Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Mar. 31, 2017 | Jun. 07, 2017 | Sep. 30, 2016 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2017 | ||
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 | Accelerated Filer | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Document Information [Line Items] | |||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 302 | ||
Class A | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 23,538,990 | ||
Class B | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 43,589,558 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Assets: | ||
Cash and cash equivalents | $ 300,314 | $ 166,169 |
Restricted cash | 192,372 | 0 |
Accounts receivable, net of allowance for doubtful accounts of $11,199 and $7,844 at March 31, 2017 and 2016, respectively | 60,718 | 58,100 |
Unbilled work in process | 57,682 | 51,300 |
Income taxes receivable | 0 | 7,204 |
Receivable from affiliates | 10,913 | 27,408 |
Property and equipment, net of accumulated depreciation of $32,193 and $32,470 at March 31, 2017 and 2016, respectively | 30,416 | 21,701 |
Goodwill and other intangibles, net | 715,343 | 717,368 |
Other assets | 17,949 | 21,634 |
Total assets | 1,385,707 | 1,070,884 |
Liabilities: | ||
Accrued salaries and bonuses | 336,465 | 254,058 |
Accounts payable and accrued expenses | 41,655 | 34,400 |
Deferred income | 3,717 | 5,547 |
Income taxes payable | 4,937 | 0 |
Deferred income taxes | 31,196 | 37,288 |
Forward purchase liability (note 1) | 192,372 | 0 |
Loan payable to affiliate | 15,000 | 45,000 |
Loans payable to former shareholders | 5,482 | 16,738 |
Loan payable to non-affiliate | 12,080 | 14,882 |
Other liabilities | 12,348 | 9,416 |
Total liabilities | 655,252 | 417,329 |
Redeemable noncontrolling interest | 3,838 | 2,395 |
Commitments and contingencies (note 13) | ||
Stockholders' equity: | ||
Treasury stock, at cost; 6,900,000 and 0 shares at March 31, 2017 and 2016, respectively | (193,572) | 0 |
Additional paid-in capital | 854,750 | 637,332 |
Retained earnings | 87,407 | 28,623 |
Accumulated other comprehensive loss | (21,917) | (14,613) |
Stock subscription receivable | (124) | (247) |
Total stockholders' equity | 726,617 | 651,160 |
Total liabilities and stockholders' equity | 1,385,707 | 1,070,884 |
Class A common stock, $0.001 par value. Authorized 1,000,000,000 shares; issued and outstanding 22,026,811 and 12,084,524 shares at March 31, 2017 and 2016, respectively | ||
Stockholders' equity: | ||
Common stock | 22 | 12 |
Class B common stock, $0.001 par value. Authorized 1,000,000,000 shares; issued and outstanding 50,883,299 and 53,219,303 shares at March 31, 2017 and 2016, respectively | ||
Stockholders' equity: | ||
Common stock | $ 51 | $ 53 |
CONSOLIDATED BALANCE SHEETS (PA
CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 11,199 | $ 7,844 |
Accumulated depreciation | $ 32,193 | $ 32,470 |
Treasury stock, shares | 6,900,000 | 0 |
Class A | ||
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 22,026,811 | 12,084,524 |
Common stock, shares outstanding | 22,026,811 | 12,084,524 |
Class B | ||
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 50,883,299 | 53,219,303 |
Common stock, shares outstanding | 50,883,299 | 53,219,303 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | ||
Income Statement [Abstract] | ||||
Fee revenue | [1] | $ 872,091 | $ 693,765 | $ 680,872 |
Operating expenses: | ||||
Employee compensation and benefits | 582,244 | 461,609 | 475,100 | |
Travel, meals, and entertainment | 21,707 | 20,955 | 17,928 | |
Rent | 27,094 | 26,459 | 24,253 | |
Depreciation and amortization | 8,853 | 7,499 | 5,508 | |
Information technology and communications | 17,628 | 16,017 | 14,013 | |
Professional fees | 13,073 | 20,687 | 5,563 | |
Other operating expenses | [2] | 15,489 | 11,601 | 7,826 |
Provision for bad debts | 4,008 | 2,538 | 2,027 | |
Total operating expenses | 690,096 | 567,365 | 552,218 | |
Operating income | 181,995 | 126,400 | 128,654 | |
Other income (expense), net | [3] | (3,508) | (770) | 3,481 |
Income before provision for income taxes | 178,487 | 125,630 | 132,135 | |
Provision for income taxes | 70,144 | 55,863 | 52,196 | |
Net income | 108,343 | 69,767 | 79,939 | |
Net income attributable to noncontrolling interests | 0 | (26) | (58) | |
Net income attributable to Houlihan Lokey, Inc. | 108,343 | 69,741 | 79,881 | |
Other comprehensive income, net of tax: | ||||
Foreign currency translation adjustments | (7,304) | (3,275) | (2,435) | |
Comprehensive income attributable to Houlihan Lokey, Inc. | $ 101,039 | $ 66,466 | $ 77,446 | |
Weighted average shares of common stock outstanding: | ||||
Basic (in shares) | [4] | 61,100,497 | 59,044,981 | 57,134,305 |
Diluted (in shares) | [4] | 66,579,130 | 63,475,903 | 60,135,375 |
Net income per share of common stock | ||||
Basic (in usd per share) | [4] | $ 1.77 | $ 1.18 | $ 1.40 |
Diluted (in usd per share) | [4] | $ 1.63 | $ 1.10 | $ 1.33 |
[1] | including related party fee revenue of $7,504, $504, and $119 during the years ended March 31, 2017, 2016, and 2015 respectively. | |||
[2] | including related party expenses of $0, $874, and $2,471 during the years ended March 31, 2017, 2016, and 2015 respectively. | |||
[3] | including related party interest income of $33, $1,954, and $4,046 during the years ended March 31, 2017, 2016, and 2015, respectively, and related party interest expense of $806, $922, and $253 during years ended March 31, 2017, 2016, and 2015, respectively. | |||
[4] | the number of shares and per share amounts presented for FY16 and FY15 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 (note 1). |
CONSOLIDATED STATEMENTS OF COM5
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (PARENTHETICAL) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | |
Income Statement [Abstract] | |||
Related party fee revenue | $ 7,504 | $ 504 | $ 119 |
Related party professional fees | 269 | 214 | 0 |
Related party expenses | 0 | 874 | 2,471 |
Related party income | 461 | 205 | 0 |
Related party interest income | 33 | 1,954 | 4,046 |
Related party interest expense | 806 | 922 | 253 |
Loss (gain) related to investments in unconsolidated entities | $ 3,839 | $ 1,604 | $ (509) |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) | Total | Class A | Class B | Equity attributable to Houlihan Lokey, Inc. | Common Stock | Common StockClass A | Common StockClass B | Treasury Stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive income (loss) | Stock Subscriptions Receivable | Noncontrolling interest |
Beginning balance (in shares) at Mar. 31, 2014 | 587,866 | 0 | 0 | ||||||||||
Beginning balance at Mar. 31, 2014 | $ 713,689,000 | $ 711,938,000 | $ 59,000 | $ 0 | $ 0 | $ 636,616,000 | $ 91,936,000 | $ (8,903,000) | $ (7,770,000) | $ 1,751,000 | |||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Shares issued | 19,508,000 | 19,508,000 | 19,508,000 | ||||||||||
Stock compensation vesting (note 10) | 17,589,000 | 17,589,000 | 17,589,000 | ||||||||||
Share redemptions (note 3) | (3,531,000) | (3,531,000) | (3,531,000) | ||||||||||
Dividend | (888,000) | (888,000) | (888,000) | ||||||||||
Stock subscriptions receivable issued, net | 635,000 | 635,000 | 635,000 | ||||||||||
Net income | 79,939,000 | 79,881,000 | 79,881,000 | 58,000 | |||||||||
Change in unrealized translation | (2,435,000) | (2,435,000) | (2,435,000) | ||||||||||
Total comprehensive income | 77,504,000 | 77,446,000 | 79,881,000 | (2,435,000) | 58,000 | ||||||||
Ending balance (in shares) at Mar. 31, 2015 | 587,866 | 0 | 0 | ||||||||||
Ending balance at Mar. 31, 2015 | 824,506,000 | 822,697,000 | $ 59,000 | $ 0 | $ 0 | 670,182,000 | 170,929,000 | (11,338,000) | (7,135,000) | 1,809,000 | |||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Shares issued (in shares) | 31,414 | ||||||||||||
Shares issued | 13,320,000 | 13,320,000 | 13,320,000 | ||||||||||
Stock compensation vesting (note 10) | 28,765,000 | 28,765,000 | 28,765,000 | ||||||||||
Share redemptions (note 3) (in shares) | (64,285) | ||||||||||||
Share redemptions (note 3) | (2,295,000) | (2,295,000) | (2,295,000) | ||||||||||
Dividend | (283,133,000) | (281,298,000) | (74,432,000) | (211,034,000) | 4,168,000 | (1,835,000) | |||||||
Stock subscriptions receivable issued, net | 2,720,000 | 2,720,000 | 2,720,000 | ||||||||||
Conversion of Fram shares to HLI (in shares) | (587,866) | 12,075,000 | 53,321,893 | ||||||||||
Conversion of Fram shares to HLI | 0 | $ (59,000) | $ 12,000 | $ 53,000 | (6,000) | ||||||||
Shares issued to non-employee directors (note 12) (in shares) | 9,524 | ||||||||||||
Shares issued to non-employee directors (note 12) | 0 | ||||||||||||
Shares repurchased/forfeited (in shares) | (69,719) | ||||||||||||
Shares repurchased/forfeited | 0 | 0 | |||||||||||
Excess tax benefits | 1,798,000 | 1,798,000 | 1,798,000 | ||||||||||
Adjustment of noncontrolling interest to redeemable value | (1,013,000) | (1,013,000) | (1,013,000) | ||||||||||
Net income | 69,767,000 | 69,741,000 | 69,741,000 | 26,000 | |||||||||
Change in unrealized translation | (3,275,000) | (3,275,000) | (3,275,000) | ||||||||||
Total comprehensive income | 66,492,000 | 66,466,000 | 69,741,000 | (3,275,000) | 26,000 | ||||||||
Ending balance (in shares) at Mar. 31, 2016 | 12,084,524 | 53,219,303 | 0 | 12,084,524 | 53,219,303 | ||||||||
Ending balance at Mar. 31, 2016 | 651,160,000 | 651,160,000 | $ 0 | $ 12,000 | $ 53,000 | $ 0 | 637,332,000 | 28,623,000 | (14,613,000) | (247,000) | 0 | ||
Increase (Decrease) in Stockholders' Equity | |||||||||||||
Shares issued (in shares) | 1,858,864 | ||||||||||||
Shares issued | 5,154,000 | 5,154,000 | $ 2,000 | 5,152,000 | |||||||||
Stock compensation vesting (note 10) | 39,357,000 | 39,357,000 | 39,357,000 | ||||||||||
Share redemptions (note 3) (in shares) | (71,913) | ||||||||||||
Share redemptions (note 3) | (330,000) | (330,000) | (330,000) | ||||||||||
Dividend | (47,883,000) | (47,883,000) | (47,883,000) | ||||||||||
Stock subscriptions receivable redeemed | 123,000 | 123,000 | 123,000 | ||||||||||
Secondary offering (in shares) | 9,200,000 | (9,200,000) | |||||||||||
Secondary offering | 193,572,000 | 193,572,000 | $ 9,000 | $ (9,000) | 193,572,000 | ||||||||
Shares subject to forward purchase agreement (in shares) | 6,900,000 | (6,900,000) | |||||||||||
Shares subject to forward purchase agreement | (193,572,000) | (193,572,000) | $ 7,000 | $ (193,572,000) | (7,000) | ||||||||
Conversion of Class B to Class A shares (in shares) | 733,150 | 733,150 | (733,150) | ||||||||||
Conversion of Class B to Class A shares | 0 | $ 1,000 | $ (1,000) | ||||||||||
Shares issued to non-employee directors (note 12) (in shares) | 9,137 | ||||||||||||
Shares issued to non-employee directors (note 12) | 0 | ||||||||||||
Shares forfeited (in shares) | (1,089,805) | ||||||||||||
Shares repurchased/forfeited | (27,309,000) | (27,309,000) | $ 1,000 | (27,308,000) | |||||||||
Excess tax benefits | 6,982,000 | 6,982,000 | 6,982,000 | ||||||||||
Adjustment of noncontrolling interest to redeemable value | (1,676,000) | (1,676,000) | (1,676,000) | ||||||||||
Net income | 108,343,000 | 108,343,000 | 108,343,000 | ||||||||||
Change in unrealized translation | (7,304,000) | (7,304,000) | (7,304,000) | ||||||||||
Total comprehensive income | 101,039,000 | 101,039,000 | 108,343,000 | (7,304,000) | |||||||||
Ending balance (in shares) at Mar. 31, 2017 | 22,026,811 | 50,883,299 | 0 | 22,026,811 | 50,883,299 | (6,900,000) | |||||||
Ending balance at Mar. 31, 2017 | $ 726,617,000 | $ 726,617,000 | $ 0 | $ 22,000 | $ 51,000 | $ (193,572,000) | $ 854,750,000 | $ 87,407,000 | $ (21,917,000) | $ (124,000) | $ 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | |||
Net income | $ 108,343 | $ 69,767 | $ 79,939 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |||
Deferred tax benefit | (6,093) | (4,165) | (7,358) |
Provision for bad debts | 4,008 | 2,538 | 2,027 |
Depreciation and amortization | 8,853 | 7,499 | 5,508 |
Compensation expense – restricted share grants (note 10) | 39,357 | 35,057 | 23,200 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (5,527) | (1,387) | (8,533) |
Unbilled work in process | (6,382) | (8,360) | (3,720) |
Other assets | 3,745 | (643) | (795) |
Accrued salaries and bonuses | 59,290 | (56,184) | 51,797 |
Accounts payable and accrued expenses | 13,499 | (13,959) | 3,084 |
Deferred income | (1,970) | 2,475 | (2,316) |
Income taxes receivable (payable) | 12,141 | (20,917) | 53,674 |
Net cash provided by operating activities | 229,264 | 11,721 | 196,507 |
Cash flows from investing activities: | |||
Acquisition of business, net of cash acquired (note 6) | (3,725) | (36,854) | (5,178) |
Investments in other assets | 0 | 0 | (9,451) |
Changes in receivables from affiliates | 16,495 | 225,792 | (193,200) |
Purchase of property and equipment, net | (14,423) | (9,385) | (4,671) |
Net cash (used in) provided by investing activities | (1,653) | 179,553 | (212,500) |
Cash flows from financing activities: | |||
Dividends paid | (55,293) | (114,297) | (2,166) |
Proceeds from issuance of Class A shares placed in escrow | 193,565 | 0 | 0 |
Earnouts paid | (964) | (1,417) | (964) |
Stock subscriptions receivable issued | 0 | 0 | (360) |
Stock subscriptions receivable redeemed | 123 | 2,720 | 995 |
Loans payable to former shareholders redeemed | (11,256) | (3,047) | 0 |
Repayments of loans to affiliates | (30,000) | 0 | 0 |
Borrowings from non-affiliates | 65,000 | 0 | 0 |
Repayments to non-affiliates | (65,000) | 0 | 0 |
Excess tax benefits | 6,982 | 1,798 | 0 |
Other financing activities | (233) | 33 | 0 |
Net cash used in financing activities | 102,924 | (114,210) | (2,495) |
Effects of exchange rate changes on cash and cash equivalents | (4,018) | 443 | (2,270) |
Increase (decrease) in cash, cash equivalents, and restricted cash | 326,517 | 77,507 | (20,758) |
Cash, cash equivalents, and restricted cash – beginning of period | 166,169 | 88,662 | 109,420 |
Cash, cash equivalents, and restricted cash – end of period | 492,686 | 166,169 | 88,662 |
Supplemental disclosures of noncash activities: | |||
Dividends paid via settlement of receivable from affiliate (note 3) | 0 | 94,520 | 0 |
Dividends paid via distribution of non-cash assets | 0 | 22,800 | 0 |
Dividends paid via loan payable to affiliate | 0 | 45,000 | 0 |
Dividends paid via settlement of employee loans | 0 | 4,168 | 0 |
Taxes paid via settlement of receivable from affiliate | 0 | 901 | 46,000 |
Shares issued via settlement of receivable from affiliate (note 3) | 0 | 0 | (12,856) |
Shares redeemed via settlement of receivable from affiliate (note 3) | 0 | (763) | 3,531 |
Shares issued via vesting of liability classified awards | 4,754 | 0 | 0 |
Shares issued as consideration for acquisitions (note 6) | 457 | 11,306 | 0 |
Fully depreciated assets written off | 829 | 443 | 2,582 |
Cash acquired through acquisitions | 0 | 14,688 | 0 |
Cash paid during the year: | |||
Interest | 1,621 | 1,314 | 263 |
Taxes | $ 57,286 | $ 75,365 | $ (1,478) |
BACKGROUND
BACKGROUND | 12 Months Ended |
Mar. 31, 2017 | |
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, Inc. • Houlihan Lokey Financial Advisors, Inc., a California corporation ("HL FA, Inc."), is a wholly owned direct subsidiary of HL, Inc. • Houlihan Lokey EMEA, LLP, a limited liability partnership registered in England ("HL EMEA, LLP."), is an indirect subsidiary of HL, Inc. HL EMEA, LLP is regulated by the Financial Conduct Authority in the United Kingdom ("U.K."). 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 HL, Inc. Class B common stock 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, HL, Inc. common stock 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 7), 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 ranged in carrying value from $2.5 million to $11.0 million , and were 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 March 31, 2017 (without giving effect to the transaction provided for in the Forward Share Purchase Agreement (defined below)), there were 22,026,811 Class A shares held by the public, of which 18,661 Class A shares are held by non-employee directors, 29,272,968 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: • $12,783 of professional service and other third-party fees and expenses associated with Houlihan Lokey’s IPO, corporate reorganization, spin-out of non-operating assets, shareholder solicitation process and other related activities for the year ended March 31, 2016; • $14,330 and $7,420 of compensation expenses associated with the amortization of restricted stock granted in connection with the IPO for the year ended March 31, 2017 and 2016, respectively; amortization expense of restricted stock granted in connection with the IPO is being recognized over a four and one-half year vesting period; and • $11,873 and $7,855 of compensation expenses associated with the accrual of certain deferred cash payments granted in connection with the IPO for the year ended March 31, 2017 and 2016, respectively; accrual expense of deferred cash payments granted in connection with the IPO is being recognized over a four and one-half year vesting period. On February 14, 2017, pursuant to a registered underwritten public offering, we issued and sold 6,000,000 shares of our Class A common stock and certain of our former and current employees and members of our management (the “Selling Stockholders”) sold 2,000,000 shares of our Class A common stock, in each case, at a price to the public of $29.25 per share (the “Follow-on Offering”). On March 15, 2017, we issued and sold an additional 900,000 shares of Class A common stock and the Selling Stockholders sold an additional 300,000 shares of Class A common stock in connection with the underwriters’ exercise in full of their option to purchase additional shares in the Follow-on Offering. In connection with, and prior to, the Follow-on Offering, on February 6, 2017, we entered into a Forward Share Purchase Agreement (the “Forward Share Purchase Agreement”), with an indirect wholly owned subsidiary of ORIX USA pursuant to which we agreed to repurchase from ORIX USA on April 5, 2017 the number of shares of our Class B common stock equal to the number of shares of our Class A common stock sold by us in the Follow-on Offering (including any shares sold upon the exercise by the underwriters of their option to purchase additional shares of our Class A common stock) for a purchase price per share equal to the public offering price in the Follow-on Offering less underwriting discounts and commissions. The cash proceeds from the Follow-on Offering that were used to consummate the purchase pursuant to the Forward Share Purchase Agreement were held in an escrow account as of March 31, 2017 and presented as restricted cash as discussed in note 2. On April 5, 2017 we settled the transaction provided for in the Forward Share Purchase Agreement and acquired 6,900,000 shares of Class B common stock from ORIX USA using the net proceeds we received from the Follow-on Offering. In accordance with the terms of the Forward Share Purchase Agreement, the purchase price per share was reduced by the per share amount of the dividend paid to ORIX USA on the shares of our Class B common stock subject to the Forward Share Purchase Agreement prior to the settlement of such transaction. As the Forward Share Purchase Agreement required physical settlement by purchase of a fixed number of shares in exchange for cash, the 6,900,000 shares that were purchased are excluded from the Company’s calculation of basic and diluted earnings per share in the Company's financial statements for the year ended March 31, 2017. In addition, as the agreement provides for the refund of any dividends paid during the term on the underlying Class A common stock, such shares are not classified as participating securities and the Company does not apply the two-class method for calculating its earnings per share. Expenses related to the Follow-on Offering and the Forward Share Purchase Agreement included in the consolidated statements of comprehensive income include $1,633 of professional service and other third-party fees and expenses for the year ended March 31, 2017. 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, Houston, 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 financial advisory services in addition to advice on mergers and acquisitions and capital markets offerings. We advise public and private institutions on a wide variety of situations, including 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, and advise financial sponsors on all types of transactions. The majority of our Corporate Finance revenues consists of fees paid upon the successful completion of the transaction or engagement ("Completion Fees"). A Corporate Finance transaction can fail to be completed for many reasons that are outside of our control. In these instances, our fees are generally limited to the fees paid at the time an engagement letter is signed ("Retainer Fees") and in some cases fees paid during the course of the engagement ("Progress Fees") that may have been earned. • Financial Restructuring provides advice to debtors, creditors and other parties-in-interest 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, our Financial Restructuring business segment offers a wide range of advisory services to our clients, including: the structuring, negotiation, and confirmation of plans of reorganization; structuring and analysis of exchange offers; corporate viability assessment; dispute resolution and expert testimony; and procuring debtor in possession financing. Although atypical, a Financial Restructuring transaction can fail to be completed for many reasons that are outside of our control. In these instances, our fees are generally limited to the initial Retainer Fees and/or Progress Fees. • Financial Advisory Services primarily provides valuations of various assets, 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. In addition, our Financial Advisory Services business segment renders fairness opinions in connection with mergers and acquisitions and other transactions, and solvency opinions in connection with corporate spin-offs and dividend recapitalizations, and other types of financial opinions in connection with other transactions. Also, our Financial Advisory Services business segment provides dispute resolution services to clients where fees are usually based on the hourly rates of our financial professionals. Lastly, our Financial Advisory Services business segment provides strategic consulting services to clients where fees are either fixed or based on the hourly rates of our consulting professionals. Unlike our Corporate Finance or Financial Restructuring segments, the fees generated in our Financial Advisory Services segment are generally not contingent on the successful completion of a transaction. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Mar. 31, 2017 | |
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 in accordance with generally accepted accounting principles ("GAAP") and pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC") and include all information and footnotes required for financial statement presentation, and include all disclosures required under GAAP in the United States for annual financial statements. (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 in other income (expense), net 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. Items subject to such estimates and assumptions include: the allowance for doubtful accounts; the valuation of deferred tax assets, goodwill, accrued expenses, 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, and 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 10). Other examples of operating expenses include: travel, meals and entertainment; rent; depreciation and amortization; information technology and communication; professional fees 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 years ended March 31, 2017 , 2016 , and 2015 , the Company received reimbursements of $33,015 , $28,183 , and $27,173 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. From time to time, we have entered into transactions to hedge our exposure to certain foreign currency fluctuations through the use of derivative instruments or other methods. We entered into a foreign currency forward contract against pound sterling with aggregate notional values of $3 million , $1 million , and $5 million and with fair values representing gains (losses) included in other operating expenses of $58 , ($62) , and $689 during the twelve months ended March 31, 2017, 2016, and 2015, respectively. (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 March 31, 2017 and 2016 , 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 3), are amounts due on demand, which generally arose from the transfer of available cash from HL, Inc. to ORIX USA and affiliates of ORIX USA. The amount due from an affiliate of ORIX USA with an outstanding balance of $20,136 as of March 31, 2016 was repaid in full in May 2016. The remaining balance as of March 31, 2017 relates to receivables from various affiliated joint ventures. (i) Restricted cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the statement of financial position that sum to the total of the same such amounts shown in the statement of cash flows. March 30, 2017 March 30, 2016 Cash and cash equivalents $ 300,314 $ 166,169 Restricted cash 192,372 — Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 492,686 $ 166,169 Amounts included in restricted cash represent those received from the issuance of shares in the Follow-on Offering and required to be set aside pursuant to the Forward Share Purchase Agreement (notes 1 and 3). The restriction will lapse when the related forward purchase liability is paid off. (j) 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 provision for bad debts in the accompanying consolidated statements of comprehensive income. Amounts deemed to be uncollectible are written off against the allowance for doubtful accounts. (k) Income Taxes Prior to the IPO, ORIX USA and its subsidiaries, including the Company, filed consolidated federal income tax returns and separate returns in state and local jurisdictions and did so for fiscal 2016 through the date of the IPO. The Company reported income tax expense as if it filed separate returns in all jurisdictions. Following the IPO, the Company files a consolidated federal income tax return separate from ORIX USA, as well as consolidated and separate returns in state and local jurisdictions, and the Company reports income tax expense on this basis. We account for income taxes in accordance with ASC 740, “Income Taxes,” which requires the recognition of tax benefits or expenses on temporary differences between the financial reporting and tax basis of our assets and liabilities. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities. The measurement of the deferred items is based on enacted tax laws and applicable tax rates. A valuation allowance related to a deferred tax asset is recorded if it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Company utilized a comprehensive model to recognize, measure, present, and disclose in its financial statements any uncertain tax positions that have been taken or are expected to be taken on a tax return. The impact of an uncertain tax position that is more likely than not of being sustained upon audit by the relevant taxing authority must be recognized at the largest amount that is more likely than not to be sustained. No portion of an uncertain tax position will be recognized if the position has less than a 50% likelihood of being sustained. Interest expense and penalties related to income taxes are included in the provision for income taxes in the accompanying consolidated statements of comprehensive income. (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 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 $126,887 , inclusive of foreign currency translations has been recognized. Goodwill is reviewed annually for impairment and more frequently if potential impairment indicators exist. 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. During the years ended March 31, 2017, 2016, and 2015, management has concluded that it is not more likely than not that the Company’s reporting units’ fair value is less than their carrying amount and no further impairment testing had been considered necessary. Indefinite-lived intangible assets are reviewed annually 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. During the years ended March 31, 2017, 2016, and 2015, management has concluded 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. During the years ended March 31, 2017, 2016, and 2015, 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 Financial Accounting Standards Board (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 ending March 31, 2019 for the Company). The new standard is to be applied using either the retrospective or cumulative-effective transition method. We are completing an implementation plan to adopt this pronouncement and as part of this plan, we are assessing the impact of the guidance on our results of operations. Based on our procedures performed to date, nothing has come to our attention that would indicate that the adoption of ASU 2014-09 will have a material impact on our financial statements, however, our assessment is ongoing. We intend to adopt ASU 2014-09 on April 1, 2018 and although we have not yet selected a transition method, the Company is currently evaluating the impact of the new standard under both transition methods, but is unable to quantify the impact on the consolidated financial statements at this time and has not made an election on the transition method. We anticipate completing our evaluation in the year ending March 31, 2018. In September 2015, the FASB issued ASU No. 2015-16, Business Combinations: Simplifying the Accounting for Measurements - Period Adjustments , which requires an acquirer to recognize measurement period adjustments to the provisional amounts recognized in a business combination in the reporting period during which the adjustment amounts are determined. Additionally, the amendments in this ASU require the acquirer to record in the same period’s financial statements the effect on earnings of changes in depreciation, amortization or other income effects, if any, as a result of the measurement period adjustment, calculated as if the accounting had been completed at the acquisition date as well as disclosing either on the face of the income statement or in the notes the portion of the amount recorded in current period earnings that would have been recorded in previous reporting periods. ASU No. 2015-16 is effective for interim and annual reporting periods beginning after December 15, 2015 (year ended March 31, 2017 for the Company). The new standard is to be applied prospectively. The Company adopted ASU No. 2015-16 and it did not have a material impact on the Company's operating results and financial position. In February 2016, the FASB issued ASU No. 2016-02, Leases . The amendments in this ASU requires lessees to recognize right-of-use assets and lease liabilities on the balance sheet for all leases with terms longer than 12 months. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize a right-of-use asset and lease liability. Additionally, when measuring assets and liabilities arising from a lease, optional payments should be included only if the lessee is reasonable certain to exercise an option to extend the lease, exercise a purchase option, or not exercise an option to terminate the lease. ASU 2016-02 is effective for interim and annual reporting periods beginning after December 15, 2018 (year ending March 31, 2020 for the Company). Early application is permitted. The Company is currently in the process of determining the impact that the updated accounting guidance will have on our consolidated financial statements. See Note 13 for a summary of our undiscounted minimum rental commitments under operating leases as of December 31, 2016. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation. The amendments in this ASU modified several aspects of the accounting for share-based payment transactions, including forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. The amendments in this ASU also clarify the statement of cash flows presentation for certain components of share-based awards. ASU No. 2016-09 is effective for interim and annual reporting periods beginning after December 15, 2016 (year ending March 31, 2018 for the Company). Early application is permitted. The Company did not adopt early and is currently evaluating the impact of the adoption of ASU No. 2016-09 but anticipates that the prospective impact of this new guidance will result in an increase or a decrease to the provision for income taxes for the delivery of stock under share-based payment arrangements, which will likely cause volatility in the effective tax rate and could be material to the consolidated statements of operations and the classification of cash flows in future periods. Additionally, upon adoption of the new guidance, the Company expects that a decrease to the provision for income taxes will occur in the first quarter ending June 30, 2017 as a result of the acceleration of vesting of share awards on February 14, 2017. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments . The amendments in this ASU include eight specific guidance measures for cash flow classification issues for (1) debt prepayment or debt extinguishment costs, (2) debt instruments with coupon interest rates, (3) contingent consideration payments made after a business combination, (4) settlement proceeds from insurance claims, (5) settlement proceeds from corporate-owned life insurance policies, (6) distributions received from equity method investees, (7) beneficial interests in securitization transactions, and (8) classification of cash receipts and payments that have aspects of more than one class of cash flows. ASU 2016-15 is effective for interim and annual reporting periods beginning after December 15, 2017 (year ending March 31, 2019 for the Company). This new accounting guidance will result in some changes in classification in the Consolidated Statement of Cash Flows, which the Company does not expect will be significant, and will not have a material impact on its consolidated financial position or results of operations. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows: Restricted Cash . The amendments in this ASU requires restricted cash and restricted cash equivalents to be included with the cash and cash equivalents balances when reconciling the beginning-of-period and end-of-period amounts shown on the statements of cash flows. ASU 2016-18 is effective for interim and annual reporting periods beginning after December 15, 2017 (year ending March 31, 2019 for the Company) with early adoption permitted. The Company adopted ASU No. 2016-18 and it did not have a material impact on the Company's operating results and financial position. In January 2017, the FASB issued ASU No. 2017-04, Intangible - Goodwill and Other: Simplifying the Test for Goodwill Impairment . The amendments in this ASU do not change the guidance on Step 1 of the goodwill impairment test but eliminates the requirement to calculate an implied goodwill value using Step 2. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value but should not exceed the total amount of goodwill allocated to that reporting unit. Also, an entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. ASU No. 2017-04 is effective for interim and annual reporting periods beginning after December 15, 2019 (year ending March 31, 2021 for the Company) with early adoption permitted. Management does not believe this guidance will have a material impact on the consolidated financial statements and related disclosures. (o) Reclassifications Certain prior year amounts have been reclassified to conform with current year presentation. |
RELATED_PARTY TRANSACTIONS
RELATED‑PARTY TRANSACTIONS | 12 Months Ended |
Mar. 31, 2017 | |
Related Party Transactions [Abstract] | |
RELATED‑PARTY TRANSACTIONS | RELATED‑PARTY TRANSACTIONS The Company provides financial advisory services to ORIX USA and its affiliates and received fees for these services totaling approximately $7,504 , $504 , and $119 during the years ended March 31, 2017 , 2016 , and 2015 , respectively. The Company provides certain management and administrative services for the Company's unconsolidated entities and receive fees for these services. These fees are offset with the compensation costs related to the administrative staffs. As a result, the Company received fees of $461 , $205 , and $0 during the years ended March 31, 2017 , 2016 , and 2015 , respectively. 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 , $874 , and $2,471 for the years ended March 31, 2017 , 2016 , and 2015 , 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 $269 and $214 for the years ended March 31, 2017 and 2016 , respectively, and are included in professional fees in the accompanying consolidated statements of comprehensive income. 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. The receivable from an affiliate of ORIX USA with an outstanding balance of $20,136 and that bore interest at a variable rate that was approximately 2.13% at March 31, 2016, was repaid in full in May 2016. Interest income earned by the Company related to cash balances held by ORIX and its affiliates was approximately $33 , $1,954 and $4,046 for the years ended March 31, 2017 , 2016 and 2015 , respectively. In November 2015, the Company entered into a joint venture arrangement with Leonardo & Co. NV, a European-based investment banking firm ("Leonardo"), in relation to Leonardo's Italian business by means of acquisition of a minority ( 49% ) interest. In conjunction with this transaction, a subsidiary of the Company loaned the joint venture 5,500 euro ( $5,900 as of March 31, 2017) which is included in receivables from affiliates and which bears interest at 1.5% and matures no later than November 2025. Interest income earned by the Company related to this receivable from affiliate was approximately $90 and $34 during the years ended March 31, 2017 and 2016 , respectively. As described in Note 1 above, in connection with, and prior to, the Follow-on Offering, on February 6, 2017, the Company entered into the Forward Share Purchase Agreement, pursuant to which the Company agreed to repurchase from ORIX USA on April 5, 2017 the number of shares of our Class B common stock equal to the number of shares of our Class A common stock sold by the Company in the Follow-on Offering (including any shares sold upon the exercise by the underwriters of their option to purchase additional shares of our Class A common stock) for a purchase price per share equal to the public offering price in the Follow-on Offering less underwriting discounts and commissions. On April 5, 2017, the Company settled the transaction provided for in the Forward Share Purchase Agreement and acquired 6,900,000 shares of Class B common stock from ORIX USA using the net proceeds we received from the Follow-on Offering. In accordance with the terms of the Forward Share Purchase Agreement, the purchase price per share under the Forward Share Purchase Agreement was reduced by the per share amount of the dividend paid to ORIX USA on the shares of our Class B common stock subject to the Forward Share Purchase Agreement prior to the settlement of the transaction. In February 2017, the Company entered a loan agreement with Houlihan Lokey (Australia) Pty Limited, the entity operating our joint venture in Australia. The Company loaned the joint venture 2,500 aud ( $1,900 as of March 31, 2017) which is included in receivables from affiliates and which bears interest at 2.0% . Interest income earned by the Company related to this receivable from affiliate was approximately $19 during the years ended March 31, 2017 . |
ALLOWANCE FOR UNCOLLECTIBLE ACC
ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE | 12 Months Ended |
Mar. 31, 2017 | |
Receivables [Abstract] | |
ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE | ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE Year Ended March 31, 2017 2016 Balance-beginning $ 7,844 $ 6,786 Provision for bad debt 4,008 2,538 Recovery (write-off) of uncollectible accounts (653 ) (1,480 ) Balance-ending $ 11,199 $ 7,844 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment, net of accumulated depreciation consist of the following: Useful Lives 2017 2016 Equipment 5 Years $ 6,731 $ 5,768 Furniture and fixtures 5 Years 18,171 19,158 Leasehold improvements 10 Years 26,298 16,987 Computers and software 3 Years 10,319 11,215 Other N/A 1,090 1,043 Total cost 62,609 54,171 Less: accumulated depreciation (32,193 ) (32,470 ) Total net book value $ 30,416 $ 21,701 Additions to property and equipment during the years ended March 31, 2017 and 2016 were primarily related to costs incurred to furnish new leased office space and refurbish existing space. Depreciation expense of approximately $5,708 , $4,588 , and $4,106 was recognized during the years ended March 31, 2017 , 2016 , and 2015 , respectively. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended |
Mar. 31, 2017 | |
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 March 31, 2017 March 31, 2016 Goodwill Indefinite $ 519,487 $ 518,679 Tradename-Houlihan Lokey Indefinite 192,210 192,210 Other intangible assets Varies 14,829 14,939 Total cost 726,526 725,828 Less: accumulated amortization (11,183 ) (8,460 ) Total net book value (before taxes) 715,343 717,368 Deferred tax liability (77,184 ) (77,184 ) Total net book value $ 638,159 $ 640,184 Goodwill attributable to the Company’s business segments are as follows: Business Segments April 1, 2016 Changes (a) March 31, 2017 Corporate Finance $ 270,034 $ (4,774 ) $ 265,260 Financial Restructuring 163,561 (1,049 ) 162,512 Financial Advisory Services 85,084 6,631 91,715 Total $ 518,679 $ 808 $ 519,487 (a) During January 2017, the Company acquired a financial advisory firm that provides technology and intellectual property valuations, developing and executing strategic intellectual property transactions, intellectual property-focused M&A advisory, and intellectual property-backed capital formation and restructuring services. Changes also include foreign currency translation adjustments of $(5,823) for the year ended March 31, 2017 . Amortization expense of approximately $3,145 , $2,911 , and $1,402 was recognized for the years ended March 31, 2017 , 2016 , and 2015 , respectively. The estimated future amortization for amortizable intangible assets for each of the next five years are as follows: Year Ended March 31, 2018 $ 1,431 2019 671 2020 576 2021 371 2022 157 |
LOANS PAYABLE
LOANS PAYABLE | 12 Months Ended |
Mar. 31, 2017 | |
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 $45.0 million note that bears interest at a rate of LIBOR plus 165 basis points or 3.45% and 2.87% as of March 31, 2017 and 2016 , respectively. The Company paid interest on the note of $806 and $922 for the years ended March 31, 2017 and 2016 , respectively. Beginning on June 30, 2016, the Company was required to make quarterly repayments of principal in the amount of $7.5 million , with the remaining principal amount due on the second anniversary of the completion of the IPO. As of March 31, 2017 the loan balance was $15.0 million , but the loan was repaid in full in May 2017. 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. The agreement governing this facility provides that borrowings bear interest at an annual rate of LIBOR plus 1.00% , commitment fees apply to unused amounts, and contains debt covenants which require that the Company maintain certain financial ratios. As of March 31, 2017, no principal was outstanding under the line of credit. The Company paid interest and unused commitment fees of $400 and $141 for the years ended March 31, 2017 and 2016 , respectively, under the line of credit. Prior to the IPO, Fram maintained certain loans payable to former shareholders consisting of unsecured notes payable which were transferred to the Company in conjunction with the IPO. The interest rates on the individual notes was 2.55% and 2.30% for the years ended March 31, 2017 and 2016 , respectively, and the maturity dates range from 2017 to 2027. The Company incurred interest expense on these notes of $203 and $188 for the years ended March 31, 2017 and 2016 , respectively. In November 2015, the Company acquired the investment banking operations of Leonardo in Germany, the Netherlands, Spain, and made an investment in a 49% interest in Italy. Total consideration included an unsecured loan of 14.0 million euro payable on November 16, 2040, which is included in loan payable to non-affiliates in the accompanying consolidated balance sheets. Under certain circumstances, the note may be paid in part or in whole over a five-year period in equal annual installments. In January 2017, we paid a portion of this loan in the amount of $2.9 million . This loan bears interest at an annual rate of 1.50% . The Company incurred $213 and $91 in interest expense on this loan for the years ended March 31, 2017 and 2016 , respectively. See note 13 for aggregated 5-year maturity table on loans payable. |
OTHER COMPREHENSIVE INCOME AND
OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS | 12 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS | OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS The only component of other comprehensive income relates to foreign currency translation adjustments of $(7,304) , $(3,275) , and $(2,435) for the years ended March 31, 2017 , 2016 , and 2015 , respectively. As the result of the vote in the U.K. to withdraw from the European Union, the change in foreign currency translation had a negative impact on the consolidated statements of comprehensive income. There will be a two-year time period in which the terms of withdrawal will be negotiated and there may be impacts on our European business that are unknown at this time. We believe the change in foreign currency translation will become more volatile, but we do not expect this to have a material impact on our operating results and financial position. Accumulated other comprehensive loss at March 31, 2017 and 2016 was comprised of the following: Balance, April 1, 2014 (8,903 ) Foreign currency translation adjustments (2,435 ) Balance, March 31, 2015 $ (11,338 ) Foreign currency translation adjustments (3,275 ) Balance, March 31, 2016 $ (14,613 ) Foreign currency translation adjustments (7,304 ) Balance, March 31, 2017 $ (21,917 ) |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company’s provision for income taxes was $70,144 , $55,863 , and $52,196 for the years ended March 31, 2017 , 2016 , and 2015 , respectively. This represents effective tax rates of 39.3% , 44.5% , and 39.5% for the years ended March 31, 2017 , 2016 , and 2015 , respectively. The decrease in the Company’s tax rate during the year ended March 31, 2017 relative to the same period in 2016 was due to a significant portion of the professional services fees associated with the IPO being non-tax deductible in the year ended March 31, 2016. The provision (benefit) for income taxes on operations for the years ended March 31, 2017 , 2016 , and 2015 comprises the following approximate values: March 31, 2017 March 31, 2016 March 31, 2015 Current: Federal $ 60,024 $ 43,252 $ 42,297 State 12,686 10,895 12,664 Foreign 3,527 5,881 4,593 Subtotal 76,237 60,028 59,554 Deferred: Federal (7,262 ) (3,867 ) (6,798 ) State (962 ) (93 ) (751 ) Foreign 2,131 (205 ) 191 Subtotal (6,093 ) (4,165 ) (7,358 ) Total $ 70,144 $ 55,863 $ 52,196 The provision for income taxes on operations for the years ended March 31, 2017 , 2016 , and 2015 is reconciled to the income taxes computed at the statutory federal income tax rate (computed by applying the federal corporate rate of 35% to consolidated operating income before provision for income taxes) as follows: March 31, 2017 March 31, 2016 March 31, 2015 Federal income tax provision computed at statutory rate $ 62,470 35.0 % $ 43,963 35.0 % $ 46,226 35.0 % State and local taxes, net of federal tax effect 8,139 4.6 % 7,108 5.7 % 6,844 5.2 % Foreign taxes (1,741 ) (1.0 )% (453 ) (0.4 )% (1,638 ) (1.3 )% Nondeductible expenses 1,422 0.8 % 1,475 1.2 % 1,285 1.0 % Nondeductible public offering-related expenses 562 0.3 % 3,930 3.1 % — — % Other (708 ) (0.4 )% (160 ) (0.1 )% (521 ) (0.4 )% Total $ 70,144 39.3 % $ 55,863 44.5 % $ 52,196 39.5 % Deferred income taxes arise principally from temporary differences between book and tax recognition of income, expenses, and losses relating to financing and other transactions. The deferred income taxes on the accompanying consolidated balance sheets at March 31, 2017 and 2016 comprise the following: March 31, 2017 March 31, 2016 Deferred tax assets: Deferred compensation expense/accrued bonus $ 57,379 $ 43,348 Allowance for doubtful accounts 4,920 3,195 Other, net 251 1,399 Total deferred tax assets 62,550 47,942 Deferred tax liabilities: Intangibles (77,184 ) (77,184 ) Accounts receivable and work in process (16,562 ) (8,046 ) Total deferred tax liabilities (93,746 ) (85,230 ) Net deferred tax liabilities $ (31,196 ) $ (37,288 ) A valuation allowance is required when it is more likely than not that some portion of the deferred tax assets will not be realized. The Company has determined that it is more likely than not that all deferred tax assets will be realized. Accordingly, no valuation allowance has been recognized. As of March 31, 2017 and 2016 , the Company had recorded liabilities for interest and penalties related to uncertain tax positions in the amounts of $816 and $313 , net of any future tax benefit of such interest, respectively. Unrecognized tax benefits totaled $3,694 and $1,024 as of March 31, 2017 and 2016 , respectively. If the income tax benefits from these tax positions are ultimately realized, such realization would affect the income tax provision and effective tax rate. A reconciliation of the unrecognized tax benefits for the years ended March 31, 2017 , 2016 and 2015 is as follows: March 31, 2017 March 31, 2016 March 31, 2015 Unrecognized tax position at the beginning of the year $ 1,024 $ 133 $ 533 Increases (decreases) related to prior year tax positions 2,670 891 (400 ) Unrecognized tax position at the end of the year $ 3,694 $ 1,024 $ 133 In the next 12 months, certain uncertain tax positions may reverse as the related statutes expire. Prior to the IPO, the Company filed as a member of the ORIX USA consolidated federal income tax group and did so for fiscal year 2016 through the date of the IPO. Following the IPO, the Company files a consolidated federal income tax return separate from ORIX USA, as well as consolidated and separate returns in state and local jurisdictions. As of March 31, 2017, all of the federal income tax returns filed since 2014 by ORIX USA which include the Company as a subsidiary or filed by the Company are still subject to adjustment upon audit. ORIX USA is currently under federal income tax audit by the Internal Revenue Service for the year ended March 31, 2013. The Company also files combined and separate income tax returns in many states, and these returns remain open for adjustments to the Company’s federal income tax returns. Additionally, ORIX USA is currently under California audit for the years ended March 31, 2012, March 31, 2013 and March 31, 2014, as well as under Minnesota audit for the years ended March 31, 2013, March 31, 2014, March 31, 2015 and March 31, 2016. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Mar. 31, 2017 | |
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 $2,321 , $2,060 and $1,355 during the years ended March 31, 2017 , 2016 and 2015 , respectively, to these defined contribution plans. (b) Share-Based Incentive Plans Prior to the IPO, HL CA had no stock-based incentive compensation plans; however, during the period it was a subsidiary of Fram, certain employees of HL CA were granted restricted shares of Fram. Compensation expenses related to these shares was recorded at the HL CA 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 of the Company as a component of annual incentive pay and occasionally in conjunction with new hire employment. Under 2006 Incentive Plan, awards typically vested after three years of service from the date of grant. Prior to the IPO, the grant-date fair value of each award was determined by Fram's board of directors as discussed further below. 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 have been and 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 continue to 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. Equity-based incentive awards issued under the 2016 Incentive Plan generally vest over a four -year period. An aggregate of 9,137 restricted shares of Class A common stock were granted under the 2016 Incentive Plan to (i) two independent directors in August 2015 at $21.00 per share. (ii) two independent directors in the first quarter of fiscal 2017 at $25.21 per share, and (iii) one independent director in the first quarter of fiscal 2017 at $23.93 per share. The share awards are classified as equity awards at the 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 which relate to the 2006 Incentive Plan and the 2016 Incentive Plan during the years ended March 31, 2017 and 2016 is as follows: Nonvested share awards Shares Weighted average grant date fair value Balance at April 1, 2015 2,983,999 $ 12.85 Granted 4,388,333 21.00 Vested (1,395,192 ) 12.99 Forfeited (73,972 ) 18.59 March 31, 2016 5,903,168 $ 18.80 Granted 1,604,120 25.24 Vested (2,791,213 ) 18.33 Shares repurchased/forfeited (1,089,805 ) 18.77 March 31, 2017 3,626,270 $ 22.35 Activity in liability classified share awards during the years ended March 31, 2017 and 2016 is as follows: Awards settleable in shares Fair value Balance at April 1, 2015 $ 14,984 Offer to grant 35,886 Share price determined-converted to cash payments (6,244 ) Share price determined-transferred to equity grants 1 (29,519 ) Forfeited (1,125 ) Balance at March 31, 2016 $ 13,982 Offer to grant 5,625 Share price determined-converted to cash payments (1,687 ) Share price determined-transferred to equity grants 1 (4,752 ) Forfeited (425 ) Balance at March 31, 2017 $ 12,743 1 183,570 and 1,404,566 shares for the years ended March 31, 2017 and 2016, respectively. Compensation expenses for the Company associated with both equity and liability classified awards totaled $45,059 , $35,057 , and $23,200 for the years ended March 31, 2017 , 2016 , and 2015 , respectively. At March 31, 2017 , there was $81,051 of total unrecognized compensation cost related to unvested share awards granted under both the 2006 Incentive Plan and 2016 Incentive Plan. That cost is expected to be recognized over a weighted average period of 1.4 years . On February 14, 2017, in connection with the Follow-on Offering discussed in notes 1 and 3, the Company accelerated the vesting of of certain awards that were due to vest on April 30, 2017. Under the terms of both the 2006 Incentive Plan and 2016 Incentive Plan, upon the vesting of awards, shares may be withheld to meet the minimum statutory tax withholding requirements. The Company satisfied such obligations upon vesting by retiring 704,528 shares upon the accelerated vesting of 1,907,890 shares. Prior to the IPO, the Fram board of directors determined fair value of the shares using input from a third party, which used a combination of historical and forecasted results and market data. The methods used to estimate the fair value of Fram shares included the market approach and the income approach. Under the market approach, fair value was determined by multiplying revenues of comparable public companies by the relevant valuation multiple, adjusted for any differences with the referenced comparable. Under the income approach, fair value was determined by converting future cash flows to a single present amount (discounted) using current expectations about those future amounts. The significant assumptions used to develop the fair value estimates included the discount rate ( 11.5% for 2015) used under the income approach and revenue multiples ( 0.9 x - 4.4 x for 2015) used under the market approach. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 12 Months Ended |
Mar. 31, 2017 | |
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, restricted cash, accounts receivable, unbilled work in process, receivables from affiliates, prepaid expenses, 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, loans payable to former shareholders and an unsecured loan which is included in loan to non-affiliates, approximates fair value due to the variable interest rate borne by those instruments. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY (a) Fram Shares As described in note 10, the Company’s former parent, Fram, granted compensatory restricted shares to certain employees of the Company under the 2006 Incentive Plan. 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 had purchased $12,856 for the year ended March 31, 2015 . As described in note 1, all Fram shares were converted to shares of the Company's 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. During the year ended March 31, 2017 , an additional 9,200,000 Class A shares were sold to the public in the Follow-on Offering as discussed in note 1, 9,137 shares were issued to non-employee directors, and 733,150 shares were converted from Class B to Class A. 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 March 31, 2017 (before giving effect to the transaction under the Forward Share Purchase Agreement), there were 29,272,968 Class B shares held by the HL Voting Trust and 21,610,331 Class B shares held by ORIX USA. (d) Dividends Approximately $3,284 and $8,657 of dividends previously declared related to unvested shares were unpaid at March 31, 2017 and 2016 , respectively. (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 restricted shares of the Company. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Mar. 31, 2017 | |
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, operations and cash flows. 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: 2018 $ 17,450 2019 986 2020 654 2021 574 2022 280 2023 and thereafter 12,618 Total $ 32,562 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 March 31, 2017 or 2016 . In addition, an acquisition made in December 2012 included contingent consideration with carrying value of $0 and $1,418 as of March 31, 2017 and 2016 , respectively, which is included in other liabilities in the accompanying consolidated balance sheets. An acquisition made in January 2015 included contingent consideration with a carrying value of $2,619 and $2,466 , respectively, as of March 31, 2017 and 2016 , and non-contingent consideration with a carrying value of $3,181 and $3,247 , respectively, as of March 31, 2017 and 2016 , which are included in other liabilities in the accompanying consolidated balance sheets. An acquisition made in January 2017 included contingent consideration with a carrying value of $2,655 and non-contingent consideration with a carrying value of $1,873 as of March 31, 2017 , which are included in other liabilities in the accompanying consolidated balance sheets. Straight-line rent expense under noncancelable operating lease arrangements and the related operating expenses were approximately $26,205 , $25,645 , and $23,486 for the years ended March 31, 2017 , 2016 , and 2015 , 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 March 31: 2018 $ 19,982 2019 20,153 2020 19,389 2021 19,292 2022 15,888 2023 and thereafter 41,151 Total $ 135,855 |
SEGMENT AND GEOGRAPHICAL INFORM
SEGMENT AND GEOGRAPHICAL INFORMATION | 12 Months Ended |
Mar. 31, 2017 | |
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 represent 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, human resources, human capital management, marketing, information technology, compliance and legal. The following tables present information about revenues, profit and assets by segment and geography. Year ended March 31, 2017 2016 2015 Revenues by segment: Corporate Finance $ 434,558 $ 371,790 $ 367,632 Financial Restructuring 307,595 202,343 207,909 Financial Advisory Services 129,938 119,632 105,331 Total segment revenues $ 872,091 $ 693,765 $ 680,872 Segment profit Corporate Finance $ 119,739 $ 103,447 $ 101,266 Financial Restructuring 92,831 54,950 52,246 Financial Advisory Services 28,905 30,313 24,344 Total segment profit 241,475 188,710 177,856 Corporate expenses (59,480 ) (62,310 ) (49,202 ) Other income (expense), net (3,508 ) (770 ) 3,481 Income before provision for income taxes $ 178,487 $ 125,630 $ 132,135 March 31, 2017 March 31, 2016 March 31, 2015 Assets by segment: Corporate Finance $ 316,561 $ 309,605 $ 234,966 Financial Restructuring 193,275 196,473 186,234 Financial Advisory Services 121,640 111,637 98,688 Total segment assets 631,476 617,715 519,888 Corporate assets 754,231 453,169 709,960 Total assets $ 1,385,707 $ 1,070,884 $ 1,229,848 Year ended March 31, 2017 2016 2015 Revenues by geography: United States $ 760,450 $ 601,197 $ 595,113 International 111,641 92,568 85,759 Total revenues $ 872,091 $ 693,765 $ 680,872 Year ended March 31, 2017 2016 2015 Income before provision for income taxes by geography: United States $ 154,268 $ 108,221 $ 119,819 International 24,219 17,409 12,316 Total income before provision for income taxes $ 178,487 $ 125,630 $ 132,135 March 31, 2017 March 31, 2016 March 31, 2015 Assets by geography: United States $ 964,273 $ 721,937 $ 948,054 International 421,434 348,947 281,794 Total assets $ 1,385,707 $ 1,070,884 $ 1,229,848 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On May 9, 2017, the Board of Directors of the Company declared a quarterly cash dividend of $0.20 per share for holders of record as of June 2, 2017 and payable on June 15, 2017. On April 5, 2017, the Company settled its $192,372 forward purchase obligation with a related party and the funds held in escrow were released and the related 6,900,000 Class B shares were retired. In May 2017, the Company repaid the remaining $15,000 principal amount due on the note payable to ORIX USA. The Company has evaluated subsequent events from the consolidated balance sheet date through the date at which the consolidated financial statements were available to be issued. As a result of that evaluation, we have determined that there were no additional subsequent events requiring disclosure in the financial statements. |
Consolidated Quarterly Results
Consolidated Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Mar. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Consolidated Quarterly Results of Operations (Unaudited) | Consolidated Quarterly Results of Operations (Unaudited) ($ in thousands, except per share data) For the Three Months Ended 6/30/2016 9/30/2016 12/31/2016 3/31/2017 Revenues $ 180,774 $ 186,537 $ 247,680 $ 257,100 Total operating expenses 147,913 151,560 190,857 199,766 Operating income 32,861 34,977 56,823 57,334 Net income attributable to Houlihan Lokey, Inc. $ 19,411 $ 20,876 $ 33,980 $ 34,076 Net income per share of common stock: Basic $ 0.32 $ 0.34 $ 0.56 $ 0.55 Diluted $ 0.29 $ 0.31 $ 0.51 $ 0.51 Dividends declared per share of common stock (1) $ 0.17 $ 0.17 $ 0.17 $ 0.20 For the Three Months Ended 6/30/2015 9/30/2015 12/31/2015 3/31/2016 Revenues $ 146,266 $ 158,380 $ 205,523 $ 183,596 Total operating expenses 122,486 140,943 161,837 142,099 Operating income 23,780 17,437 43,686 41,497 Net income 15,071 9,255 22,661 22,780 Net loss attributable to noncontrolling interests (26 ) — — — Net income attributable to Houlihan Lokey, Inc. $ 15,045 $ 9,255 $ 22,661 $ 22,780 Net income per share of common stock: Basic $ 0.26 $ 0.16 $ 0.38 $ 0.38 Diluted $ 0.25 $ 0.15 $ 0.35 $ 0.35 Dividends declared per share of common stock (1) $ — $ — $ 0.15 $ 0.15 _______________________________________________________________________________ (1) In addition to the $0.30 per share paid to holders of HLI shares during the year ended March 31, 2016, prior to the consummation of the IPO, the Company distributed to the 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 footnote 7), 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 ), together with $5.0 million in cash to be used to complete a potential acquisition investment and in the administration of these assets in the future. |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Mar. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II—Valuation and Qualifying Accounts | Schedule II—Valuation and Qualifying Accounts March 31, 2017, 2016 and 2015 ($ in thousands) Allowance for Uncollectible Accounts Balance – April 1, 2014 $ 6,023 Provision for bad debts 2,027 Write-off of uncollectible accounts (1,264 ) Balance – March 31, 2015 $ 6,786 Provision for bad debts 2,538 Write-off of uncollectible accounts (1,480 ) Balance – March 31, 2016 $ 7,844 Provision for bad debts 4,008 Write-off of uncollectible accounts (653 ) Balance – March 31, 2017 $ 11,199 |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles ("GAAP") and pursuant to the rules and regulations of the United States Securities and Exchange Commission (the "SEC") and include all information and footnotes required for financial statement presentation, and include all disclosures required under GAAP in the United States for annual financial statements. |
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 in other income (expense), net 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. Items subject to such estimates and assumptions include: the allowance for doubtful accounts; the valuation of deferred tax assets, goodwill, accrued expenses, 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, and 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 March 31, 2017 and 2016 , 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 3), are amounts due on demand, which generally arose from the transfer of available cash from HL, Inc. to ORIX USA and affiliates of ORIX USA. The |
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 provision for bad debts in the accompanying consolidated statements of comprehensive income. Amounts deemed to be uncollectible are written off against the allowance for doubtful accounts. |
Income Taxes | Income Taxes Prior to the IPO, ORIX USA and its subsidiaries, including the Company, filed consolidated federal income tax returns and separate returns in state and local jurisdictions and did so for fiscal 2016 through the date of the IPO. The Company reported income tax expense as if it filed separate returns in all jurisdictions. Following the IPO, the Company files a consolidated federal income tax return separate from ORIX USA, as well as consolidated and separate returns in state and local jurisdictions, and the Company reports income tax expense on this basis. We account for income taxes in accordance with ASC 740, “Income Taxes,” which requires the recognition of tax benefits or expenses on temporary differences between the financial reporting and tax basis of our assets and liabilities. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities. The measurement of the deferred items is based on enacted tax laws and applicable tax rates. A valuation allowance related to a deferred tax asset is recorded if it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Company utilized a comprehensive model to recognize, measure, present, and disclose in its financial statements any uncertain tax positions that have been taken or are expected to be taken on a tax return. The impact of an uncertain tax position that is more likely than not of being sustained upon audit by the relevant taxing authority must be recognized at the largest amount that is more likely than not to be sustained. No portion of an uncertain tax position will be recognized if the position has less than a 50% likelihood of being sustained. Interest expense and penalties related to income taxes are included in the provision for income taxes in the accompanying consolidated statements of comprehensive income. |
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 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 $126,887 , inclusive of foreign currency translations has been recognized. Goodwill is reviewed annually for impairment and more frequently if potential impairment indicators exist. 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. During the years ended March 31, 2017, 2016, and 2015, management has concluded that it is not more likely than not that the Company’s reporting units’ fair value is less than their carrying amount and no further impairment testing had been considered necessary. Indefinite-lived intangible assets are reviewed annually 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. During the years ended March 31, 2017, 2016, and 2015, management has concluded 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. During the years ended March 31, 2017, 2016, and 2015, 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 Financial Accounting Standards Board (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 ending March 31, 2019 for the Company). The new standard is to be applied using either the retrospective or cumulative-effective transition method. We are completing an implementation plan to adopt this pronouncement and as part of this plan, we are assessing the impact of the guidance on our results of operations. Based on our procedures performed to date, nothing has come to our attention that would indicate that the adoption of ASU 2014-09 will have a material impact on our financial statements, however, our assessment is ongoing. We intend to adopt ASU 2014-09 on April 1, 2018 and although we have not yet selected a transition method, the Company is currently evaluating the impact of the new standard under both transition methods, but is unable to quantify the impact on the consolidated financial statements at this time and has not made an election on the transition method. We anticipate completing our evaluation in the year ending March 31, 2018. In September 2015, the FASB issued ASU No. 2015-16, Business Combinations: Simplifying the Accounting for Measurements - Period Adjustments , which requires an acquirer to recognize measurement period adjustments to the provisional amounts recognized in a business combination in the reporting period during which the adjustment amounts are determined. Additionally, the amendments in this ASU require the acquirer to record in the same period’s financial statements the effect on earnings of changes in depreciation, amortization or other income effects, if any, as a result of the measurement period adjustment, calculated as if the accounting had been completed at the acquisition date as well as disclosing either on the face of the income statement or in the notes the portion of the amount recorded in current period earnings that would have been recorded in previous reporting periods. ASU No. 2015-16 is effective for interim and annual reporting periods beginning after December 15, 2015 (year ended March 31, 2017 for the Company). The new standard is to be applied prospectively. The Company adopted ASU No. 2015-16 and it did not have a material impact on the Company's operating results and financial position. In February 2016, the FASB issued ASU No. 2016-02, Leases . The amendments in this ASU requires lessees to recognize right-of-use assets and lease liabilities on the balance sheet for all leases with terms longer than 12 months. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize a right-of-use asset and lease liability. Additionally, when measuring assets and liabilities arising from a lease, optional payments should be included only if the lessee is reasonable certain to exercise an option to extend the lease, exercise a purchase option, or not exercise an option to terminate the lease. ASU 2016-02 is effective for interim and annual reporting periods beginning after December 15, 2018 (year ending March 31, 2020 for the Company). Early application is permitted. The Company is currently in the process of determining the impact that the updated accounting guidance will have on our consolidated financial statements. See Note 13 for a summary of our undiscounted minimum rental commitments under operating leases as of December 31, 2016. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation. The amendments in this ASU modified several aspects of the accounting for share-based payment transactions, including forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. The amendments in this ASU also clarify the statement of cash flows presentation for certain components of share-based awards. ASU No. 2016-09 is effective for interim and annual reporting periods beginning after December 15, 2016 (year ending March 31, 2018 for the Company). Early application is permitted. The Company did not adopt early and is currently evaluating the impact of the adoption of ASU No. 2016-09 but anticipates that the prospective impact of this new guidance will result in an increase or a decrease to the provision for income taxes for the delivery of stock under share-based payment arrangements, which will likely cause volatility in the effective tax rate and could be material to the consolidated statements of operations and the classification of cash flows in future periods. Additionally, upon adoption of the new guidance, the Company expects that a decrease to the provision for income taxes will occur in the first quarter ending June 30, 2017 as a result of the acceleration of vesting of share awards on February 14, 2017. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments . The amendments in this ASU include eight specific guidance measures for cash flow classification issues for (1) debt prepayment or debt extinguishment costs, (2) debt instruments with coupon interest rates, (3) contingent consideration payments made after a business combination, (4) settlement proceeds from insurance claims, (5) settlement proceeds from corporate-owned life insurance policies, (6) distributions received from equity method investees, (7) beneficial interests in securitization transactions, and (8) classification of cash receipts and payments that have aspects of more than one class of cash flows. ASU 2016-15 is effective for interim and annual reporting periods beginning after December 15, 2017 (year ending March 31, 2019 for the Company). This new accounting guidance will result in some changes in classification in the Consolidated Statement of Cash Flows, which the Company does not expect will be significant, and will not have a material impact on its consolidated financial position or results of operations. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows: Restricted Cash . The amendments in this ASU requires restricted cash and restricted cash equivalents to be included with the cash and cash equivalents balances when reconciling the beginning-of-period and end-of-period amounts shown on the statements of cash flows. ASU 2016-18 is effective for interim and annual reporting periods beginning after December 15, 2017 (year ending March 31, 2019 for the Company) with early adoption permitted. The Company adopted ASU No. 2016-18 and it did not have a material impact on the Company's operating results and financial position. In January 2017, the FASB issued ASU No. 2017-04, Intangible - Goodwill and Other: Simplifying the Test for Goodwill Impairment . The amendments in this ASU do not change the guidance on Step 1 of the goodwill impairment test but eliminates the requirement to calculate an implied goodwill value using Step 2. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value but should not exceed the total amount of goodwill allocated to that reporting unit. Also, an entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. ASU No. 2017-04 is effective for interim and annual reporting periods beginning after December 15, 2019 (year ending March 31, 2021 for the Company) with early adoption permitted. Management does not believe this guidance will have a material impact on the consolidated financial statements and related disclosures. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform with current year presentation. |
SUMMARY OF SIGNIFICANT ACCOUN26
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Accounting Policies [Abstract] | |
Reconciliation of Cash, Cash Equivalents, and Restricted Cash | Restricted cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the statement of financial position that sum to the total of the same such amounts shown in the statement of cash flows. March 30, 2017 March 30, 2016 Cash and cash equivalents $ 300,314 $ 166,169 Restricted cash 192,372 — Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 492,686 $ 166,169 |
ALLOWANCE FOR UNCOLLECTIBLE A27
ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Receivables [Abstract] | |
Allowance for Uncollectible Accounts Receivable | Year Ended March 31, 2017 2016 Balance-beginning $ 7,844 $ 6,786 Provision for bad debt 4,008 2,538 Recovery (write-off) of uncollectible accounts (653 ) (1,480 ) Balance-ending $ 11,199 $ 7,844 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net of accumulated depreciation consist of the following: Useful Lives 2017 2016 Equipment 5 Years $ 6,731 $ 5,768 Furniture and fixtures 5 Years 18,171 19,158 Leasehold improvements 10 Years 26,298 16,987 Computers and software 3 Years 10,319 11,215 Other N/A 1,090 1,043 Total cost 62,609 54,171 Less: accumulated depreciation (32,193 ) (32,470 ) Total net book value $ 30,416 $ 21,701 |
GOODWILL AND OTHER INTANGIBLE29
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | Goodwill and other intangibles consist of the following. Useful Lives March 31, 2017 March 31, 2016 Goodwill Indefinite $ 519,487 $ 518,679 Tradename-Houlihan Lokey Indefinite 192,210 192,210 Other intangible assets Varies 14,829 14,939 Total cost 726,526 725,828 Less: accumulated amortization (11,183 ) (8,460 ) Total net book value (before taxes) 715,343 717,368 Deferred tax liability (77,184 ) (77,184 ) Total net book value $ 638,159 $ 640,184 |
Schedule of Goodwill by Business Segment | Goodwill attributable to the Company’s business segments are as follows: Business Segments April 1, 2016 Changes (a) March 31, 2017 Corporate Finance $ 270,034 $ (4,774 ) $ 265,260 Financial Restructuring 163,561 (1,049 ) 162,512 Financial Advisory Services 85,084 6,631 91,715 Total $ 518,679 $ 808 $ 519,487 (a) During January 2017, the Company acquired a financial advisory firm that provides technology and intellectual property valuations, developing and executing strategic intellectual property transactions, intellectual property-focused M&A advisory, and intellectual property-backed capital formation and restructuring services. Changes also include foreign currency translation adjustments of $(5,823) for the year ended March 31, 2017 . |
Finite-lived Intangible Assets Amortization Expense | The estimated future amortization for amortizable intangible assets for each of the next five years are as follows: Year Ended March 31, 2018 $ 1,431 2019 671 2020 576 2021 371 2022 157 |
OTHER COMPREHENSIVE INCOME AN30
OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss at March 31, 2017 and 2016 was comprised of the following: Balance, April 1, 2014 (8,903 ) Foreign currency translation adjustments (2,435 ) Balance, March 31, 2015 $ (11,338 ) Foreign currency translation adjustments (3,275 ) Balance, March 31, 2016 $ (14,613 ) Foreign currency translation adjustments (7,304 ) Balance, March 31, 2017 $ (21,917 ) |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Provision (Benefit) for Income Taxes on Operations | The provision (benefit) for income taxes on operations for the years ended March 31, 2017 , 2016 , and 2015 comprises the following approximate values: March 31, 2017 March 31, 2016 March 31, 2015 Current: Federal $ 60,024 $ 43,252 $ 42,297 State 12,686 10,895 12,664 Foreign 3,527 5,881 4,593 Subtotal 76,237 60,028 59,554 Deferred: Federal (7,262 ) (3,867 ) (6,798 ) State (962 ) (93 ) (751 ) Foreign 2,131 (205 ) 191 Subtotal (6,093 ) (4,165 ) (7,358 ) Total $ 70,144 $ 55,863 $ 52,196 |
Effective Income Tax Rate Reconciliation | The provision for income taxes on operations for the years ended March 31, 2017 , 2016 , and 2015 is reconciled to the income taxes computed at the statutory federal income tax rate (computed by applying the federal corporate rate of 35% to consolidated operating income before provision for income taxes) as follows: March 31, 2017 March 31, 2016 March 31, 2015 Federal income tax provision computed at statutory rate $ 62,470 35.0 % $ 43,963 35.0 % $ 46,226 35.0 % State and local taxes, net of federal tax effect 8,139 4.6 % 7,108 5.7 % 6,844 5.2 % Foreign taxes (1,741 ) (1.0 )% (453 ) (0.4 )% (1,638 ) (1.3 )% Nondeductible expenses 1,422 0.8 % 1,475 1.2 % 1,285 1.0 % Nondeductible public offering-related expenses 562 0.3 % 3,930 3.1 % — — % Other (708 ) (0.4 )% (160 ) (0.1 )% (521 ) (0.4 )% Total $ 70,144 39.3 % $ 55,863 44.5 % $ 52,196 39.5 % |
Schedule of Deferred Tax Assets and Liabilities | The deferred income taxes on the accompanying consolidated balance sheets at March 31, 2017 and 2016 comprise the following: March 31, 2017 March 31, 2016 Deferred tax assets: Deferred compensation expense/accrued bonus $ 57,379 $ 43,348 Allowance for doubtful accounts 4,920 3,195 Other, net 251 1,399 Total deferred tax assets 62,550 47,942 Deferred tax liabilities: Intangibles (77,184 ) (77,184 ) Accounts receivable and work in process (16,562 ) (8,046 ) Total deferred tax liabilities (93,746 ) (85,230 ) Net deferred tax liabilities $ (31,196 ) $ (37,288 ) |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the unrecognized tax benefits for the years ended March 31, 2017 , 2016 and 2015 is as follows: March 31, 2017 March 31, 2016 March 31, 2015 Unrecognized tax position at the beginning of the year $ 1,024 $ 133 $ 533 Increases (decreases) related to prior year tax positions 2,670 891 (400 ) Unrecognized tax position at the end of the year $ 3,694 $ 1,024 $ 133 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Activity in Equity Classified Share Awards | during the years ended March 31, 2017 and 2016 is as follows: Nonvested share awards Shares Weighted average grant date fair value Balance at April 1, 2015 2,983,999 $ 12.85 Granted 4,388,333 21.00 Vested (1,395,192 ) 12.99 Forfeited (73,972 ) 18.59 March 31, 2016 5,903,168 $ 18.80 Granted 1,604,120 25.24 Vested (2,791,213 ) 18.33 Shares repurchased/forfeited (1,089,805 ) 18.77 March 31, 2017 3,626,270 $ 22.35 |
Activity in Liability Classified Share Awards | Activity in liability classified share awards during the years ended March 31, 2017 and 2016 is as follows: Awards settleable in shares Fair value Balance at April 1, 2015 $ 14,984 Offer to grant 35,886 Share price determined-converted to cash payments (6,244 ) Share price determined-transferred to equity grants 1 (29,519 ) Forfeited (1,125 ) Balance at March 31, 2016 $ 13,982 Offer to grant 5,625 Share price determined-converted to cash payments (1,687 ) Share price determined-transferred to equity grants 1 (4,752 ) Forfeited (425 ) Balance at March 31, 2017 $ 12,743 1 183,570 and 1,404,566 shares for the years ended March 31, 2017 and 2016, respectively. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
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: 2018 $ 17,450 2019 986 2020 654 2021 574 2022 280 2023 and thereafter 12,618 Total $ 32,562 |
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 March 31: 2018 $ 19,982 2019 20,153 2020 19,389 2021 19,292 2022 15,888 2023 and thereafter 41,151 Total $ 135,855 |
SEGMENT AND GEOGRAPHICAL INFO34
SEGMENT AND GEOGRAPHICAL INFORMATION (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Revenue, Profit and Assets by Segment | The following tables present information about revenues, profit and assets by segment and geography. Year ended March 31, 2017 2016 2015 Revenues by segment: Corporate Finance $ 434,558 $ 371,790 $ 367,632 Financial Restructuring 307,595 202,343 207,909 Financial Advisory Services 129,938 119,632 105,331 Total segment revenues $ 872,091 $ 693,765 $ 680,872 Segment profit Corporate Finance $ 119,739 $ 103,447 $ 101,266 Financial Restructuring 92,831 54,950 52,246 Financial Advisory Services 28,905 30,313 24,344 Total segment profit 241,475 188,710 177,856 Corporate expenses (59,480 ) (62,310 ) (49,202 ) Other income (expense), net (3,508 ) (770 ) 3,481 Income before provision for income taxes $ 178,487 $ 125,630 $ 132,135 March 31, 2017 March 31, 2016 March 31, 2015 Assets by segment: Corporate Finance $ 316,561 $ 309,605 $ 234,966 Financial Restructuring 193,275 196,473 186,234 Financial Advisory Services 121,640 111,637 98,688 Total segment assets 631,476 617,715 519,888 Corporate assets 754,231 453,169 709,960 Total assets $ 1,385,707 $ 1,070,884 $ 1,229,848 |
Revenue and Income Before Provision for Income Taxes by Geographic Areas | Year ended March 31, 2017 2016 2015 Revenues by geography: United States $ 760,450 $ 601,197 $ 595,113 International 111,641 92,568 85,759 Total revenues $ 872,091 $ 693,765 $ 680,872 Year ended March 31, 2017 2016 2015 Income before provision for income taxes by geography: United States $ 154,268 $ 108,221 $ 119,819 International 24,219 17,409 12,316 Total income before provision for income taxes $ 178,487 $ 125,630 $ 132,135 |
Assets by Geographic Areas | March 31, 2017 March 31, 2016 March 31, 2015 Assets by geography: United States $ 964,273 $ 721,937 $ 948,054 International 421,434 348,947 281,794 Total assets $ 1,385,707 $ 1,070,884 $ 1,229,848 |
Consolidated Quarterly Result35
Consolidated Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Consolidated Quarterly Results of Operations (Unaudited) | ($ in thousands, except per share data) For the Three Months Ended 6/30/2016 9/30/2016 12/31/2016 3/31/2017 Revenues $ 180,774 $ 186,537 $ 247,680 $ 257,100 Total operating expenses 147,913 151,560 190,857 199,766 Operating income 32,861 34,977 56,823 57,334 Net income attributable to Houlihan Lokey, Inc. $ 19,411 $ 20,876 $ 33,980 $ 34,076 Net income per share of common stock: Basic $ 0.32 $ 0.34 $ 0.56 $ 0.55 Diluted $ 0.29 $ 0.31 $ 0.51 $ 0.51 Dividends declared per share of common stock (1) $ 0.17 $ 0.17 $ 0.17 $ 0.20 For the Three Months Ended 6/30/2015 9/30/2015 12/31/2015 3/31/2016 Revenues $ 146,266 $ 158,380 $ 205,523 $ 183,596 Total operating expenses 122,486 140,943 161,837 142,099 Operating income 23,780 17,437 43,686 41,497 Net income 15,071 9,255 22,661 22,780 Net loss attributable to noncontrolling interests (26 ) — — — Net income attributable to Houlihan Lokey, Inc. $ 15,045 $ 9,255 $ 22,661 $ 22,780 Net income per share of common stock: Basic $ 0.26 $ 0.16 $ 0.38 $ 0.38 Diluted $ 0.25 $ 0.15 $ 0.35 $ 0.35 Dividends declared per share of common stock (1) $ — $ — $ 0.15 $ 0.15 _______________________________________________________________________________ (1) In addition to the $0.30 per share paid to holders of HLI shares during the year ended March 31, 2016, prior to the consummation of the IPO, the Company distributed to the 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 footnote 7), 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 ), together with $5.0 million in cash to be used to complete a potential acquisition investment and in the administration of these assets in the future. |
BACKGROUND (Details)
BACKGROUND (Details) | Mar. 15, 2017shares | Feb. 14, 2017$ / sharesshares | Aug. 17, 2015USD ($)business | Mar. 31, 2017USD ($)segmentshares | Mar. 31, 2016USD ($)shares | Mar. 31, 2015USD ($)shares | Apr. 05, 2017shares | Aug. 18, 2015voteshares | Jun. 30, 2015USD ($) | Mar. 31, 2014shares |
Class of Stock [Line Items] | ||||||||||
Conversion ratio of common stock | 1 | |||||||||
Professional fees | $ | $ 13,073,000 | $ 20,687,000 | $ 5,563,000 | |||||||
Number of business segments | segment | 3 | |||||||||
IPO | ||||||||||
Class of Stock [Line Items] | ||||||||||
Professional fees | $ | $ 12,783,000 | |||||||||
Compensation expense associated with the accrual of certain deferred cash payments granted in connection with the IPO | $ | 11,873,000 | 7,855,000 | ||||||||
IPO | Restricted Stock | ||||||||||
Class of Stock [Line Items] | ||||||||||
Compensation expense associated with the amortization of restricted stock granted in connection with the IPO | $ | $ 14,330,000 | $ 7,420,000 | ||||||||
Vesting period, restricted stock | 4 years 6 months | |||||||||
Follow-on Offering and Forward Share Purchase Agreement | ||||||||||
Class of Stock [Line Items] | ||||||||||
Professional fees | $ | $ 1,633,000 | |||||||||
Class A | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock voting rights, number of votes per share | vote | 1 | |||||||||
Shares issued of common stock | 22,026,811 | 12,084,524 | ||||||||
Number of common shares outstanding | 22,026,811 | 12,084,524 | ||||||||
Class A | Follow-on Offering | ||||||||||
Class of Stock [Line Items] | ||||||||||
Selling price per share (in dollars per share) | $ / shares | $ 29.25 | |||||||||
Class B | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock voting rights, number of votes per share | vote | 10 | |||||||||
Shares issued of common stock | 50,883,299 | 53,219,303 | ||||||||
Number of common shares outstanding | 50,883,299 | 53,219,303 | ||||||||
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 | 0 | 0 | 587,866 | 587,866 | ||||||
Common Stock | Class A | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of common shares outstanding | 22,026,811 | 12,084,524 | 0 | 0 | ||||||
Shares issued and sold in Follow-on Offering (in shares) | 9,137 | 9,524 | ||||||||
Common Stock | Class B | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of common shares outstanding | 50,883,299 | 53,219,303 | 0 | 0 | ||||||
ORIX USA Corporation | Class B | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of common shares outstanding | 21,610,331 | |||||||||
HL Holders | Class B | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of common shares outstanding | 29,272,968 | |||||||||
Investor | Class A | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares issued of common stock | 22,026,811 | 12,075,000 | ||||||||
Director | Class A | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares issued of common stock | 18,661 | 9,524 | ||||||||
Shares issued and sold in Follow-on Offering (in shares) | 9,137 | |||||||||
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 | |||||||||
Accounts Payable and Accrued Liabilities | IPO | ||||||||||
Class of Stock [Line Items] | ||||||||||
Vesting period, restricted stock | 4 years 6 months | |||||||||
The Company | Class A | Follow-on Offering | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares issued and sold in Follow-on Offering (in shares) | 900,000 | 6,000,000 | ||||||||
Selling Stockholders | Class A | Follow-on Offering | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares issued and sold in Follow-on Offering (in shares) | 300,000 | 2,000,000 | ||||||||
Forward Purchase Agreement | Subsequent Event | Class B | ||||||||||
Class of Stock [Line Items] | ||||||||||
Class B common stock acquired from ORIX USA (in shares) | 6,900,000 | |||||||||
Forward Contracts [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Shares excluded from calculation of basic and diluted earnings per share (in shares) | 6,900,000 |
SUMMARY OF SIGNIFICANT ACCOUN37
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Operating Expenses (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Accounting Policies [Abstract] | |||
Reimbursements received | $ 33,015 | $ 28,183 | $ 27,173 |
SUMMARY OF SIGNIFICANT ACCOUN38
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Translation of Foreign Currency Transactions (Narrative) (Details) - Foreign currency forward contract - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Minimum | |||
Derivative [Line Items] | |||
Aggregate notional value | $ 3,000 | $ 1,000 | |
Maximum | |||
Derivative [Line Items] | |||
Aggregate notional value | $ 5,000 | ||
Other operating expenses | |||
Derivative [Line Items] | |||
Gain (loss) included in other operating expenses | $ 58 | $ (62) | $ 689 |
SUMMARY OF SIGNIFICANT ACCOUN39
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cash and Cash Equivalents (Narrative) (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Related Party Transaction [Line Items] | ||
Outstanding balance repaid in full in May 2016 | $ 10,913 | $ 27,408 |
Affiliate of ORIX USA | ||
Related Party Transaction [Line Items] | ||
Outstanding balance repaid in full in May 2016 | $ 20,136 | $ 20,136 |
SUMMARY OF SIGNIFICANT ACCOUN40
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2014 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 300,314 | $ 166,169 | ||
Restricted cash | 192,372 | 0 | ||
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | $ 492,686 | $ 166,169 | $ 88,662 | $ 109,420 |
SUMMARY OF SIGNIFICANT ACCOUN41
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands | 122 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2017 | Jan. 31, 2006 | |
Accounting Policies [Abstract] | |||
Goodwill generated and recognized | $ 518,679 | $ 519,487 | $ 392,600 |
Indefinite-lived intangible assets generated and recognized | $ 192,210 | ||
Additional goodwill recognized, inclusive of foreign currency translations | $ 126,887 |
RELATED_PARTY TRANSACTIONS (Det
RELATED‑PARTY TRANSACTIONS (Details) $ in Thousands, € in Millions, AUD in Millions | Apr. 05, 2017shares | Feb. 28, 2017AUD | Nov. 30, 2015EUR (€) | Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | |
Related Party Transaction [Line Items] | |||||||
Related party fee revenue | $ 7,504 | $ 504 | $ 119 | ||||
Management fee expense | [1] | 15,489 | 11,601 | 7,826 | |||
Other services expense | 269 | 214 | 0 | ||||
Receivable from affiliates | 10,913 | 27,408 | |||||
Related party interest income | 33 | $ 1,954 | 4,046 | ||||
ORIX USA Corporation | |||||||
Related Party Transaction [Line Items] | |||||||
Effective rate of receivables due from affiliate | 2.13% | ||||||
Related party interest income | 33 | $ 1,954 | 4,046 | ||||
ORIX USA Corporation | Management Accounting Legal Regulatory And Other Administrative Services | |||||||
Related Party Transaction [Line Items] | |||||||
Related party fee revenue | 7,504 | 504 | 119 | ||||
Management fee expense | 0 | 874 | 2,471 | ||||
ORIX USA Corporation | Transition Services | |||||||
Related Party Transaction [Line Items] | |||||||
Other services expense | 269 | 214 | |||||
Unconsolidated entities | Management and administrative services | |||||||
Related Party Transaction [Line Items] | |||||||
Related party fee revenue | 461 | 205 | $ 0 | ||||
ORIX USA Corporation Affiliate | |||||||
Related Party Transaction [Line Items] | |||||||
Receivable from affiliates | 20,136 | 20,136 | |||||
Joint Venture | Loan receivable | 2.0% Loans Payable | |||||||
Related Party Transaction [Line Items] | |||||||
Receivable from affiliates | AUD 2.5 | 1,900 | |||||
Related party interest income | 19 | ||||||
Related party interest rate | 2.00% | ||||||
Loan receivable | Joint Venture | 1.50% Loans Payable | |||||||
Related Party Transaction [Line Items] | |||||||
Receivable from affiliates | € 5.5 | 5,900 | |||||
Related party interest income | $ 90 | $ 34 | |||||
Related party interest rate | 1.50% | ||||||
Italy | Joint Venture | |||||||
Related Party Transaction [Line Items] | |||||||
Ownership percentage | 49.00% | ||||||
Subsequent Event | Class B shares | ORIX USA Corporation | |||||||
Related Party Transaction [Line Items] | |||||||
Class B common stock acquired from ORIX USA (in shares) | shares | 6,900,000 | ||||||
[1] | including related party expenses of $0, $874, and $2,471 during the years ended March 31, 2017, 2016, and 2015 respectively. |
ALLOWANCE FOR UNCOLLECTIBLE A43
ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Allowance for Uncollectible Accounts Receivable | |||
Balance-beginning | $ 7,844 | $ 6,786 | |
Provision for bad debt | 4,008 | 2,538 | $ 2,027 |
Recovery (write-off) of uncollectible accounts | (653) | (1,480) | |
Balance-ending | $ 11,199 | $ 7,844 | $ 6,786 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Total cost | $ 62,609 | $ 54,171 | |
Less: accumulated depreciation | (32,193) | (32,470) | |
Total net book value | 30,416 | 21,701 | |
Depreciation | $ 5,708 | 4,588 | $ 4,106 |
Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Useful Lives | 5 years | ||
Total cost | $ 6,731 | 5,768 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Useful Lives | 5 years | ||
Total cost | $ 18,171 | 19,158 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Useful Lives | 10 years | ||
Total cost | $ 26,298 | 16,987 | |
Computers and software | |||
Property, Plant and Equipment [Line Items] | |||
Useful Lives | 3 years | ||
Total cost | $ 10,319 | 11,215 | |
Other | |||
Property, Plant and Equipment [Line Items] | |||
Total cost | $ 1,090 | $ 1,043 |
GOODWILL AND OTHER INTANGIBLE45
GOODWILL AND OTHER INTANGIBLE ASSETS - Schedule of Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 | Jan. 31, 2006 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 519,487 | $ 518,679 | $ 392,600 |
Tradename-Houlihan Lokey | 192,210 | 192,210 | |
Other intangible assets | 14,829 | 14,939 | |
Total cost | 726,526 | 725,828 | |
Less: accumulated amortization | (11,183) | (8,460) | |
Total net book value (before taxes) | 715,343 | 717,368 | |
Deferred tax liability | (77,184) | (77,184) | |
Total net book value | $ 638,159 | $ 640,184 |
GOODWILL AND OTHER INTANGIBLE46
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill by Business Segments (Details) $ in Thousands | 12 Months Ended |
Mar. 31, 2017USD ($) | |
Goodwill | |
April 1, 2016 | $ 518,679 |
Changes | 808 |
March 31, 2017 | 519,487 |
Corporate Finance | |
Goodwill | |
April 1, 2016 | 270,034 |
Changes | (4,774) |
March 31, 2017 | 265,260 |
Financial Restructuring | |
Goodwill | |
April 1, 2016 | 163,561 |
Changes | (1,049) |
March 31, 2017 | 162,512 |
Foreign currency translation adjustments | (5,823) |
Financial Advisory Services | |
Goodwill | |
April 1, 2016 | 85,084 |
Changes | 6,631 |
March 31, 2017 | $ 91,715 |
GOODWILL AND OTHER INTANGIBLE47
GOODWILL AND OTHER INTANGIBLE ASSETS - Finite-Lived Intangible Assets, Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 3,145 | $ 2,911 | $ 1,402 |
GOODWILL AND OTHER INTANGIBLE48
GOODWILL AND OTHER INTANGIBLE ASSETS - Finite-Lived Intangible Assets, Amortization Expense, Fiscal Year Maturity (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Year Ended March 31, | |
2,018 | $ 1,431 |
2,019 | 671 |
2,020 | 576 |
2,021 | 371 |
2,022 | $ 157 |
LOANS PAYABLE (Details)
LOANS PAYABLE (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Jan. 31, 2017 | Aug. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Nov. 30, 2015 | |
Debt Instrument [Line Items] | ||||||
Related party interest expense | $ 806,000 | $ 922,000 | $ 253,000 | |||
Loans Payable | 1.50% Loans Payable | ||||||
Debt Instrument [Line Items] | ||||||
Loans payable, face amount | $ 14,000,000 | |||||
Stated interest rate | 1.50% | |||||
Portion of loan paid | $ 2,900,000 | |||||
Loans Payable | ORIX USA Corporation | 1.65% Loans Payable | ||||||
Debt Instrument [Line Items] | ||||||
Loans payable, face amount | $ 45,000,000 | |||||
Related party interest expense | 806,000 | $ 922,000 | ||||
Loans payable, required quarterly repayments | $ 7,500,000 | |||||
Loan balance | $ 15,000,000 | |||||
Loans Payable | ORIX USA Corporation | 1.65% Loans Payable | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.65% | 3.45% | 2.87% | |||
Loans Payable | Former Shareholders | ||||||
Debt Instrument [Line Items] | ||||||
Related party interest expense | $ 203,000 | $ 188,000 | ||||
Stated interest rate | 2.55% | 2.30% | ||||
Loans Payable | Joint Venture | 1.50% Loans Payable | ||||||
Debt Instrument [Line Items] | ||||||
Related party interest expense | $ 213,000 | $ 91,000 | ||||
Revolving line of credit | Bank of America | ||||||
Debt Instrument [Line Items] | ||||||
Revolving line of credit, maximum borrowing capacity | $ 75,000,000 | |||||
Principal outstanding | 0 | |||||
Interest and unused commitment fees paid | $ 400,000 | $ 141,000 | ||||
Revolving line of credit | Bank of America | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.00% | |||||
Italy | Leonardo | ||||||
Debt Instrument [Line Items] | ||||||
Interest acquired in the investment banking operations of Leonardo in Italy (as a percent) | 49.00% |
OTHER COMPREHENSIVE INCOME AN50
OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Accumulated Other Comprehensive Loss | |||
Foreign currency translation gain/loss | $ (7,304) | $ (3,275) | $ (2,435) |
Accumulated other comprehensive loss | |||
Accumulated Other Comprehensive Loss | |||
Beginning balance | (14,613) | (11,338) | (8,903) |
Foreign currency translation gain/loss | (7,304) | (3,275) | (2,435) |
Ending balance | (21,917) | (14,613) | (11,338) |
Foreign currency translation gain (loss) | |||
Accumulated Other Comprehensive Loss | |||
Foreign currency translation gain/loss | $ (7,304) | $ (3,275) | $ (2,435) |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes | $ 70,144 | $ 55,863 | $ 52,196 | |
Effective tax rate | 39.30% | 44.50% | 39.50% | |
Federal corporate rate | 35.00% | 35.00% | 35.00% | |
Recorded liabilities for interest and penalties related to uncertain tax positions | $ 816 | $ 313 | ||
Unrecognized tax benefits | $ 3,694 | $ 1,024 | $ 133 | $ 533 |
INCOME TAXES - Provision (Benef
INCOME TAXES - Provision (Benefit) for Income Taxes on Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Current: | |||
Federal | $ 60,024 | $ 43,252 | $ 42,297 |
State | 12,686 | 10,895 | 12,664 |
Foreign | 3,527 | 5,881 | 4,593 |
Current income tax expense (benefit) | 76,237 | 60,028 | 59,554 |
Deferred: | |||
Federal | (7,262) | (3,867) | (6,798) |
State | (962) | (93) | (751) |
Foreign | 2,131 | (205) | 191 |
Deferred income tax expense (benefit) | (6,093) | (4,165) | (7,358) |
Total | $ 70,144 | $ 55,863 | $ 52,196 |
INCOME TAXES - Effective Income
INCOME TAXES - Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Effective Income Tax Rate Reconciliation, Amount | |||
Federal income tax provision computed at statutory rate | $ 62,470 | $ 43,963 | $ 46,226 |
State and local taxes, net of federal tax effect | 8,139 | 7,108 | 6,844 |
Foreign taxes | (1,741) | (453) | (1,638) |
Nondeductible expenses | 1,422 | 1,475 | 1,285 |
Nondeductible public offering-related expenses | 562 | 3,930 | 0 |
Other | (708) | (160) | (521) |
Total | $ 70,144 | $ 55,863 | $ 52,196 |
Effective Income Tax Rate Reconciliation, Percent | |||
Federal income tax provision computed at statutory rate | 35.00% | 35.00% | 35.00% |
State and local taxes, net of federal tax effect | 4.60% | 5.70% | 5.20% |
Foreign taxes | (1.00%) | (0.40%) | (1.30%) |
Nondeductible expenses | 0.80% | 1.20% | 1.00% |
Nondeductible public offering-related expenses | 0.30% | 3.10% | 0.00% |
Other | (0.40%) | (0.10%) | (0.40%) |
Total | 39.30% | 44.50% | 39.50% |
INCOME TAXES - Deferred Income
INCOME TAXES - Deferred Income Taxes (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Mar. 31, 2016 |
Deferred tax assets: | ||
Deferred compensation expense/accrued bonus | $ 57,379 | $ 43,348 |
Allowance for doubtful accounts | 4,920 | 3,195 |
Other, net | 251 | 1,399 |
Total deferred tax assets | 62,550 | 47,942 |
Deferred tax liabilities: | ||
Intangibles | (77,184) | (77,184) |
Accounts receivable and work in process | (16,562) | (8,046) |
Total deferred tax liabilities | (93,746) | (85,230) |
Net deferred tax liabilities | $ (31,196) | $ (37,288) |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits | |||
Unrecognized tax position at the beginning of the year | $ 1,024 | $ 133 | $ 533 |
Increases (decreases) related to prior year tax positions | 2,670 | 891 | (400) |
Unrecognized tax position at the end of the year | $ 3,694 | $ 1,024 | $ 133 |
EMPLOYEE BENEFIT PLANS - Define
EMPLOYEE BENEFIT PLANS - Defined Contribution Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Defined contribution plan, amount of contributions | $ 2,321 | $ 2,060 | $ 1,355 |
EMPLOYEE BENEFIT PLANS - Share-
EMPLOYEE BENEFIT PLANS - Share-Based Incentive Plans Narrative (Details) $ / shares in Units, $ in Thousands | Feb. 14, 2017shares | Aug. 31, 2015director$ / sharesshares | Mar. 31, 2017USD ($)$ / sharesshares | Mar. 31, 2016USD ($)$ / sharesshares | Mar. 31, 2015USD ($) |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ | $ 45,059 | $ 35,057 | $ 23,200 | ||
Unrecognized compensation cost | $ | $ 81,051 | ||||
Unrecognized compensation cost, period for recognition | 1 year 4 months 24 days | ||||
Shares retired to satisfy minimum statutory tax withholding requirements (in shares) | shares | 704,528 | ||||
Shares subject to accelerated vesting (in shares) | shares | 1,907,890 | ||||
Restricted Stock | Income Approach | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Discount rate | 11.50% | ||||
Restricted Stock | Market Approach | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Revenue multiple | 0.9 | ||||
Restricted Stock | Market Approach | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Revenue multiple | 4.4 | ||||
2006 Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period, restricted stock | 3 years | ||||
2006 Incentive Plan | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate shares granted | shares | 1,604,120 | 4,388,333 | |||
Granted (in usd per share) | $ / shares | $ 25.24 | $ 21 | |||
2016 Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period, restricted stock | 4 years | ||||
Director | 2016 Incentive Plan | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate shares granted | shares | 9,137 | ||||
Aggregate shares granted, number of recipients | director | 2 | ||||
Granted (in usd per share) | $ / shares | $ 21 | ||||
Exercise Price 1 | Director | 2016 Incentive Plan | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate shares granted, number of recipients | director | 2 | ||||
Granted (in usd per share) | $ / shares | $ 25.21 | ||||
Exercise Price 2 | Director | 2016 Incentive Plan | Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Aggregate shares granted, number of recipients | director | 1 | ||||
Granted (in usd per share) | $ / shares | $ 23.93 |
EMPLOYEE BENEFIT PLANS - Activi
EMPLOYEE BENEFIT PLANS - Activity in Equity Classified Share Awards (Details) - 2006 Incentive Plan - Restricted Stock - $ / shares | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Shares | ||
Beginning balance (in shares) | 5,903,168 | 2,983,999 |
Granted (in shares) | 1,604,120 | 4,388,333 |
Vested (in shares) | (2,791,213) | (1,395,192) |
Forfeited (in shares) | (1,089,805) | (73,972) |
Ending balance (in shares) | 3,626,270 | 5,903,168 |
Weighted average grant date fair value | ||
Beginning balance (in usd per share) | $ 18.80 | $ 12.85 |
Granted (in usd per share) | 25.24 | 21 |
Vested (in usd per share) | 18.33 | 12.99 |
Forfeited (in usd per share) | 18.77 | 18.59 |
Ending balance (in usd per share) | $ 22.35 | $ 18.80 |
EMPLOYEE BENEFIT PLANS - Acti59
EMPLOYEE BENEFIT PLANS - Activity in Liability Classified Shares (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Awards settleable in shares | ||
Beginning balance | $ 13,982 | $ 14,984 |
Offer to grant | 5,625 | 35,886 |
Share price determined-converted to cash payments | (1,687) | (6,244) |
Share price determined-transferred to equity grants | (4,752) | (29,519) |
Forfeited | (425) | (1,125) |
Ending balance | $ 12,743 | $ 13,982 |
Share price determined-transferred to equity grants (in shares) | 183,570 | 1,404,566 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) $ in Thousands | 12 Months Ended | |||
Mar. 31, 2017USD ($)shares | Mar. 31, 2015USD ($) | Mar. 31, 2016USD ($)shares | Aug. 18, 2015voteshares | |
Class of Stock [Line Items] | ||||
Conversion ratio of common stock | 1 | |||
Dividends outstanding | $ | $ 3,284 | $ 8,657 | ||
Class A | ||||
Class of Stock [Line Items] | ||||
Shares issued of common stock | 22,026,811 | 12,084,524 | ||
Shares converted from Class B to Class A (in shares) | 733,150 | |||
Common stock voting rights, number of votes per share | vote | 1 | |||
Number of common shares outstanding | 22,026,811 | 12,084,524 | ||
Class B | ||||
Class of Stock [Line Items] | ||||
Shares issued of common stock | 50,883,299 | 53,219,303 | ||
Common stock voting rights, number of votes per share | vote | 10 | |||
Number of common shares outstanding | 50,883,299 | 53,219,303 | ||
ORIX USA Corporation | ||||
Class of Stock [Line Items] | ||||
Proceeds from purchase of shares | $ | $ 12,856 | |||
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 | 22,026,811 | 12,075,000 | ||
Director | Class A | ||||
Class of Stock [Line Items] | ||||
Shares issued of common stock | 18,661 | 9,524 | ||
Shares issued to non-employee directors (in shares) | 9,137 | |||
HL Holders | Class B | ||||
Class of Stock [Line Items] | ||||
Number of common shares outstanding | 29,272,968 | |||
The Follow-on Offering | Investor | Class A | ||||
Class of Stock [Line Items] | ||||
Shares issued of common stock | 9,200,000 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Aug. 31, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Operating Leased Assets [Line Items] | ||||
Rent expense | $ 27,094,000 | $ 26,459,000 | $ 24,253,000 | |
Noncancelable Operating Lease Arrangements | ||||
Operating Leased Assets [Line Items] | ||||
Rent expense | 26,205,000 | 25,645,000 | $ 23,486,000 | |
Revolving Credit Facility | Bank of America | ||||
Debt Instrument [Line Items] | ||||
Line of credit, maximum borrowing capacity | $ 75,000,000 | |||
Outstanding line of credit | 0 | |||
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 | 0 | 1,418,000 | ||
January 2015 Acquisition | Other Liabilities | ||||
Business Acquisition [Line Items] | ||||
Contingent consideration | 2,619,000 | 2,466,000 | ||
Non-contingent consideration | $ 3,181,000 | $ 3,247,000 |
COMMITMENTS AND CONTINGENCIES62
COMMITMENTS AND CONTINGENCIES - Schedule of Loan Payments (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Year ended March 31: | |
2,018 | $ 17,450 |
2,019 | 986 |
2,020 | 654 |
2,021 | 574 |
2,022 | 280 |
2023 and thereafter | 12,618 |
Total | $ 32,562 |
COMMITMENTS AND CONTINGENCIES63
COMMITMENTS AND CONTINGENCIES - Future Minimum Annual Noncancelable Rental Commitments (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Year ended March 31: | |
2,018 | $ 19,982 |
2,019 | 20,153 |
2,020 | 19,389 |
2,021 | 19,292 |
2,022 | 15,888 |
2023 and thereafter | 41,151 |
Total | $ 135,855 |
SEGMENT AND GEOGRAPHICAL INFO64
SEGMENT AND GEOGRAPHICAL INFORMATION - Revenue and Assets by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenues | $ 257,100 | $ 247,680 | $ 186,537 | $ 180,774 | $ 183,596 | $ 205,523 | $ 158,380 | $ 146,266 | $ 872,091 | [1] | $ 693,765 | [1] | $ 680,872 | [1] | |
Segment profit | 241,475 | 188,710 | 177,856 | ||||||||||||
Corporate expenses | (199,766) | $ (190,857) | $ (151,560) | $ (147,913) | (142,099) | $ (161,837) | $ (140,943) | $ (122,486) | (690,096) | (567,365) | (552,218) | ||||
Other income (expense), net | [2] | (3,508) | (770) | 3,481 | |||||||||||
Income before provision for income taxes | 178,487 | 125,630 | 132,135 | ||||||||||||
Assets | 1,385,707 | 1,070,884 | 1,385,707 | 1,070,884 | 1,229,848 | ||||||||||
Operating Segments | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Assets | 631,476 | 617,715 | 631,476 | 617,715 | 519,888 | ||||||||||
Operating Segments | Corporate Finance | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenues | 434,558 | 371,790 | 367,632 | ||||||||||||
Segment profit | 119,739 | 103,447 | 101,266 | ||||||||||||
Assets | 316,561 | 309,605 | 316,561 | 309,605 | 234,966 | ||||||||||
Operating Segments | Financial Restructuring | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenues | 307,595 | 202,343 | 207,909 | ||||||||||||
Segment profit | 92,831 | 54,950 | 52,246 | ||||||||||||
Assets | 193,275 | 196,473 | 193,275 | 196,473 | 186,234 | ||||||||||
Operating Segments | Financial Advisory Services | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenues | 129,938 | 119,632 | 105,331 | ||||||||||||
Segment profit | 28,905 | 30,313 | 24,344 | ||||||||||||
Assets | 121,640 | 111,637 | 121,640 | 111,637 | 98,688 | ||||||||||
Corporate, Non-Segment | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Corporate expenses | (59,480) | (62,310) | (49,202) | ||||||||||||
Assets | $ 754,231 | $ 453,169 | 754,231 | 453,169 | 709,960 | ||||||||||
Segment Reconciling Items | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Other income (expense), net | $ (3,508) | $ (770) | $ 3,481 | ||||||||||||
[1] | including related party fee revenue of $7,504, $504, and $119 during the years ended March 31, 2017, 2016, and 2015 respectively. | ||||||||||||||
[2] | including related party interest income of $33, $1,954, and $4,046 during the years ended March 31, 2017, 2016, and 2015, respectively, and related party interest expense of $806, $922, and $253 during years ended March 31, 2017, 2016, and 2015, respectively. |
SEGMENT AND GEOGRAPHICAL INFO65
SEGMENT AND GEOGRAPHICAL INFORMATION - Revenue and Assets by Geographical Areas (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||||||||||
Revenues | $ 257,100 | $ 247,680 | $ 186,537 | $ 180,774 | $ 183,596 | $ 205,523 | $ 158,380 | $ 146,266 | $ 872,091 | [1] | $ 693,765 | [1] | $ 680,872 | [1] |
Income before provision for income taxes | 178,487 | 125,630 | 132,135 | |||||||||||
Assets | 1,385,707 | 1,070,884 | 1,385,707 | 1,070,884 | 1,229,848 | |||||||||
United States | ||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||||||||||
Revenues | 760,450 | 601,197 | 595,113 | |||||||||||
Income before provision for income taxes | 154,268 | 108,221 | 119,819 | |||||||||||
Assets | 964,273 | 721,937 | 964,273 | 721,937 | 948,054 | |||||||||
International | ||||||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||||||||||||
Revenues | 111,641 | 92,568 | 85,759 | |||||||||||
Income before provision for income taxes | 24,219 | 17,409 | 12,316 | |||||||||||
Assets | $ 421,434 | $ 348,947 | $ 421,434 | $ 348,947 | $ 281,794 | |||||||||
[1] | including related party fee revenue of $7,504, $504, and $119 during the years ended March 31, 2017, 2016, and 2015 respectively. |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Thousands | May 09, 2017 | Apr. 05, 2017 | May 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 |
Subsequent Event [Line Items] | ||||||||||||||
Quarterly dividend declared (in usd per share) | $ 0.2 | $ 0.17 | $ 0.17 | $ 0.17 | $ 0.15 | $ 0.15 | $ 0 | $ 0 | ||||||
Settlement of forward purchase obligation | $ 193,565 | $ 0 | $ 0 | |||||||||||
Subsequent Event | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Quarterly dividend declared (in usd per share) | $ 0.20 | |||||||||||||
Settlement of forward purchase obligation | $ 192,372 | |||||||||||||
Notes payable to ORIX USA | Subsequent Event | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Principal amount of note payable repaid | $ 15,000 | |||||||||||||
Class B shares | Forward Purchase Agreement | Subsequent Event | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Class B common stock retired (in shares) | 6,900,000 |
Consolidated Quarterly Result67
Consolidated Quarterly Results of Operations (Unaudited) (Details) | Aug. 17, 2015USD ($)business | Mar. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($)$ / shares | Sep. 30, 2016USD ($)$ / shares | Jun. 30, 2016USD ($)$ / shares | Mar. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($)$ / shares | Sep. 30, 2015USD ($)$ / shares | Jun. 30, 2015USD ($)$ / shares | Mar. 31, 2017USD ($)$ / shares | Mar. 31, 2016USD ($)$ / shares | Mar. 31, 2015USD ($)$ / shares | |||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||
Revenues | $ 257,100,000 | $ 247,680,000 | $ 186,537,000 | $ 180,774,000 | $ 183,596,000 | $ 205,523,000 | $ 158,380,000 | $ 146,266,000 | $ 872,091,000 | [1] | $ 693,765,000 | [1] | $ 680,872,000 | [1] | |
Total operating expenses | 199,766,000 | 190,857,000 | 151,560,000 | 147,913,000 | 142,099,000 | 161,837,000 | 140,943,000 | 122,486,000 | 690,096,000 | 567,365,000 | 552,218,000 | ||||
Operating income | 57,334,000 | 56,823,000 | 34,977,000 | 32,861,000 | 41,497,000 | 43,686,000 | 17,437,000 | 23,780,000 | 181,995,000 | 126,400,000 | 128,654,000 | ||||
Net income | 22,780,000 | 22,661,000 | 9,255,000 | 15,071,000 | 108,343,000 | 69,767,000 | 79,939,000 | ||||||||
Net loss attributable to noncontrolling interests | 0 | 0 | 0 | (26,000) | 0 | (26,000) | (58,000) | ||||||||
Net income attributable to Houlihan Lokey, Inc. | $ 34,076,000 | $ 33,980,000 | $ 20,876,000 | $ 19,411,000 | $ 22,780,000 | $ 22,661,000 | $ 9,255,000 | $ 15,045,000 | $ 108,343,000 | $ 69,741,000 | $ 79,881,000 | ||||
Net income per share of common stock: | |||||||||||||||
Basic (in usd per share) | $ / shares | $ 0.55 | $ 0.56 | $ 0.34 | $ 0.32 | $ 0.38 | $ 0.38 | $ 0.16 | $ 0.26 | $ 1.77 | [2] | $ 1.18 | [2] | $ 1.40 | [2] | |
Diluted (in usd per share) | $ / shares | 0.51 | 0.51 | 0.31 | 0.29 | 0.35 | 0.35 | 0.15 | 0.25 | 1.63 | [2] | $ 1.10 | [2] | $ 1.33 | [2] | |
Dividends declared per share of common stock (in usd per share) | $ / shares | $ 0.2 | $ 0.17 | $ 0.17 | $ 0.17 | $ 0.15 | $ 0.15 | $ 0 | $ 0 | |||||||
Dividend paid per share of common stock (in usd per share) | $ / shares | $ 0.30 | ||||||||||||||
Dividend Paid | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Pre-IPO aggregate dividend distribution to existing owners | $ 270,000,000 | ||||||||||||||
Cash to be used to complete a potential acquisition investment | 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 | ||||||||||||||
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 | ||||||||||||||
[1] | including related party fee revenue of $7,504, $504, and $119 during the years ended March 31, 2017, 2016, and 2015 respectively. | ||||||||||||||
[2] | the number of shares and per share amounts presented for FY16 and FY15 have been retroactively restated to reflect the conversion of Fram shares to HLI shares at a ratio of 10.425 shares to each share of Fram stock (note 1). |
Schedule II - Valuation and Q68
Schedule II - Valuation and Qualifying Accounts (Details) - Allowance for Uncollectible Accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Allowance for Uncollectible Accounts | |||
Beginning balance | $ 7,844 | $ 6,786 | $ 6,023 |
Provision for bad debts | 4,008 | 2,538 | 2,027 |
Recovery (write-off) of uncollectible accounts | (653) | (1,480) | (1,264) |
Ending balance | $ 11,199 | $ 7,844 | $ 6,786 |