the next five years as of December 31, 2015 are as follows: Twelve Months Ended December 31, 2016 $ 3,738 2017 1,800 2018 648 2019 479 2020 366 |
OTHER COMPREHENSIVE INCOME (L29
OTHER COMPREHENSIVE INCOME (LOSS) AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss at December 31, 2015 was comprised of the following: Balance, April 1, 2015 $ (11,338 ) Foreign currency translation loss 716 Balance, December 31, 2015 $ (10,622 ) |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Activity in Equity Classified Share Awards | Activity in equity classified share awards during the nine months ended December 31, 2015 and 2014 is as follows: Nonvested share awards Shares Weighted average grant date fair value Balance at April 1, 2014 2,965,475 $ 12.54 Granted 1,855,813 13.24 Vested (1,736,909 ) 12.74 Forfeited (94,607 ) 12.70 December 31, 2014 2,989,772 12.85 Balance at April 1, 2015 2,983,999 12.85 Granted 4,394,424 21.00 Vested (1,379,248 ) 12.87 Forfeited (22,421 ) 16.94 December 31, 2015 5,976,754 $ 18.82 |
Activity in Liability Classified Share Awards | Activity in liability classified share awards during the nine months ended December 31, 2015 and 2014 is as follows: Awards settleable in shares Fair value Balance at April 1, 2014 $ 11,171 Offer to grant 6,811 Share price determined-transferred to equity grants (3,869 ) Forfeited (805 ) Balance at December 31, 2014 $ 13,308 Balance at April 1, 2015 $ 14,984 Offer to grant 35,773 Share price determined-converted to cash payments (6,244 ) Share price determined-transferred to equity grants (29,402 ) Forfeited (792 ) Balance at December 31, 2015 $ 14,319 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Scheduled Repayments of Loan | The scheduled aggregate repayments of the loan payable to affiliate, the loans payable to former shareholders, and the loan payable to non-affiliate are as follows: Year ended March 31: 2016 $ 760 2017 34,473 2018 19,097 2019 2,240 2020 1,615 2021 and thereafter 19,560 $ 77,745 |
Schedule of Future Minimum Annual Noncancelable Rental Commitments | The approximate future minimum annual noncancelable rental commitments required under these agreements with initial terms in excess of one year are as follows: Year ended December 31: 2016 $ 20,251 2017 19,675 2018 20,029 2019 18,167 2020 18,358 2021 and thereafter 52,851 $ 149,331 |
SEGMENT AND GEOGRAPHICAL INFO32
SEGMENT AND GEOGRAPHICAL INFORMATION (Tables) | 9 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Revenue, Profit and Assets by Segment | December 31, 2015 March 31, 2015 Assets by geography: United States $ 693,460 $ 948,054 International 332,715 281,794 Total assets $ 1,026,175 $ 1,229,848 The following tables present information about revenues, profit and assets by segment and geography. Three Months Ended December 31, Nine Months Ended December 31, 2015 2014 2015 2014 Revenues by segment: Corporate Finance $ 124,133 $ 107,979 $ 292,461 $ 278,280 Financial Restructuring 50,216 62,229 130,139 142,058 Financial Advisory Services 31,174 26,400 87,569 74,066 Total segment revenues $ 205,523 $ 196,608 $ 510,169 $ 494,404 Segment profit Corporate Finance $ 35,346 $ 25,158 $ 79,155 $ 67,655 Financial Restructuring 14,021 21,797 34,468 40,213 Financial Advisory Services 7,688 4,853 20,785 16,185 Total segment profit 57,055 51,808 134,408 124,053 Corporate expenses (13,369 ) (15,195 ) (49,505 ) (36,004 ) Other income and expense (1,094 ) 1,446 (106 ) 3,115 Income before provision for income taxes $ 42,592 $ 38,059 $ 84,797 $ 91,164 December 31, 2015 March 31, 2015 Assets by segment: Corporate Finance $ 273,507 $ 234,966 Financial Restructuring 185,060 186,234 Financial Advisory Services 86,169 98,688 Total segment assets 544,736 519,888 Corporate assets 481,439 709,960 Total assets $ 1,026,175 $ 1,229,848 |
Revenue by Geographic Areas | Three Months Ended December 31, Nine Months Ended December 31, 2015 2014 2015 2014 Revenues by geography: United States $ 165,165 $ 165,868 $ 440,740 $ 433,128 International 40,358 30,740 69,429 61,276 Total revenues $ 205,523 $ 196,608 $ 510,169 $ 494,404 |
BACKGROUND (Details)
BACKGROUND (Details) | Aug. 17, 2015USD ($)business | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares | Dec. 31, 2015USD ($)segmentshares | Dec. 31, 2014USD ($)shares | Aug. 18, 2015vote | Jun. 30, 2015USD ($) | Mar. 31, 2015shares | Mar. 31, 2014shares |
Class of Stock [Line Items] | |||||||||
Conversion ratio of common stock | 1 | ||||||||
Shares issued of common stock | shares | 587,866 | ||||||||
Number of common shares outstanding | shares | 587,866 | ||||||||
Professional fees | $ | $ 2,829,000 | $ 1,639,000 | $ 18,788,000 | $ 3,396,000 | |||||
Number of business segments | segment | 3 | ||||||||
IPO | |||||||||
Class of Stock [Line Items] | |||||||||
Professional fees | $ | 0 | $ 12,783,000 | |||||||
Compensation expense associated with the amortization of restricted stock granted in connection with the IPO | $ | 3,286,000 | 4,332,000 | |||||||
Compensation expense associated with the accrual of certain deferred cash payments granted in connection with the IPO | $ | $ 3,525,000 | $ 4,923,000 | |||||||
Restricted Stock | IPO | |||||||||
Class of Stock [Line Items] | |||||||||
Vesting period | 4 years 6 months | ||||||||
Class A | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock voting rights, number of votes per share | vote | 1 | ||||||||
Shares issued of common stock | shares | 12,084,524 | 12,084,524 | |||||||
Number of common shares outstanding | shares | 12,084,524 | 12,084,524 | |||||||
Class B | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock voting rights, number of votes per share | vote | 10 | ||||||||
Shares issued of common stock | shares | 53,239,440 | 53,239,440 | |||||||
Number of common shares outstanding | shares | 53,239,440 | 53,239,440 | |||||||
Common Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Number of new HLI shares issued for every Fram shares held | 10.425 | ||||||||
Number of common shares outstanding | shares | 0 | 587,866 | 0 | 587,866 | 587,866 | 587,866 | |||
Common Stock | Class A | |||||||||
Class of Stock [Line Items] | |||||||||
Number of common shares outstanding | shares | 12,084,524 | 0 | 12,084,524 | 0 | 0 | 0 | |||
Common Stock | Class B | |||||||||
Class of Stock [Line Items] | |||||||||
Number of common shares outstanding | shares | 53,239,440 | 0 | 53,239,440 | 0 | 0 | 0 | |||
ORIX USA Corporation | Class B | |||||||||
Class of Stock [Line Items] | |||||||||
Number of common shares outstanding | shares | 21,610,331 | 21,610,331 | |||||||
HL Holders | Class B | |||||||||
Class of Stock [Line Items] | |||||||||
Number of common shares outstanding | shares | 31,629,109 | 31,629,109 | |||||||
Investor | Class A | |||||||||
Class of Stock [Line Items] | |||||||||
Shares issued of common stock | shares | 12,075,000 | 12,075,000 | |||||||
Director | Class A | |||||||||
Class of Stock [Line Items] | |||||||||
Shares issued of common stock | shares | 9,524 | 9,524 | |||||||
Dividend Paid | |||||||||
Class of Stock [Line Items] | |||||||||
Pre-IPO aggregate dividend distribution to existing owners | $ | $ 270,000,000 | ||||||||
Cash | $ | 5,000,000 | ||||||||
Dividend Paid | ORIX USA Corporation | |||||||||
Class of Stock [Line Items] | |||||||||
Notes payable issued, dividend distribution | $ | $ 45,000,000 | ||||||||
Dividend Paid | HL Holders | |||||||||
Class of Stock [Line Items] | |||||||||
Non-marketable minority equity interests, number of businesses | business | 4 | ||||||||
Non-marketable minority equity interests | $ | $ 22,800,000 | ||||||||
Dividend Paid | HL Holders | Minimum | |||||||||
Class of Stock [Line Items] | |||||||||
Non-marketable minority equity interests, carrying value | $ | $ 2,500,000 | ||||||||
Dividend Paid | HL Holders | Maximum | |||||||||
Class of Stock [Line Items] | |||||||||
Non-marketable minority equity interests, carrying value | $ | 11,000,000 | ||||||||
Dividend Paid | Notes Payable | |||||||||
Class of Stock [Line Items] | |||||||||
Notes payable issued, dividend distribution | $ | 197,200,000 | ||||||||
Dividend Paid | Notes Payable | ORIX USA Corporation | |||||||||
Class of Stock [Line Items] | |||||||||
Notes payable issued, dividend distribution | $ | 94,500,000 | ||||||||
Dividend Paid | Notes Payable | HL Holders | |||||||||
Class of Stock [Line Items] | |||||||||
Notes payable issued, dividend distribution | $ | $ 102,700,000 |
SUMMARY OF SIGNIFICANT ACCOUN34
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 119 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Mar. 31, 2015 | Jan. 31, 2006 | |
Accounting Policies [Abstract] | |||||||
Reimbursements received | $ 7,654 | $ 12,108 | $ 19,682 | $ 20,575 | |||
Intangible Assets, Net | |||||||
Goodwill | $ 515,436 | $ 515,436 | $ 515,436 | $ 455,550 | $ 392,600 | ||
Indefinite-lived intangible assets (excluding Goodwill) | $ 192,210 | ||||||
Goodwill, acquired during period | $ 122,836 |
INVESTMENTS IN UNCONSOLIDATED35
INVESTMENTS IN UNCONSOLIDATED ENTITIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2015 | Mar. 31, 2015 | Feb. 28, 2015 | |
Schedule of Equity Method Investments [Line Items] | |||||||
Maximum percentage of board member positions that can be selected by the company | 50.00% | ||||||
Income (loss) from investments in unconsolidated entities | $ (355) | $ 177 | $ (433) | $ 316 | |||
Phoenix, Arizona | Heavy Highway Construction Firm | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Ownership percentage | 20.00% | ||||||
India | Financial Advisory Firm | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Ownership percentage | 24.50% | 24.50% | |||||
Australia | Joint Venture | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Ownership percentage | 60.00% | ||||||
Italy | Joint Venture | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Ownership percentage | 49.00% |
RELATED_PARTY TRANSACTIONS (Det
RELATED‑PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | ||
Related Party Transaction [Line Items] | ||||||
Management fee expense | [1] | $ 2,198 | $ 2,317 | $ 10,433 | $ 7,163 | |
Receivable from affiliates | 26,318 | 26,318 | $ 327,921 | |||
Related party interest income | 166 | 1,176 | 1,848 | 2,658 | ||
Interest expense on Note Payable to ORIX | $ 564 | $ 668 | ||||
ORIX USA Corporation | ||||||
Related Party Transaction [Line Items] | ||||||
Effective rate of receivables due from affiliate | 1.80% | 1.80% | 1.74% | |||
Related party interest income | $ 166 | 1,176 | $ 1,848 | 2,658 | ||
ORIX USA Corporation | Notes Payable | ||||||
Related Party Transaction [Line Items] | ||||||
Interest expense on Note Payable to ORIX | 223 | 327 | ||||
ORIX USA Corporation Affiliate | ||||||
Related Party Transaction [Line Items] | ||||||
Receivable from affiliates | 20,031 | 20,031 | ||||
Management Accounting Legal Regulatory And Other Administrative Services | ORIX USA Corporation | ||||||
Related Party Transaction [Line Items] | ||||||
Management fee expense | 0 | $ 636 | 660 | $ 1,617 | ||
Transition Services | ORIX USA Corporation | ||||||
Related Party Transaction [Line Items] | ||||||
Other services expense | $ 45 | $ 45 | ||||
[1] | including related party expenses of $0 and $636 during the three months ended December 31, 2015 and 2014, respectively, and of $660 and $1,617 during the nine months ended December 31, 2015 and 2014, respectively. |
ALLOWANCE FOR UNCOLLECTIBLE A37
ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for Uncollectible Accounts Receivable | ||||
Balance-Beginning | $ 4,998 | $ 5,139 | $ 4,625 | $ 3,862 |
Provision for bad debt | 532 | 838 | 2,253 | 2,979 |
Recovery of uncollectible accounts | (57) | (1,338) | (1,405) | (2,202) |
Ending | $ 5,473 | $ 4,639 | $ 5,473 | $ 4,639 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||||
Total cost | $ 49,574 | $ 49,574 | $ 44,844 | ||
Less accumulated depreciation | (31,297) | (31,297) | (28,355) | ||
Total net book value | 18,277 | 18,277 | 16,489 | ||
Depreciation | 1,198 | $ 1,050 | $ 3,394 | $ 3,167 | |
Equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Useful Lives | 5 years | ||||
Total cost | 5,063 | $ 5,063 | 4,977 | ||
Furniture and fixtures | |||||
Property, Plant and Equipment [Line Items] | |||||
Useful Lives | 5 years | ||||
Total cost | 15,807 | $ 15,807 | 13,819 | ||
Leasehold improvements | |||||
Property, Plant and Equipment [Line Items] | |||||
Useful Lives | 10 years | ||||
Total cost | 17,003 | $ 17,003 | 16,765 | ||
Computers and software | |||||
Property, Plant and Equipment [Line Items] | |||||
Useful Lives | 3 years | ||||
Total cost | 10,656 | $ 10,656 | 8,292 | ||
Other | |||||
Property, Plant and Equipment [Line Items] | |||||
Total cost | $ 1,045 | $ 1,045 | $ 991 |
GOODWILL AND OTHER INTANGIBLE39
GOODWILL AND OTHER INTANGIBLE ASSETS - Schedule of Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Mar. 31, 2015 | Jan. 31, 2006 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 515,436 | $ 455,550 | $ 392,600 |
Tradename-Houlihan Lokey | 192,210 | 192,210 | |
Other intangible assets | 14,835 | 10,527 | |
Total cost | 722,481 | 658,287 | |
Less accumulated amortization | (7,174) | (5,481) | |
Total net book value (before taxes) | 715,307 | 652,806 | |
Deferred tax liability | (77,184) | (77,184) | |
Total net book value | $ 638,123 | $ 575,622 |
GOODWILL AND OTHER INTANGIBLE40
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill by Business Segments (Details) $ in Thousands | 9 Months Ended |
Dec. 31, 2015USD ($)business | |
Goodwill | |
April 1, 2015 | $ 455,550 |
Changes | 59,886 |
December 31, 2015 | $ 515,436 |
Number of acquired financial advisory firms | business | 3 |
Corporate Finance | |
Goodwill | |
April 1, 2015 | $ 206,643 |
Changes | 59,913 |
December 31, 2015 | 266,556 |
Financial Restructuring | |
Goodwill | |
April 1, 2015 | 163,823 |
Changes | (27) |
December 31, 2015 | 163,796 |
Foreign currency translation adjustments | (27) |
Financial Advisory Services | |
Goodwill | |
April 1, 2015 | 85,084 |
Changes | 0 |
December 31, 2015 | $ 85,084 |
GOODWILL AND OTHER INTANGIBLE41
GOODWILL AND OTHER INTANGIBLE ASSETS - Finite-Lived Intangible Assets, Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 723 | $ 340 | $ 1,672 | $ 1,019 |
GOODWILL AND OTHER INTANGIBLE42
GOODWILL AND OTHER INTANGIBLE ASSETS - Finite-Lived Intangible Assets, Amortization Expense, Fiscal Year Maturity (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2,016 | $ 3,738 |
2,017 | 1,800 |
2,018 | 648 |
2,019 | 479 |
2,020 | $ 366 |
LOANS PAYABLE (Details)
LOANS PAYABLE (Details) - Loans Payable - USD ($) | 1 Months Ended | ||
Aug. 31, 2015 | Dec. 31, 2015 | Nov. 30, 2015 | |
1.50% Loans Payable | |||
Debt Instrument [Line Items] | |||
Loans payable, face amount | $ 15,200,000 | ||
Stated interest rate | 1.50% | ||
ORIX USA Corporation | 1.65% Loans Payable | |||
Debt Instrument [Line Items] | |||
Loans payable, face amount | $ 45,000,000 | ||
Loans payable, required quarterly repayments | $ 7,500,000 | ||
ORIX USA Corporation | 1.65% Loans Payable | LIBOR | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.65% | ||
Former Shareholders | Minimum | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 1.80% | ||
Former Shareholders | Maximum | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 2.30% |
OTHER COMPREHENSIVE INCOME (L44
OTHER COMPREHENSIVE INCOME (LOSS) AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Equity [Abstract] | ||||
Foreign currency translation adjustments | $ 2,003 | $ (1,229) | $ 716 | $ (2,535) |
Accumulated Other Comprehensive Loss | ||||
Balance, April 1, 2015 | 822,697 | |||
Foreign currency translation adjustments | 2,003 | $ (1,229) | 716 | (2,535) |
December 31, 2015 | 634,921 | 634,921 | ||
Accumulated other comprehensive income | ||||
Equity [Abstract] | ||||
Foreign currency translation adjustments | 716 | (2,535) | ||
Accumulated Other Comprehensive Loss | ||||
Balance, April 1, 2015 | (11,338) | |||
Foreign currency translation adjustments | 716 | $ (2,535) | ||
December 31, 2015 | $ (10,622) | (10,622) | ||
Accumulated Foreign Currency Adjustment Attributable to Parent | ||||
Equity [Abstract] | ||||
Foreign currency translation adjustments | 716 | |||
Accumulated Other Comprehensive Loss | ||||
Foreign currency translation adjustments | $ 716 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes | $ 19,931 | $ 13,874 | $ 37,810 | $ 36,010 |
Effective tax rate | 46.80% | 36.48% | 44.60% | 39.52% |
EMPLOYEE BENEFIT PLANS - Define
EMPLOYEE BENEFIT PLANS - Defined Contribution Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Defined contribution plan, amount of contributions | $ 1,090 | $ 462 | $ 1,838 | $ 1,160 |
EMPLOYEE BENEFIT PLANS - Share-
EMPLOYEE BENEFIT PLANS - Share-Based Incentive Plans Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Aug. 31, 2015directorshares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ | $ 10,369 | $ 6,381 | $ 25,686 | $ 17,107 | |
Unrecognized compensation cost | $ | $ 91,587 | $ 91,587 | |||
Unrecognized compensation cost, period for recognition | 1 year 10 months 6 days | ||||
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate shares granted | shares | 4,394,424 | 1,855,813 | |||
Director | 2016 Incentive Plan | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate shares granted | shares | 9,524 | ||||
Aggregate shares granted, number of recipients | director | 2 |
EMPLOYEE BENEFIT PLANS - Activi
EMPLOYEE BENEFIT PLANS - Activity in Equity Classified Share Awards (Details) - Restricted Stock - $ / shares | 9 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Shares | ||
Beginning balance (in shares) | 2,983,999 | 2,965,475 |
Granted (in shares) | 4,394,424 | 1,855,813 |
Vested (in shares) | (1,379,248) | (1,736,909) |
Forfeited (in shares) | (22,421) | (94,607) |
Ending balance (in shares) | 5,976,754 | 2,989,772 |
Weighted average grant date fair value | ||
Beginning balance (in usd per share) | $ 12.85 | $ 12.54 |
Granted (in usd per share) | 21 | 13.24 |
Vested (in usd per share) | 12.87 | 12.74 |
Forfeited (in usd per share) | 16.94 | 12.70 |
Ending balance (in usd per share) | $ 18.82 | $ 12.85 |
EMPLOYEE BENEFIT PLANS - Acti49
EMPLOYEE BENEFIT PLANS - Activity in Liability Classified Shares (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Liability Classified Share Award Activity [Roll Forward] | ||
Liability awards settleable in shares, Beginning Balance | $ 14,984 | $ 11,171 |
Offer to grant | 35,773 | 6,811 |
Share price determined-converted to cash payments | (6,244) | |
Share price determined-transferred to equity grants | (29,402) | (3,869) |
Forfeited | (792) | (805) |
Liability awards settleable in shares, Ending Balance | $ 14,319 | $ 13,308 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) $ in Thousands | 9 Months Ended | |||
Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | Aug. 18, 2015vote | Mar. 31, 2015shares | |
Class of Stock [Line Items] | ||||
Shares issued of common stock | 587,866 | |||
Conversion ratio of common stock | 1 | |||
Number of common shares outstanding | 587,866 | |||
Dividends outstanding | $ | $ 7,044 | $ 928 | ||
Class A | ||||
Class of Stock [Line Items] | ||||
Shares issued of common stock | 12,084,524 | |||
Common stock voting rights, number of votes per share | vote | 1 | |||
Number of common shares outstanding | 12,084,524 | |||
Class B | ||||
Class of Stock [Line Items] | ||||
Shares issued of common stock | 53,239,440 | |||
Common stock voting rights, number of votes per share | vote | 10 | |||
Number of common shares outstanding | 53,239,440 | |||
ORIX USA Corporation | ||||
Class of Stock [Line Items] | ||||
Proceeds from purchase of shares | $ | $ 0 | $ 8,114 | ||
ORIX USA Corporation | Class B | ||||
Class of Stock [Line Items] | ||||
Number of common shares outstanding | 21,610,331 | |||
Investor | Class A | ||||
Class of Stock [Line Items] | ||||
Shares issued of common stock | 12,075,000 | |||
Director | Class A | ||||
Class of Stock [Line Items] | ||||
Shares issued of common stock | 9,524 | |||
HL Holders | Class B | ||||
Class of Stock [Line Items] | ||||
Number of common shares outstanding | 31,629,109 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Aug. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Leased Assets [Line Items] | |||||
Rent expense | $ 7,021,000 | $ 6,110,000 | $ 19,373,000 | $ 18,505,000 | |
Noncancelable Operating Lease Arrangements | |||||
Operating Leased Assets [Line Items] | |||||
Rent expense | 6,808,000 | 5,936,000 | 18,755,000 | 17,926,000 | |
Revolving Credit Facility | Bank of America | |||||
Debt Instrument [Line Items] | |||||
Line of credit, maximum borrowing capacity | $ 75,000,000 | ||||
Outstanding line of credit | 0 | 0 | |||
Revolving Credit Facility | Bank of America | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Line of credit, basis spread on variable rate | 1.00% | ||||
December 2012 Acquisition | Other Liabilities | |||||
Business Acquisition [Line Items] | |||||
Contingent consideration | 1,407,000 | $ 2,769,000 | 1,407,000 | $ 2,769,000 | |
January 2015 Acquisition | Other Liabilities | |||||
Business Acquisition [Line Items] | |||||
Contingent consideration | 2,429,000 | 2,429,000 | |||
Non-contingent consideration | $ 3,225,000 | $ 3,225,000 |
COMMITMENTS AND CONTINGENCIES52
COMMITMENTS AND CONTINGENCIES - Schedule of Loan Payments (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 760 |
2,017 | 34,473 |
2,018 | 19,097 |
2,019 | 2,240 |
2,020 | 1,615 |
2021 and thereafter | 19,560 |
Long-term debt | $ 77,745 |
COMMITMENTS AND CONTINGENCIES53
COMMITMENTS AND CONTINGENCIES - Future Minimum Annual Noncancelable Rental Commitments (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 20,251 |
2,017 | 19,675 |
2,018 | 20,029 |
2,019 | 18,167 |
2,020 | 18,358 |
2021 and thereafter | 52,851 |
Total future minimum annual noncancelable rental commitments | $ 149,331 |
SEGMENT AND GEOGRAPHICAL INFO54
SEGMENT AND GEOGRAPHICAL INFORMATION - Revenue and Assets by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||
Revenues | $ 205,523 | $ 196,608 | $ 510,169 | $ 494,404 | |
Segment profit | 57,055 | 51,808 | 134,408 | 124,053 | |
Corporate expenses | (161,837) | (159,995) | (425,266) | (406,355) | |
Income before provision for income taxes | 42,592 | 38,059 | 84,797 | 91,164 | |
Assets | 1,026,175 | 1,026,175 | $ 1,229,848 | ||
Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Assets | 544,736 | 544,736 | 519,888 | ||
Operating Segments | Corporate Finance | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 124,133 | 107,979 | 292,461 | 278,280 | |
Segment profit | 35,346 | 25,158 | 79,155 | 67,655 | |
Assets | 273,507 | 273,507 | 234,966 | ||
Operating Segments | Financial Restructuring | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 50,216 | 62,229 | 130,139 | 142,058 | |
Segment profit | 14,021 | 21,797 | 34,468 | 40,213 | |
Assets | 185,060 | 185,060 | 186,234 | ||
Operating Segments | Financial Advisory Services | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 31,174 | 26,400 | 87,569 | 74,066 | |
Segment profit | 7,688 | 4,853 | 20,785 | 16,185 | |
Assets | 86,169 | 86,169 | 98,688 | ||
Corporate, Non-Segment | |||||
Segment Reporting Information [Line Items] | |||||
Corporate expenses | (13,369) | (15,195) | (49,505) | (36,004) | |
Assets | 481,439 | 481,439 | $ 709,960 | ||
Segment Reconciling Items | |||||
Segment Reporting Information [Line Items] | |||||
Other income and expense | $ (1,094) | $ 1,446 | $ (106) | $ 3,115 |
SEGMENT AND GEOGRAPHICAL INFO55
SEGMENT AND GEOGRAPHICAL INFORMATION - Revenue and Assets by Geographical Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | $ 205,523 | $ 196,608 | $ 510,169 | $ 494,404 | |
Assets | 1,026,175 | 1,026,175 | $ 1,229,848 | ||
United States | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | 165,165 | 165,868 | 440,740 | 433,128 | |
Assets | 693,460 | 693,460 | 948,054 | ||
International | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | 40,358 | $ 30,740 | 69,429 | $ 61,276 | |
Assets | $ 332,715 | $ 332,715 | $ 281,794 |