Cover page
Cover page - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 27, 2023 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Transition Report | false | ||
Entity File Number | 001-33805 | ||
Entity Registrant Name | SCULPTOR CAPITAL MANAGEMENT, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 26-0354783 | ||
Entity Address, Address Line One | 9 West 57th Street | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10019 | ||
City Area Code | 212 | ||
Local Phone Number | 790-0000 | ||
Title of 12(b) Security | Class A Shares | ||
Trading Symbol | SCU | ||
Security Exchange Name | NYSE | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Central Index Key | 0001403256 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
ICFR Auditor Attestation Flag | true | ||
Entity Public Float | $ 202,000 | ||
Class A Shares | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 24,970,157 | ||
Class B Shares | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 33,504,902 | ||
Restricted Class A Shares (“RSAs”) | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 4,619,910 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Auditor Information [Abstract] | |
Auditor Firm ID | 42 |
Document Period End Date | Dec. 31, 2022 |
Auditor Name | Ernst & Young LLP |
Auditor Location | New York, New York |
Cover
Cover | 12 Months Ended |
Dec. 31, 2022 | |
Cover [Abstract] | |
Documents Incorporated by Reference | Portions of the registrant's definitive proxy statement for the 2023 annual meeting of shareholders are incorporated by reference into Part III of this Annual Report on Form 10-K. The registrant's definitive proxy statement will be filed with the Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Assets | ||
Cash and cash equivalents | $ 258,863 | $ 170,781 |
Restricted cash | 7,895 | 7,289 |
Investments (includes assets measured at fair value of $231,929 and $424,910, including assets sold under agreements to repurchase of $157,107 and $157,721 as of December 31, 2022 and 2021, respectively) | 299,059 | 583,622 |
Income and fees receivable | 56,360 | 193,636 |
Due from related parties | 32,846 | 28,037 |
Deferred income tax assets | 257,939 | 241,759 |
Operating lease assets | 75,861 | 85,735 |
Total Other Assets, Net | 106,442 | 77,091 |
Assets of consolidated entities: | ||
Cash and cash equivalents | 3 | 0 |
Restricted cash and cash equivalents of consolidated entities | 9,805 | 234,601 |
Investments of Consolidated Entities | 544,554 | 0 |
Other assets of consolidated entities | 2,579 | 5,304 |
Total Assets | 1,652,206 | 1,627,855 |
Liabilities | ||
Compensation payable | 127,209 | 246,261 |
Unearned income and fees | 53,869 | 62,800 |
Tax receivable agreement liability | 190,245 | 195,752 |
Operating lease liabilities | 92,045 | 104,753 |
Debt obligations | 124,176 | 126,474 |
Warrant liabilities, at fair value | 24,163 | 65,287 |
Securities sold under agreements to repurchase | 166,632 | 156,448 |
Other liabilities | 43,049 | 38,790 |
Liabilities of consolidated entities: | ||
Notes payable, at fair value | 196,106 | 0 |
Warrant liabilities, at fair value | 596 | 7,590 |
Other liabilities of consolidated entities | 9,669 | 10,817 |
Total Liabilities | 1,027,759 | 1,014,972 |
Commitments and Contingencies | ||
Redeemable noncontrolling interests of consolidated entities | 237,864 | 234,600 |
Shareholders’ Equity | ||
Treasury Stock, Value | (32,495) | 0 |
Additional paid-in capital | 255,293 | 184,691 |
Accumulated deficit | (276,149) | (253,521) |
Accumulated other comprehensive (loss) income | (119) | 51 |
Shareholders’ deficit attributable to Class A Shareholders | (52,896) | (68,186) |
Shareholders’ equity attributable to noncontrolling interests | 439,479 | 446,469 |
Total Shareholders’ Equity | 386,583 | 378,283 |
Total Liabilities and Shareholders’ Equity | 1,652,206 | 1,627,855 |
Class A Shares | ||
Shareholders’ Equity | ||
Value of stock | 238 | 257 |
Class B Shares | ||
Shareholders’ Equity | ||
Value of stock | $ 336 | $ 336 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Investments measured at fair value | $ 231,929 | $ 424,910 |
Assets sold under agreements to repurchase | $ 157,107 | $ 157,721 |
Class A Shares | ||
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 26,729,608 | 25,668,987 |
Common stock, shares outstanding (in shares) | 23,707,228 | 25,668,987 |
Class B Shares | ||
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 75,000,000 | 75,000,000 |
Common stock, shares issued (in shares) | 33,569,188 | 33,613,023 |
Common stock, shares outstanding (in shares) | 33,569,188 | 33,613,023 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenues | |||
Other revenues | $ 14,014 | $ 7,351 | $ 9,218 |
Income of consolidated entities | 3,180 | 4,340 | 90 |
Total Revenues | 419,002 | 626,068 | 897,020 |
Expenses | |||
Compensation and benefits | 321,319 | 411,463 | 409,228 |
Interest expense | 15,521 | 15,586 | 21,100 |
General, Administrative and Other Expense | 118,646 | 121,210 | 232,187 |
Expenses of consolidated entities | 2,753 | 2,823 | 53 |
Total Expenses | 458,239 | 551,082 | 662,568 |
Other Loss | |||
Changes in fair value of warrant liabilities | 41,124 | (27,460) | (7,548) |
Changes in tax receivable agreement liability | (11,266) | (9,238) | (2,554) |
Net losses on retirement of debt | 0 | (30,198) | (5,011) |
Net (losses) gains on investments | (33,664) | 11,537 | 10,611 |
Net gains (losses) of consolidated entities | 3,419 | (481) | 0 |
Total Other Loss | (387) | (55,840) | (4,502) |
(Loss) Income Before Income Taxes | (39,624) | 19,146 | 229,950 |
Income taxes | (6,968) | 13,705 | 75,272 |
Consolidated Net (Loss) Income | (32,656) | 5,441 | 154,678 |
Less: Net loss attributable to noncontrolling interests | 23,912 | 11,316 | 22,956 |
Less: Net (income) loss attributable to redeemable noncontrolling interests | (7,466) | 562 | 0 |
Net (Loss) Income Attributable to Sculptor Capital Management, Inc. | (16,210) | 17,319 | 177,634 |
Change in redemption value of redeemable noncontrolling interests | 4,202 | (25,924) | (6,952) |
Net (Loss) Income Attributable to Class A Shareholders | $ (12,008) | $ (8,605) | $ 170,682 |
Earnings Per Share [Abstract] | |||
(Loss) Earnings per Class A Share - basic | $ (0.48) | $ (0.34) | $ 7.55 |
(Loss) Earnings per Class A Share - diluted | $ (1.77) | $ (0.56) | $ 3 |
Weighted-average Class A Shares outstanding - basic | 25,213,554 | 24,951,871 | 22,597,829 |
Weighted-average Class A Shares outstanding - diluted | 26,265,640 | 40,810,782 | 49,872,078 |
Management fees | |||
Revenues | |||
Investment management revenues | $ 278,374 | $ 301,945 | $ 270,753 |
Incentive income | |||
Revenues | |||
Investment management revenues | $ 123,434 | $ 312,432 | $ 616,959 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Consolidated net (loss) income | $ (32,656) | $ 5,441 | $ 154,678 |
Other Comprehensive (Loss) Income, Net of Tax | |||
Other comprehensive (loss) income - currency translation adjustment | (170) | (1,506) | 1,809 |
Comprehensive (Loss) Income | (32,826) | 3,935 | 156,487 |
Less: Comprehensive loss attributable to noncontrolling interests | 23,912 | 12,141 | 21,879 |
Less: Comprehensive (income) loss attributable to redeemable noncontrolling interests | (7,466) | 562 | 0 |
Comprehensive (Loss) Income Attributable to Sculptor Capital Management, Inc. | $ (16,380) | $ 16,638 | $ 178,366 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Class A Shares | Class B Shares | Treasury Stock | Common Stock Par Value Class A Shares | Common Stock Par Value Class B Shares | Common Stock Par Value Treasury Stock | Additional Paid in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Shareholders’ Deficit Attributable to Class A Shareholders | Shareholders’ Equity Attributable to Noncontrolling Interests |
Balance at Beginning of Period (shares) at Dec. 31, 2019 | 21,284,945 | 29,208,952 | ||||||||||
Balance at Beginning of Period (values) at Dec. 31, 2019 | $ 215,461 | $ 213 | $ 292 | $ 117,936 | $ (343,759) | $ 0 | $ (225,318) | $ 440,779 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Equity-based compensation, net of taxes | 1,618,626 | 3,615,586 | ||||||||||
Equity-based compensation, net of taxes | 76,044 | 16 | 36 | 54,997 | 55,049 | 20,995 | ||||||
Dividend equivalents on Class A restricted share units | 0 | 936 | (936) | 0 | ||||||||
Change in redemption value of Class A Shares of consolidated SPAC | (6,952) | (6,952) | 0 | |||||||||
Increase in Carrying Amount of Redeemable Preferred Stock | 6,952 | |||||||||||
Cash dividends declared on Class A Shares | (11,613) | (11,613) | (11,613) | |||||||||
Consolidated net income (loss), excluding amounts attributable to redeemable noncontrolling interests | 154,678 | 177,634 | 177,634 | (22,956) | ||||||||
Other comprehensive (loss) income - currency translation adjustment | 1,809 | 732 | 732 | 1,077 | ||||||||
Capital contributions | 10,878 | 10,878 | ||||||||||
Capital distributions | (5,425) | (5,425) | ||||||||||
Balance at End of Period (shares) at Dec. 31, 2020 | 22,903,571 | 32,824,538 | ||||||||||
Balance at End of Period (shares) at Dec. 31, 2020 | 0 | |||||||||||
Balance at Ending of Period, Value at Dec. 31, 2020 | $ 0 | |||||||||||
Balance at End of Period (values) at Dec. 31, 2020 | $ 434,880 | 229 | 328 | 166,917 | (178,674) | 732 | (10,468) | 445,348 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Dividends Paid per Class A Share (in dollars per share) | $ 0.53 | |||||||||||
Equity-based compensation, net of taxes | 2,451,569 | 2,134,059 | ||||||||||
Exchange of Group A Units for Class A Shares (shares) | (313,847) | (1,345,574) | ||||||||||
Equity-based compensation, net of taxes | $ 56,511 | 25 | 21 | 39,697 | 39,743 | 16,768 | ||||||
Exchange of Group A Units for Class A Shares | (8,072) | 3 | 13 | (3,964) | (3,974) | (4,098) | ||||||
Dividend equivalents on Class A restricted share units | 0 | 7,965 | (7,965) | 0 | ||||||||
Change in redemption value of Class A Shares of consolidated SPAC | (25,924) | (25,924) | (25,924) | |||||||||
Cash dividends declared on Class A Shares | (84,201) | (84,201) | (84,201) | |||||||||
Consolidated net income (loss), excluding amounts attributable to redeemable noncontrolling interests | 6,003 | 17,319 | 17,319 | (11,316) | ||||||||
Other comprehensive (loss) income - currency translation adjustment | (1,506) | (681) | (681) | (825) | ||||||||
Capital contributions | 6,693 | 6,693 | ||||||||||
Capital distributions | (6,101) | (6,101) | ||||||||||
Balance at End of Period (shares) at Dec. 31, 2021 | 25,668,987 | 33,613,023 | ||||||||||
Balance at End of Period (shares) at Dec. 31, 2021 | 0 | |||||||||||
Balance at Ending of Period, Value at Dec. 31, 2021 | 0 | |||||||||||
Balance at End of Period (values) at Dec. 31, 2021 | $ 378,283 | 257 | 336 | 184,691 | (253,521) | 51 | (68,186) | 446,469 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Dividends Paid per Class A Share (in dollars per share) | $ 3.47 | |||||||||||
Equity-based compensation, net of taxes | 1,060,621 | (43,835) | ||||||||||
Stock Repurchased During Period, Shares | (3,022,380) | (3,022,380) | ||||||||||
Equity-based compensation, net of taxes | $ 74,445 | 11 | 0 | 66,222 | 66,233 | 8,212 | ||||||
Treasury Stock, Value, Acquired, Par Value Method | (30) | |||||||||||
Stock Repurchased During Period, Value | (32,525) | $ (32,500) | (32,495) | (32,525) | ||||||||
Dividend equivalents on Class A restricted share units | 0 | 178 | (178) | 0 | ||||||||
Change in redemption value of Class A Shares of consolidated SPAC | 4,202 | 4,202 | 4,202 | |||||||||
Cash dividends declared on Class A Shares | (6,240) | (6,240) | (6,240) | |||||||||
Consolidated net income (loss), excluding amounts attributable to redeemable noncontrolling interests | (40,122) | (16,210) | (16,210) | (23,912) | ||||||||
Other comprehensive (loss) income - currency translation adjustment | (170) | (170) | (170) | 0 | ||||||||
Capital contributions | 16,648 | 16,648 | ||||||||||
Capital distributions | (7,938) | (7,938) | ||||||||||
Balance at End of Period (shares) at Dec. 31, 2022 | 23,707,228 | 33,569,188 | ||||||||||
Balance at End of Period (shares) at Dec. 31, 2022 | 3,022,380 | |||||||||||
Balance at Ending of Period, Value at Dec. 31, 2022 | $ (32,495) | |||||||||||
Balance at End of Period (values) at Dec. 31, 2022 | $ 386,583 | $ 238 | $ 336 | $ 255,293 | $ (276,149) | $ (119) | $ (52,896) | $ 439,479 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Dividends Paid per Class A Share (in dollars per share) | $ 0.25 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash Flows from Operating Activities | |||
Consolidated net (loss) income | $ (32,656) | $ 5,441 | $ 154,678 |
Adjustments to reconcile consolidated net (loss) income to net cash provided by (used in) operating activities: | |||
Amortization of equity-based compensation | 88,040 | 62,989 | 80,420 |
Depreciation, amortization and net gains and losses on fixed assets | 4,872 | 9,058 | 7,124 |
Changes in fair value of warrant liabilities | (41,124) | 27,460 | 7,548 |
Net losses on retirement of debt | 0 | 30,198 | 5,011 |
Deferred income taxes | (15,067) | 5,414 | 69,456 |
Non-cash lease expense | 19,063 | 32,050 | 21,398 |
Net losses (gains) on investments, net of dividends | 37,837 | 55 | (7,840) |
Operating cash flows due to changes in: | |||
Income and fees receivable | 137,002 | 345,865 | (324,074) |
Due from related parties | (5,048) | (13,896) | 1,413 |
Other assets, net | (39,601) | 5,787 | (692) |
Compensation payable | (126,635) | 8,313 | 44,426 |
Unearned income and fees | (8,931) | 920 | 771 |
Tax receivable agreement liability | (5,507) | 2,018 | (15,459) |
Operating lease liabilities | (21,446) | (22,716) | (22,313) |
Other liabilities | 4,557 | (9,966) | (13,444) |
Unrealized (gains) losses of consolidated entities | (1,971) | 481 | 0 |
Consolidated Entities Related Items | |||
Purchases of investments | (599,907) | 0 | 0 |
Proceeds from sale of investments | 245,605 | 0 | 0 |
Other assets of consolidated entities | (1,085) | (5,786) | 649 |
Other liabilities of consolidated entities | 22,802 | (6,955) | (389) |
Net Cash (Used in) Provided by Operating Activities | (339,200) | 476,730 | 8,683 |
Cash Flows from Investing Activities | |||
Purchases of fixed assets | (540) | (4,894) | (2,639) |
Purchases of United States government obligations | (98,082) | (384,655) | (340,334) |
Maturities and sales of United States government obligations | 279,386 | 283,190 | 383,101 |
Investments in funds | (139,850) | (112,941) | (32,210) |
Return of investments in funds | 202,304 | 28,975 | 7,453 |
Consolidated Entities Related Items | |||
Purchases of United States government obligations by SPAC | (235,040) | 0 | 0 |
Net Cash Provided by (Used in) Investing Activities | 8,178 | (190,325) | 15,371 |
Cash Flows from Financing Activities | |||
Amounts paid in exchange of Group A Units | 0 | (11,100) | 0 |
Redemption of Preferred Units | 0 | 0 | (156,952) |
Contributions from noncontrolling interests | 16,648 | 6,693 | 10,878 |
Distributions to noncontrolling interests | (7,938) | (6,101) | (5,425) |
Dividends on Class A Shares | (6,240) | (84,201) | (11,613) |
Proceeds from debt obligations, net of issuance costs | 6,954 | 9,112 | 311,773 |
Repayment of debt obligations, including prepayment costs | (10,740) | (249,731) | (245,036) |
Proceeds from securities sold under agreements to repurchase, net of issuance costs | 20,395 | 45,878 | 16,605 |
Purchases of treasury stock | (32,495) | 0 | 0 |
Other, net | (6,584) | (4,992) | (2,940) |
Consolidated Entities Related Items | |||
Proceeds from debt obligations of consolidated entities, net of issuance costs | 215,733 | 234,600 | 0 |
Net Cash Provided by (Used in) Financing Activities | 195,733 | (59,842) | (82,710) |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (816) | (869) | 194 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect, Total | (136,105) | 225,694 | (58,462) |
Cash and Cash Equivalents and Restricted Cash, End of Period | 276,566 | 412,671 | 186,977 |
Cash paid during the period: | |||
Interest | 12,721 | 13,722 | 15,530 |
Income taxes | 8,125 | 7,581 | 5,280 |
Non-cashTransactions | |||
Assets related to initial consolidation of funds | 16,699 | 0 | 0 |
Liabilities related to initial consolidation of funds | 2,364 | 0 | 0 |
Assets related to deconsolidation of funds | 90,000 | 0 | 0 |
Liabilities related to deconsolidation of funds | 29,857 | 0 | 0 |
Reconciliation of cash and cash equivalents and restricted cash | |||
Cash and cash equivalents | 258,863 | 170,781 | 183,815 |
Restricted cash | 7,895 | 7,289 | 3,162 |
Cash and cash equivalents | 3 | 0 | 0 |
Restricted cash and cash equivalents of consolidated entities | 9,805 | 234,601 | 0 |
Total Cash and Cash Equivalents and Restricted Cash | $ 276,566 | $ 412,671 | $ 186,977 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | ORGANIZATION Sculptor Capital Management, Inc. (the “Registrant”), a Delaware corporation, together with its consolidated subsidiaries (collectively, the “Company” or “Sculptor Capital”), is a leading institutional alternative asset management firm with a global presence with offices in New York, London, Hong Kong and Shanghai. The Company provides asset management services and investment products across Credit, Real Estate, and Multi-Strategy. The Company serves its global client base through commingled funds, separate accounts and specialized products, as well as sponsoring a special purpose acquisition company (“SPAC”) (collectively, the “funds”). Sculptor Capital’s distinct investment process seeks to generate attractive and consistent risk-adjusted returns across market cycles through a combination of bottom-up fundamental analysis, a high degree of flexibility, a collaborative team and integrated risk management. The Company’s capabilities span all major geographies and asset classes, including fundamental equities, corporate credit, real estate debt and equity, merger arbitrage and structured credit. The Company manages multi-strategy funds, dedicated credit funds, including opportunistic credit funds and Institutional Credit Strategies products, real estate funds, and other alternative investment vehicles. Through Institutional Credit Strategies, the Company’s asset management platform that invests in performing credits, the Company manages collateralized loan obligations (“CLOs”), aircraft securitization vehicles, collateralized bond obligations (“CBOs”), structured alternative investment solutions, commingled products and other customized solutions for clients. The Company’s primary sources of revenues are management fees, which are generally based on the amount of the Company’s assets under management (“Assets Under Management” or “AUM”), as defined below, and incentive income, which is based on the investment performance of its funds. Accordingly, for any given period, the Company’s revenues will be driven by the combination of Assets Under Management and the investment performance of the funds. AUM refers to the assets of the funds to which the Company provides investment management and advisory services. The Company’s AUM are a function of the capital that is allocated to it by the investors in its funds and the investment performance of its funds. The Company conducts its business and generates substantially all of its revenues primarily in the United States (the “U.S.”) through one operating and reportable segment. The single reportable segment reflects how the Company’s chief operating decision makers allocate resources, make operating decisions and assess financial performance on a consolidated basis under the Company’s ‘one-firm approach,’ which includes operating collaboratively across business lines, with predominantly a single expense pool. The Company conducts its operations through Sculptor Capital LP, Sculptor Capital Advisors LP and Sculptor Capital Advisors II LP (collectively, the “Sculptor Operating Partnerships” and collectively with their consolidated subsidiaries, the “Sculptor Operating Group”). The Registrant holds its interests in the Sculptor Operating Group indirectly through Sculptor Capital Holding Corporation (“Sculptor Corp”), a wholly owned subsidiary of the Registrant. References to the Company’s “executive managing directors” include the current executive managing directors of the Company, and, except where the context requires otherwise, also include certain former executive managing directors who are no longer active in the Company’s business. Company Structure The Registrant is a holding company that, through Sculptor Corp, holds equity ownership interests in the Sculptor Operating Group. The Registrant had issued and outstanding the following share classes: • Class A Shares —Class A Shares are publicly traded and entitle the holders thereof to one vote per share on matters submitted to a vote of shareholders. The holders of Class A Shares are entitled to any distributions declared on the Class A Shares by the Registrant’s Board of Directors (other than RSAs, where entitlement to distributions may be subject to limitations and conditions). • Class B Shares —Class B Shares are held by executive managing directors, as further discussed below. These shares are not publicly traded but rather entitle the executive managing directors to one vote per share on matters submitted to a vote of shareholders. These shares do not participate in the earnings of the Registrant, as the executive managing directors participate in the related economics of the Sculptor Operating Group through their direct ownership in the Sculptor Operating Group, subject to the Distribution Holiday discussed below. The Company conducts its operations through the Sculptor Operating Group. The following is a list of the outstanding units of the Sculptor Operating Partnerships as of December 31, 2022: • Group A Units —Group A Units are limited partner interests issued to certain executive managing directors. In connection with the Recapitalization, as defined below, the Sculptor Operating Partnerships initiated a distribution holiday (the “Distribution Holiday”). Holders of Group A Units do not receive distributions on such units during the Distribution Holiday. Each executive managing director may exchange his or her vested and booked-up (as defined below) Group A Units for an equal number of Class A Shares (or the cash equivalent thereof) over a period of two years in three equal installments commencing upon the final day of the Distribution Holiday and on each of the first and second anniversary thereof (or, for units that become vested and booked-up Group A Units after the final day of the Distribution Holiday, from the later of the date on which they would have been exchangeable in accordance with the foregoing and the date on which they become vested and booked-up Group A Units) (and thereafter such units will remain exchangeable), in each case, subject to certain restrictions. A “book-up” is achieved when sufficient appreciation has occurred to meet a prescribed capital account book-up target under the terms of the Sculptor Operating Partnership limited partnership agreements. Group A Unit grants are accounted for as equity-based compensation. See Note 13 for additional information. The Company completed a recapitalization in February 2019 (“Recapitalization”). See Note 3 for additional details. In connection with the Recapitalization, each Group A Unit outstanding on the Recapitalization date was recapitalized into 0.65 Group A Units and 0.35 Group A-1 Units. • Group A-1 Units —Group A-1 Units are limited partner interests into which 0.35 of each Group A Unit was recapitalized in connection with the reallocation that was effectuated by the Recapitalization. The Group A-1 Units will be canceled at such time and to the extent that the Group E Units granted in connection with the Recapitalization vest and achieve a book-up. Group A-1 Units are not eligible to receive distributions at any time and do not participate in the net income (loss) of the Sculptor Operating Group. However, the holders of Group A-1 Units shall participate in any sale, change of control or other liquidity event that takes place prior to cancellation of the Group A-1 Units. In the Recapitalization, the holders of the 2016 Preferred Units, as defined below, forfeited an additional 749,813 Group A Units, which were recapitalized into Group A-1 Units. • Group B Units —Sculptor Corp holds a general partner interest and Group B Units in each Sculptor Operating Partnership. Sculptor Corp owns all of the Group B Units, which represent equity interest in the Sculptor Operating Partnerships. Except during the Distribution Holiday as described above, the Group B Units are economically identical to the Group A Units held by executive managing directors but are not exchangeable for Class A Shares and are not subject to vesting, book-up, forfeiture or minimum retained ownership requirements. • Group E Units —Group E Units are limited partner interests issued to certain executive managing directors that are only entitled to future profits and gains upon satisfaction of a certain performance condition. Each Group E Unit converts into a Group A Unit and becomes exchangeable for one Class A Share (or the cash equivalent thereof) to the extent there has been a sufficient amount of appreciation for a Group E Unit to achieve a book-up target and, subject to other conditions contained in the limited partnership agreements of the Sculptor Operating Partnerships, the Distribution Holiday has ended (or an earlier exchange date is established by the Exchange Committee, which consists of the Chief Executive Officer and the Chief Financial Officer of Sculptor Capital Management, Inc.). The Group E Units are entitled to share in residual assets upon liquidation, dissolution or winding up and become eligible to participate in any tag along right , in a change of control transaction or other liquidity event only to the extent of their relative positive capital accounts (if any). Holders of Group E Units do not receive distributions during the Distribution Holiday. See Note 3 for additional details. Group E Unit grants are accounted for as equity-based compensation. See Note 13 for additional information. • Group P Units —Group P Units are limited partner interests issued to certain executive managing directors that are only entitled to future profits and gains upon satisfaction of certain service and market conditions. Each Group P Unit becomes exchangeable for one Class A Share (or the cash equivalent thereof), in each case upon satisfaction of certain service and market conditions at such time and, with respect to exchanges, to the extent there has been sufficient appreciation for a Group P Unit to achieve a book-up target and, subject to other conditions contained in the limited partnership agreements of the Sculptor Operating Partnerships, the Distribution Holiday has ended (or an earlier exchange date is established by the Exchange Committee). The Group P Units are entitled to share in residual assets upon liquidation, dissolution or winding up and become eligible to participate in any tag along right, in a change of control transaction or other liquidity event only to the extent that certain market conditions are met and to the extent of their relative positive capital accounts (if any). The terms of the Group P Units may be varied for certain executive managing directors. See Note 13 for additional information. • Preferred Units —The Preferred Units were non-voting preferred equity interests in the Sculptor Operating Partnerships. Preferred Units issued in 2016 and 2017 are collectively referred to as the “2016 Preferred Units.” The 2016 Preferred Units were redeemed in full as a part of the Recapitalization. The Preferred Units issued in 2019 are referred to as the “2019 Preferred Units.” The 2019 Preferred Units were redeemed in full at a 25% discount in the fourth quarter of 2020. Executive managing directors hold a number of Class B Shares equal to the number of Group A Units, vested Group E Units, Group A-1 Units (to the extent the corresponding Class B Shares have not been canceled in connection with the vesting of certain Group E Units issued in connection with the Recapitalization, as further discussed in Note 3), and Group P Units held. Upon the exchange of a Group A Unit or Group P Unit for a Class A Share, the corresponding Class B Share is canceled and a Group B Unit is issued to Sculptor Corp. Class B Shares that relate to Group A-1 Units will be voted pro rata in accordance with the vote of the Class A Shares. The following table presents the number of shares and units of the Company and the Sculptor Operating Partnerships, respectively, that were outstanding as of December 31, 2022: As of December 31, 2022 Sculptor Capital Management, Inc. Class A Shares 23,707,228 Class B Shares 33,569,188 Restricted Class A Shares (“RSAs”) 5,204,770 Restricted Share Units (“RSUs”) 2,453,809 Performance-based RSUs (“PSUs”) 912,500 Warrants to purchase Class A Shares (Note 8) 4,338,015 Sculptor Operating Partnerships Group A Units 15,025,994 Group A-1 Units 9,244,477 Group B Units 23,707,228 Group E Units 13,014,158 Group P Units 5,348,572 The Company grants RSAs, RSUs and PSUs to its employees and executive managing directors as a form of compensation. These grants are accounted for as equity-based compensation. See Note 13 for additional information. In addition, the Company has 3,022,380 shares of treasury stock as of December 31, 2022. Share Repurchase Program In February 2022, the Company’s Board of Directors authorized the Company to repurchase up to $100.0 million of its outstanding common stock. The Company records its treasury stock repurchases at cost on a trade date basis. As of December 31, 2022, the Company repurchased 3,022,380 Class A Shares at a cost of $32.5 million for an average price of $10.75 per share through open market purchase transactions. As of December 31, 2022, $67.5 million remained available for repurchase of the Company’s common stock under the share repurchase program. All of the repurchased shares are classified as treasury stock in the Company’s consolidated balance sheets. The repurchase program has no expiration date. The Company may purchase shares on a discretionary basis from time to time through open market purchases, privately negotiated transactions or other means including through Rule 10b5-1 trading plans or through the use of other techniques such as accelerated share repurchases. The timing and amount of any transactions will be subject to the discretion of the Company based upon market conditions and other opportunities that the Company may have for the use or investment of its cash balances. The repurchase program does not require the purchase of any minimum number of shares and may be suspended, modified or discontinued at any time without prior notice. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation These consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) as set forth in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”). All intercompany transactions and balances have been eliminated in consolidation. The notes are an integral part of the Company’s consolidated financial statements. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements of the Company. The most critical of these estimates are related to (i) fair value measurements of the assets and liabilities of the funds, which impacts the Company’s management fees and incentive income; (ii) the determination of whether to recognize incentive income; (iii) the determination of whether or not to consolidate a variable interest entity or a voting interest entity; (iv) the estimate of future taxable income, which impacts the carrying amount of the Company’s deferred income tax assets; (v) fair value measurements of investments in CLOs and warrant liabilities; and valuation of non-cash compensation. While management believes that the estimates utilized in preparing the consolidated financial statements are reasonable and prudent, actual results could differ materially from those estimates. Foreign Currency The functional currency of substantially all of the Company’s consolidated subsidiaries is the U.S. dollar, as their operations are considered extensions of the U.S. parent’s operations. Monetary assets and liabilities denominated in foreign currencies are remeasured into U.S. dollars at the closing rates of exchange on the balance sheet date. Nonmonetary assets and liabilities denominated in foreign currencies are remeasured into U.S. dollars using the historical exchange rate. As a result, no transaction gains or losses are recognized for nonmonetary assets and liabilities. The profit or loss arising from foreign currency transactions are remeasured using the rate in effect on the date of any relevant transaction. Gains and losses on transactions denominated in foreign currencies due to changes in exchange rates are recorded within general, administrative and other. Unrealized gains and losses due to changes in exchange rates related to investments held in a currency other than an entity’s functional currency are reported in net gains (losses) on investments in the consolidated statements of operations. The Company has a subsidiary whose functional currency is the Euro, and the financial statements of such entity are translated into U.S. dollars using the exchange rates prevailing at the end of each reporting period, and the statement of operations of the entity is translated using the rate in effect on the date of any relevant transaction. Gains and losses arising from the translation of monetary assets and liabilities are recorded as a currency translation adjustment in the consolidated statements of comprehensive income (loss) and are included in accumulated other comprehensive income (loss) in the consolidated balance sheets. Consolidation The Company’s multi-strategy funds, open-end opportunistic credit funds and certain other funds are generally organized using a “master-feeder” structure. Fund investors, including the Company’s executive managing directors, employees and other related parties, to the extent they invest in a given fund, generally invest directly into the feeder funds. These feeder funds are typically limited partnerships or limited companies that hold direct or indirect interests in a master fund. The master fund, together with its subsidiaries, is the primary investment vehicle for its feeder funds. The Company generally collects its management fees and incentive income from the feeder funds or subsidiaries of the feeder funds (“intermediate funds”), and generally does not collect any management fees or incentive income directly from the master funds. The Company also organizes certain funds (e.g., its real estate funds and closed-end opportunistic credit funds) without the use of a master-feeder structure. These are typically organized as limited partnerships, in which the Company is the general partner and collects management fees and incentive income directly from these entities; however, in the case of the real estate funds, the Company collects management fees directly from those funds’ investors. CLOs are collateralized financing vehicles that issue notes to investors and use those proceeds to acquire various types of credit-related investments that serve as collateral for the notes. Senior notes issued by these vehicles make periodic payments based on a stated interest rate, while the most subordinated notes have no stated interest rate but receive periodic payments from excess cash flows remaining after periodic payments have been made to the other notes and for fees and expenses due. The Company generally directs the activities of its funds through its role as general partner, investment manager, or CLO collateral manager. The Company first evaluates whether it holds a variable interest in an entity. Where the Company holds a variable interest in an entity, it is required to determine whether it should consolidate the entity. Fee arrangements are not considered variable interests when they are commensurate with the level of effort required to provide services and include only terms, conditions, or amounts that are customarily present in arrangements for similar services negotiated at arm’s length, and where the Company does not hold other interests in the entity that would absorb more than an insignificant amount of the variability of the entity. Where the Company does not have a variable interest in the entity, it will not consolidate the entity. Where the Company has a variable interest, it is required to determine whether the entity will be considered as a Variable Interest Entity (“VIE”) or Voting Interest Entity (“VOE”), the classification of which will determine the analysis that the Company is required to perform when determining whether it should consolidate the entity. The consolidated financial statements include the accounts of the Registrant and entities in which it, directly or indirectly, is determined to have a controlling financial interest under the following set of guidelines: • VIEs— The Company determines whether, if by design, an entity has any of the following characteristics: (i) equity investors who lack the characteristics of a controlling financial interest; (ii) the entity does not have sufficient equity at risk to finance its expected activities without additional subordinated financial support from other parties; or (iii) substantially all of the activities of the entity are performed on behalf of a party with disproportionately few voting rights. An entity with any one of these characteristics is a VIE. Partnerships, and similarly structured entities, will be considered as VIEs where a simple majority of third party investors with equity at risk are not able to exercise substantive kick-out or participating rights over the general partner. • VOEs— Where an entity does not have the characteristics of a VIE, it is a VOE. The determination of whether a fund or an entity is a VIE or a VOE is based on the facts and circumstances for each individual fund or entity in accordance with the guidelines described below. Classification of such entities is reassessed where there is a substantive change in the governing documents or contractual arrangements of the entity, to the capital structure of the entity or in the activities of the entity. The Company continuously reassesses whether it should consolidate a VIE or VOE. Funds that are VIEs Funds that are VIEs are generally VIEs because fund investors are deemed to lack the characteristics of a controlling financial interest or the entity does not have sufficient equity at risk. The party identified as the primary beneficiary of a VIE is required to consolidate the entity. A party is the primary beneficiary of a VIE where it has a controlling financial interest in the entity, which is defined as (i) the power to direct the activities of the entity that most significantly impact the entity’s economic performance; and (ii) the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the entity. Where the Company holds a variable interest in an entity, it is required to determine whether it should consolidate the entity. Where the Company does not have a controlling financial interest, but is part of a related party group under common control that collectively has characteristics of a controlling financial interest, the Company may be required to determine which party within the related party group is more closely associated with the VIE and would therefore consolidate a VIE. This assessment would also be performed where power is shared within a related party group that collectively has characteristics of a controlling financial interest. For the purposes of determining whether it is the primary beneficiary of a fund that is a VIE, the Company considers its indirect economic interests in a VIE held through related parties that are under common control on a proportionate basis, consistent with the way it would evaluate its indirect economic interests held through related parties that are not under common control. The types of funds that are VIEs and not consolidated are generally (i) master funds and intermediate fund vehicles for the Company’s multi-strategy funds, as well as opportunistic credit, real estate and certain other fund vehicles, as third party investors in these entities have not been granted substantive removal rights; and (ii) CLOs, as they lack sufficient equity at risk to finance their expected activities without additional subordinated financial support from other parties. The Company does not consolidate VIEs where it does not have a controlling financial interest. Consolidation of Structured Alternative Investment Solution and Other Funds In the first quarter of 2022, the Company consolidated a fund it manages as a result of an increase in the Company’s investment in the vehicle, which resulted in the Company having a controlling financial interest in the VIE; the fund was subsequently deconsolidated in the first quarter of 2022 as the Company determined it was no longer the primary beneficiary as a result of the Company’s redemption of its economic exposure to the fund. The Company recognized no gain or loss from consolidation and deconsolidation of the fund in the first quarter of 2022. Additionally, in the first quarter of 2022, the Company closed on a $350.0 million structured alternative investment solution. The vehicle is a collateralized financing vehicle that issues senior and subordinated notes to investors and uses those proceeds to invest in a diversified portfolio of funds managed by the Company. Senior and mezzanine notes issued by the vehicle make periodic payments based on a stated interest rate, while the most subordinated notes have no stated interest rate but receive periodic payments from excess cash flows remaining after periodic payments have been made to the other notes and for fees and expenses due, as prescribed by the terms of the notes. The structured alternative investment solution is a VIE since it lacks sufficient equity at risk to finance its expected activities without additional subordinated financial support from other parties, as it is financed through senior, mezzanine and subordinated notes. The Company consolidates the entity, as it has the power to direct the activities that most significantly impact the vehicle’s economic performance, and the Company has the right to receive benefits or the obligation to absorb losses of the vehicle in the form of its retained interest that could potentially be significant to the vehicle. The Company invested approximately $127.8 million in the vehicle. The collateral assets of the consolidated entity are held solely to satisfy the obligations of the entity, and the investors in the consolidated vehicle have no recourse against the Company for any losses sustained by the entity. For additional information related to the Company’s VIEs see Note 6. Funds and entities that are VOEs Funds that are corporations, or similarly structured entities, that are not VIEs would be consolidated by the Company where the Company has a majority equity investment and has control over significant operating, financial and investing decisions of the entity. The Company will generally not consolidate partnerships, or similarly structured entities, that are not VIEs where a single investor or simple majority of third party investors with equity have the ability to exercise substantive kick-out or participating rights. The types of funds that are VOEs and not consolidated by the Company are generally feeder funds of the Company’s multi-strategy funds, as third party fund investors in these entities have been granted substantive removal rights. Consolidation of SPAC On December 13, 2021, the Company’s first sponsored consolidated SPAC, Sculptor Acquisition Corporation I (“SAC I”), completed its initial public offering raising gross proceeds of $230.0 million, which included the underwriter’s full exercise of their overallotment option. Prior to the completion of a business combination, Sculptor Acquisition Sponsor I, LLC, the sponsor of SAC I, a subsidiary of the Company, owns the majority of the Class B ordinary shares outstanding of SAC I. The Company consolidates SAC I under the voting interest model and reflects the results of SAC I as a consolidated entity. The SPAC’s Class A ordinary shareholders have redemption rights that are considered to be outside of the Company’s control, and as a result, these shares are presented as redeemable noncontrolling interests on the consolidated balance sheets. Including the results of the consolidated entities may significantly increase the reported amounts of the assets, liabilities, revenues, expenses and cash flows in the accompanying consolidated financial statements; however, the consolidated entity’s results included herein have no direct effect on income attributable to Sculptor Capital Management, Inc. or shareholders’ deficit attributable to Class A shareholders. Economic ownership interests of the investors in the consolidated SPAC are reflected as redeemable non-controlling interests on the consolidated balance sheets. Allocations of Sculptor Operating Group Earnings and Capital Prior to the Recapitalization, the attribution of net income (loss) of each Sculptor Operating Partnership was based on the relative ownership percentages of the Group A Units (noncontrolling interests) and the Group B Units (indirectly held by the Registrant). In applying the substantive profit-sharing arrangements in the Sculptor Operating Partnership limited partnership agreements to the Company’s consolidated financial statements, for periods subsequent to the Recapitalization and for the duration of the Distribution Holiday, the Company will allocate net income of each Sculptor Operating Partnership in any fiscal year solely to the Group B Units and any net loss on a pro rata basis based on the relative ownership percentages of the Group A Units and Group B Units. To the extent a Sculptor Operating Partnership incurs a net loss in an interim period, any net income recognized in a subsequent interim period in the same fiscal year is allocated on a pro rata basis to the extent of previously allocated net loss. Conversely, to the extent a Sculptor Operating Partnership recognizes net income in an interim period, any net loss incurred in a subsequent interim period in the same fiscal year is allocated solely to the Group B Units to the extent of previously allocated net income. As of December 31, 2022, Group P Units are not participating in the earnings of the Sculptor Operating Group, as certain service and market performance conditions, as described in Note 13, have not been met as of the reporting period end. See Note 4 for additional information regarding the Company’s interest in the Sculptor Operating Group. Noncontrolling Interests The Group A Units represent interests in the Sculptor Operating Group not held by the Company, and amounts attributable to these units are presented as noncontrolling interests in the consolidated balance sheets, and allocations to these interests are presented as net income (loss) attributable to noncontrolling interests in the consolidated statements of operations. In 2021, the Company consolidated a SPAC which issued redeemable Class A Shares. Amounts relating to these interests in the consolidated entity are presented as redeemable noncontrolling interests in the consolidated balance sheets. Profits and losses attributable to these interests are presented as net income (loss) attributable to redeemable noncontrolling interests in the consolidated statements of operations. Redeemable noncontrolling interests also included Preferred Units up until their redemption in November 2020, as described below. The redeemable noncontrolling interests related to the SPAC were initially recorded at their original issue price, net of offering costs and the initial fair value of separately traded warrants. At each balance sheet date, the carrying value of the redeemable interest is presented at the redemption amount. The Company recognizes changes in the redemption amount immediately as they occur and adjusts the carrying value of the security at the end of each reporting period through a charge against additional paid-in capital for the difference between the carrying value of the SPAC’s Class A ordinary shares, adjusted for SPAC’s earnings attributable to noncontrolling interest holders, and their redemption value. As of December 31, 2022, all 23,000,000 Class A ordinary shares of the SPAC were classified outside of permanent equity as the redemption is outside the Company’s control. See Note 4 for additional information regarding noncontrolling interests. Preferred Units Up until their redemption in November 2020, the Company presented Preferred Units as redeemable noncontrolling interests, outside of permanent equity on the Company’s consolidated balance sheet, as the redemption of the Preferred Units have been effected in a manner not solely in control of the Company. The Company recorded the proceeds from the issuance and sale net of transactions costs. As the redemption of the Preferred Units was outside of the control of the Company, the Company carried the Preferred Units at redemption value at each period end. The change in redemption value was treated as a reduction of the common equity holders’ interests in the Sculptor Operating Group. The pro rata share of the change in redemption value that was allocable to the Registrant was treated as an adjustment to net income (loss) attributable to Class A Shareholders when calculating earnings (loss) per Class A Share. Revenue Recognition The Company provides asset management services to its customers, including certain administrative services related to the funds’ operations, in exchange for management and incentive fees, which are included in the Company’s agreements with its customers. The services provided in connection with the identified performance obligations are satisfied over time. The agreements are generally automatically renewed on an annual basis unless the agreements are terminated by the general partner or directors of the respective funds. Management Fees Management fees for the Company’s multi-strategy funds typically range from 1.00% to 2.00% annually of fee-paying assets under management based on the net asset value of these funds. For the Company’s opportunistic credit funds, management fees typically range from 0.75% to 2.25% annually based on the net asset value of these funds. Management fees for Institutional Credit Strategies, which primarily relate to CLOs, generally range from 0.25% to 0.50% annually based on the par value of the collateral and cash held in the CLOs. Management fees for the Company’s real estate funds, exclusive of co-investment vehicles, generally range from 0.75% to 1.50% annually based on the amount of capital committed or invested during the investment period, and on the amount of invested capital after the investment period. Management fees are recognized over the period during which the related services are performed. Management fees are generally calculated and paid to the Company on a quarterly basis in advance, based on the amount of Assets Under Management at the beginning of the quarter. Management fees are prorated for capital inflows and redemptions during the quarter. Accordingly, changes in the Company’s management fee revenues from quarter to quarter are driven by changes in the quarterly opening balances of Assets Under Management, the relative magnitude and timing of inflows and redemptions during the respective quarter, as well as the impact of differing management fee rates charged on those inflows and redemptions. The Company considers management fees to be a form of variable consideration, as the amount earned each quarter may depend on various contingencies, such as the value of Assets Under Management, capital inflows and outflows during the period, or changes in committed or invested capital. Management fees, however, are generally recognized at the end of each reporting period and are not subject to clawback and, therefore, the value of the management fees the Company is entitled to receive at the end of each quarter is generally no longer subject to the constraint. A portion of the management fees the Company earns from its CLOs is subordinated to other obligations of the CLOs, including principal and interest on the notes issued by the CLOs. When certain overcollateralization tests are triggered, cash flows received on the underlying collateral in the CLOs that would have otherwise been distributed as subordinated management fees to the Company are redirected to pay principal and interest on the more senior obligations of the CLOs. In the event a CLO fails to satisfy one or more overcollateralization tests, the Company will stop recognizing management fees for the CLO until if and when the collateral tests are remedied and all fees are paid. Incentive Income The Company earns incentive income based on the cumulative performance of the funds over a commitment period. The Company recognizes incentive income when such amounts are probable of not significantly reversing. Incentive income is considered variable consideration, the recognition of which is subject to constraint. Incentive income is no longer constrained when it is probable that a significant reversal will not occur. Determining the amount of incentive income to record is subject to qualitative and quantitative factors including, where a fund is in its life-cycle, whether the Company has received or is entitled to receive incentive income distributions and potential sales of fund investments. The Company continuously evaluates whether there are additional considerations that could potentially impact the recognition of incentive income. To the extent that distributions have been received, but for which the recognition of incentive income is not appropriate, the Company will recognize a liability for unearned incentive income. Incentive income is typically equal to 20% of the realized and unrealized profits, net of management fees, attributable to each fund investor in the Company’s multi-strategy funds, open-end opportunistic credit funds and certain other funds. Incentive income excludes unrealized gains and losses attributable to investments that the Company, as investment manager, believes lack a readily ascertainable market value, are illiquid or should be held until the resolution of a special event or circumstance (“Special Investments”). For the Company’s closed-end opportunistic credit funds, real estate funds and certain other funds, incentive income is typically equal to 20% of the realized profits, net of management fees, attributable to each fund investor. For CLOs, incentive income is typically 20% of the excess cash flows available to the holders of the subordinated notes. The Company’s ability to earn incentive income from some of its funds may be impacted by hurdle rates, whereby the Company is not entitled to incentive income until the investment returns exceed an agreed upon benchmark. For a portion of these assets subject to hurdle rates, once the investment performance has exceeded the hurdle rate, the Company may receive a preferential “catch-up” allocation, equal to a full 20% of the net profits attributable to investors in these assets. All of the Company’s multi-strategy funds and open-end opportunistic credit funds are subject to a perpetual loss carry forward, or perpetual “high-water mark,” meaning the Company will not be able to earn incentive income with respect to positive investment performance it generates for a fund investor in any year following negative investment performance until that loss is recouped, at which point a fund investor’s investment surpasses the high-water mark. The Company earns incentive income on any profits, net of management fees, in excess of the high-water mark. The commitment period for most of the Company’s multi-strategy Assets Under Management is for a period of one year on a calendar-year basis with incentive income recognized annually on December 31. The Company may also recognize incentive income related to fund investor redemptions at other times during the year, and on Assets Under Management subject to commitment periods that are longer than one year where the commitment period expires during the year. The Company may also recognize incentive income for tax distributions that the Company is entitled to that cover estimated tax obligations of the Company related to the management of certain funds, as such distributions are not subject to clawback once distributed to the Company. See Note 12 for additional information regarding the Company’s revenues. Other Revenues Other revenues consist primarily of interest income on investments in CLOs and cash and cash equivalents and subrental income. Interest income is recognized on an effective yield basis. Subrental income is recognized on a straight-line basis over the lease term. For the years ended December 31, 2022, 2021, and 2020, the Company recognized $10.1 million, $4.8 million, and $7.0 million, respectively, of interest income. Compensation and Benefits Compensation and benefits is comprised of salaries, employee benefits, payroll taxes, and discretionary and guaranteed cash bonus expense. The Company generally recognizes compensation and benefits expenses over the related service period. Bonus Compensation On an annual basis, compensation and benefits comprise a significant portion of total expenses, with discretionary cash bonuses generally comprising a significant portion of total compensation and benefits. The Company accrues minimum annual discretionary cash bonus on a straight-line basis during the year. The total amount of discretionary cash bonuses ultimately recognized for the full year, which is determined in the fourth quarter of each year, could differ materially from the minimum amount accrued during the first three quarters of each year, as the total discretionary cash bonus is dependent upon a variety of factors, including fund performance for the year. Equity-Based Compensation Compensation expense related to equity-classified share-based payments with a service condition is based on the grant-date fair value and recognized on a straight-line basis over the requisite service period for awards with both cliff vesting and graded vesting. The Company accounts for forfeitures on share-based compensation arrangements as they occur. The Company recognizes all income tax effects of awards within consolidated net income (loss) when the awards vest or are settled. Compensation expense related to equity-classified share-based payments with market or performance conditions is based on the estimated fair value of the awards at the date of grant, using graded vesting, which separately considers and recognizes compensation expense over the requisite service period for each tranche. For awards with post-vesting performance conditions, at each reporting date, compensation expense is updated to reflect the fair value per share at the grant date, using the most probable outcome related to the underlying performance conditions. For liability-classified share-based payments, the Company recognizes compensation expense over the requisite service period and adjusts to the fair value as of the end of the reporting period. See Note 13 for additional information on the Company’s equity-based compensation plans. Profit Sharing Arrangements The Company also has profit-sharing arrangements whereby certain employees and executive managing directors are entitled to a share of incentive income distributed to the Company from its real estate funds. To the extent that the payments made by the Company to the employees and executive managing directors are probable and reasonably estimable, the Company accrues these payments as compensation expense, which may occur prior to the recognition of the related incentive income. Deferred Cash Interests (DCIs) DCIs are granted to certain employees and executive managing directors as a form of compensation. DCIs generally vest over a three year period, subject to an employee’s or executive managing director’s continued service. Upon vesting, the Company pays the employee or executive managing director an amount in cash equal to the notional investment in specified funds represented by the DCIs, as adjusted for fund performance over the service period. Except as otherwise provided in the relevant deferred cash interest plan or in an award agreement, in the event of a termination of the employee’s or executive managing director’s service, any portion of the DCIs that are unvested as of the date of termination will be forfeited. The Company recognizes the total notional investment as compensation expense, as adjusted for notional fund performance, over the related service period. Income Taxes Deferred income tax assets and liabilities resulting from temporary differences between the GAAP and tax bases of assets and liabilities are measured at the balance sheet date using enacted income tax rates expected to apply to taxable income in the years the temporary differences are expected to reverse. The Company offsets deferred income tax assets and liabilities for presentation in its consolidated balance sheets when such assets and liabilities are within the same legal entity and related to the same taxing jurisdiction. The realization of deferred income tax assets depends upon the existence of sufficient taxable income within the carryback or carryforward periods under the enacted tax law in the applicable tax jurisdiction. A valuation allowance is established when management determines, based on available information, that it is more likely than not that deferred income tax assets will not be realized. Significant judgment is required in determining whether a valuation allowance should be established, as well as the amount of such allowance. The Company recognizes the income tax accounting effects of changes in tax law or rates (including retroactive changes) in the period of enactment . Future events such as changes in tax legislation could have an impact on the provision for income taxes and the effective income tax rate. Any such changes could significantly affect the amounts reported in the consolidated financial statements in the year these changes occur. The Company records interest and penalties related to income taxes within income taxes in the consolidated statements of operations. Comprehensive Income (Loss) Comprehensive income consists of net income and other comprehensive income. The Company’s other comprehensive income is comprised of foreign currency translation adjustments associated with the Company’s Euro denominated subsidiary and related income tax effects. The Company would release income tax effects from accumulated other comprehensive income if and when the investment in the foreign entity is sold or liquidated. Cash and Cash Equivalents |
Recapitalization
Recapitalization | 12 Months Ended |
Dec. 31, 2022 | |
Recapitalization [Abstract] | |
Recapitalization | RECAPITALIZATION On February 7, 2019, the Company completed the Recapitalization, which included a series of transactions that involved the reallocation of certain ownership interests in the Sculptor Operating Partnerships to existing members of senior management, the Distribution Holiday and various other related transactions. As part of the Recapitalization in February 2019, (i) $200.0 million of the 2016 Preferred Units was restructured into an unsecured senior subordinated term loan (the “Debt Securities”) and (ii) $200.0 million of the 2016 Preferred Units was restructured into 2019 Preferred Units. As a result of the Recapitalization, Preferred Units reported in redeemable noncontrolling interests in the Company’s balance sheet decreased to a balance of $150.0 million, which represented the redemption value of the 2019 Preferred Units net of the negotiated prepayment discount available as of that date. The adjustment to the redemption value was taken as an adjustment to the net income (loss) allocable to Class A Shareholders. The restructuring of the 2016 Preferred Units into Debt Securities resulted in the Company initially recognizing the Debt Securities at fair value of $167.8 million net of discount and debt issuance costs, and the discounts and debt issuance costs were amortized through interest expense through the date the Debt Securities were repaid in November 2020. Reallocation of Equity In connection with the Recapitalization, holders of Group A Units collectively reallocated 35% of their Group A Units to existing members of senior management and for potential grants to new hires. The reallocation was effected by (i) recapitalizing such Group A Units into Group A-1 Units, and (ii) creating and making grants to existing members of senior management (and reserving for future grants to active managing directors and new hires) of Group E Units, which were treated as new grants of equity-based compensation. An equivalent number of Group A-1 Units will be canceled at such time and to the extent that Group E Units vest and achieve a book-up. Upon vesting, holders of Group E Units that were received in connection with the reallocation of Group A Units will be entitled to vote a corresponding number of Class B Shares previously allocated to Group A-1 Units. Until such time as the relevant Group E Units become vested, the Class B Shares corresponding to the Group A-1 Units will be voted pro rata in accordance with the vote of the Class A Shares. In connection with the Recapitalization, the holders of the 2016 Preferred Units forfeited an additional 749,813 Group A Units (which were recapitalized into Group A-1 Units). As a result of the reallocation of equity and related income tax effects of Recapitalization, the Company recorded $37.8 million to additional paid-in capital and a reduction of $39.1 million to noncontrolling interests in the year ended December 31, 2019. Distribution Holiday The Sculptor Operating Partnerships initiated the Distribution Holiday on the Group A Units, Group E Units and Group P Units and on certain RSUs that will terminate on the earlier of (x) 45 days after the last day of the first calendar quarter as of which the achievement of $600.0 million of Distribution Holiday Economic Income (as defined in the Sculptor Operating Partnerships’ limited partnership agreements) is realized and (y) April 1, 2026. During the Distribution Holiday, (i) the Sculptor Operating Partnerships shall only make distributions with respect to Group B Units, (ii) the performance thresholds of Group P Units, PSUs and RSAs shall be adjusted to take into account performance and distributions during such period, and (iii) RSUs will continue to receive dividend equivalents in respect of dividends or distributions paid on the Class A Shares. For certain executive managing directors, distributions on RSUs, as well as distributions counted in determining whether market performance conditions of Group P Units, RSAs, PSUs are met, are limited to an aggregate amount not to exceed $4.00 per Group P Unit, PSU, RSAs or RSU, as applicable, cumulatively during the Distribution Holiday. Following the termination of the Distribution Holiday, Group A Units and Group E Units (whether vested or unvested) shall receive distributions even if such units have not been booked-up. The Distribution Holiday was effective retroactively to October 1, 2018. As a result, in the year ended December 31, 2019, the Company recorded an increase of $37.8 million to additional paid-in capital and a reduction of $39.1 million to noncontrolling interests to reallocate a portion of pre-Recapitalization earnings and related income tax effects from noncontrolling interests to the Company’s additional paid-in capital. Such adjustment was recorded within Recapitalization adjustment in the consolidated statement of shareholders’ equity (deficit). |
Noncontrolling Interests
Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2022 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interests | NONCONTROLLING INTERESTS Noncontrolling interests represent ownership interests in the Company’s subsidiaries held by parties other than the Company, and primarily relate to the Group A Units held by executive managing directors. Prior to the Recapitalization, the attribution of net income (loss) of each Sculptor Operating Partnership was based on the relative ownership percentages of the Group A Units (noncontrolling interests) and the Group B Units (indirectly held by the Registrant). In applying the substantive profit-sharing arrangements in the Sculptor Operating Partnerships’ limited partnership agreements to the Company’s consolidated financial statements, for periods subsequent to the Recapitalization and for the duration of the Distribution Holiday, the Company will allocate net income of each Sculptor Operating Partnership in any fiscal year solely to the Group B Units and any net loss on a pro rata basis based on the relative ownership percentages of the Group A Units and Group B Units. To the extent a Sculptor Operating Partnership incurs a net loss in an interim period, any net income recognized in a subsequent interim period in the same fiscal year is allocated on a pro rata basis to the extent of previously allocated net loss. Conversely, to the extent a Sculptor Operating Partnership recognizes net income in an interim period, any net loss incurred in a subsequent interim period in the same fiscal year is allocated solely to the Group B Units to the extent of previously allocated net income. Noncontrolling interests are presented as a separate component of shareholders’ equity on the Company’s consolidated balance sheets. The primary components of noncontrolling interests are separately presented in the Company’s consolidated statements of changes in shareholders’ equity (deficit) to distinguish the shareholders’ equity (deficit) attributable to Class A shareholders and noncontrolling interest holders. Net income (loss) includes the net income (loss) attributable to the holders of noncontrolling interest on the Company’s consolidated statements of operations. Sculptor Operating Group Ownership The Company’s equity interest in the Sculptor Operating Group decreased to 45.8% as of December 31, 2022, from 47.8% as of December 31, 2021. Changes in the Company’s interest in the Sculptor Operating Group have historically been, and in the future may be, driven by the following: (i) the exchange of Group A Units and Group P Units for Class A Shares, at which time the related Class B Shares are also canceled; (ii) vesting of RSAs; (iii) the issuance of Class A Shares under the Company’s Amended and Restated 2007 Equity Incentive Plan, 2013 Incentive Plan and 2022 Incentive Plan related to the settlement of RSUs or PSUs; (iv) the forfeiture of Group A Units and participating Group P Units by a departing executive managing director; and (v) the repurchase of Class A Shares and Group A Units. The Company’s interest in the Sculptor Operating Group is generally expected to continue to increase over time as additional Class A Shares are issued upon the exchange of Group A Units and Group P Units, as well as the settlement of vested RSUs, PSUs and RSAs. However, additional repurchases of Class A Shares under the Company’s 2022 Share Repurchase Program may lead to a decrease of the Company’s interest in the Sculptor Operating Group. Additionally, the Company’s economic interest in the Sculptor Operating Group will decline when Group P Units begin to participate, as described in Note 13. The table below sets forth the calculation of noncontrolling interests related to the Group A Units for each Sculptor Operating Partnership (rounding differences may occur). The blended participation percentages presented below take into account ownership changes throughout the periods presented. Year Ended December 31, 2022 2021 2020 (dollars in thousands) Sculptor Capital LP Net income (loss) $ 28,586 $ (1,922) $ (56,514) Blended participation percentage 0 % 37 % 41 % Net Loss Attributable to Group A Units $ — $ (710) $ (23,259) Sculptor Capital Advisors LP Net (loss) income $ (17,436) $ (36,803) $ 155,967 Blended participation percentage 39 % 37 % 0 % Net Loss Attributable to Group A Units $ (6,764) $ (13,589) $ — Sculptor Capital Advisors II LP Net (loss) income $ (51,070) $ 59,129 $ 128,295 Blended participation percentage 39 % 0 % 0 % Net Loss Attributable to Group A Units $ (19,812) $ — $ — Total Sculptor Operating Group Net (loss) income $ (39,920) $ 20,404 $ 227,748 Blended participation percentage 67 % -70 % -10 % Net Loss Attributable to Group A Units $ (26,576) $ (14,299) $ (23,259) The following table presents the components of the net loss attributable to noncontrolling interests: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Group A Units $ (26,576) $ (14,299) $ (23,259) Other 2,664 2,983 303 $ (23,912) $ (11,316) $ (22,956) The following table presents the components of the shareholders’ equity attributable to noncontrolling interests: December 31, 2022 December 31, 2021 (dollars in thousands) Group A Units $ 412,941 $ 431,304 Other 26,538 15,165 $ 439,479 $ 446,469 Redeemable noncontrolling interests The Preferred Units (which were redeemed in the fourth quarter of 2020) were redeemable outside of the Company’s control. These interests were classified within redeemable noncontrolling interests in the consolidated balance sheets. Additionally, in 2021 the Company consolidated the SPAC it sponsors. The Class A shares issued by the consolidated SPAC are redeemable for cash by the public shareholders in the event the SPAC is unable to complete a business combination or a tender offer provision by a set date. Therefore, the investors’ interests in the SPAC are classified within redeemable noncontrolling interests in the consolidated balance sheets. The following table presents the activity in redeemable noncontrolling interests for the years ended December 31, 2022, 2021 and 2020: Year Ended December 31, 2022 2021 2020 SPAC SPAC Preferred Units (dollars in thousands) Beginning balance $ 234,600 $ — $ 150,000 SPAC initial carrying value — 209,238 — Change in redemption value of Class A Shares of consolidated SPAC (4,202) 25,924 — Change in redemption value of Preferred Units — — 6,952 Redemption of 2019 Preferred Units, net of discount — — (156,952) Comprehensive income (loss) 7,466 (562) — Ending Balance $ 237,864 $ 234,600 $ — Exchange of Group A Units for Class A Shares and Cash On November 3, 2021, the Company exchanged 993,512 Sculptor Operating Group A Units held by certain former executive managing directors for a combination of $11.1 million cash and 313,847 Class A Shares. The Company exchanged 397,404 Group A Units for 313,847 Class A Shares at an exchange ratio of 0.8 Class A Shares per Group A Unit and repurchased 596,108 Group A Units at a price per unit of $18.62, for an aggregate of $11.1 million. Following such exchange and repurchase, 993,512 Group A Units were canceled. In addition, pursuant to the terms of the exchange agreement by and among the Company and such former executive managing directors, 534,969 Group A-1 Units held by such former executive managing directors were canceled. 1,345,574 Class B Shares were also canceled. As a result of the transaction, the Company recorded a decrease to paid-in capital of $4.0 million and a decrease to noncontrolling interests of $4.1 million. The Class A Share exchange also generated an increase to the tax receivable liability of $3.4 million. The exchange for Class A Shares and cash, also resulted in $6.5 million of additional deferred income tax assets for tax deductible goodwill, that is expected to be subsequently amortized, and result in future taxable deductions and cash savings to the Company. The net increase in the deferred income tax assets was recorded as an increase to paid-in capital. |
Investments and Fair Value Disc
Investments and Fair Value Disclosures | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Investments and Fair Value Disclosures | INVESTMENTS AND FAIR VALUE DISCLOSURES The following table presents the components of the Company’s investments as reported in the consolidated balance sheets: December 31, 2022 December 31, 2021 (dollars in thousands) U.S. government obligations, at fair value $ 24,782 $ 205,400 CLOs, at fair value 207,147 219,510 Equity method investments 67,130 158,712 Total Investments $ 299,059 $ 583,622 Investments of Consolidated Entities $ 544,554 $ — The Company invests in U.S. government obligations to manage excess liquidity. CLOs, at fair value, consist of investments in notes of unconsolidated CLOs. These investments are carried at fair value under the irrevocable fair value option election at initial recognition. Changes in fair value are recorded within net (losses) gains on investments in the consolidated statements of operations. Interest income on these investments is accrued using the effective interest method and separately presented from the overall change in fair value and is recognized in other revenue in the consolidated statement of operations. The Company’s equity method investments include investments in funds, which are not consolidated, but in which the Company exerts significant influence, but not control. The Company has not elected the fair value option and accounts for such investments under the equity method. Under the equity method of accounting, the Company recognizes its share of the underlying earnings (losses) from equity method investments within net (losses) gains on investments in the consolidated statements of operations. The carrying amounts of equity method investments are recorded in investments in the consolidated balance sheets. Refer to Note 17 for details of the related party nature of such investments. Investments of consolidated entities include both investments of the Company’s consolidated SPAC, which consists of investments in U.S. Treasury bills held in a trust account and measured at fair value, as well as investments held by the Company’s consolidated structured alternative investment solution. The investments of the consolidated structured alternative investment solution that the Company manages are generally measured at fair value using the NAV per share practical expedient. The Company may determine based on its own due diligence and investment procedures, that NAV per share does not represent fair value. In such circumstances, the Company will estimate the fair value in good faith and in a manner that it reasonably chooses in accordance with GAAP. The Company does not categorize investments where fair value is measured using the NAV practical expedient within the fair value hierarchy. The following table summarizes the fair value of the investments of the structured alternative investment solution that are measured using the NAV practical expedient by strategy type and ability to redeem such investments as of December 31, 2022: Fund Type (1) Fair Value (as of December 31, 2022) Redemption Frequency (2) Redemption Notice Period (2) (dollars in thousands) Multi-strategy 68,891 Quarterly - Annually 30 days - 90 days Credit 228,936 Monthly - Annually (3) 30 days - 90 days Real estate 8,763 None (4) N/A Total $ 306,590 _______________ (1) The structured alternative investment solution invests in both open-ended and close-ended funds. The investments in each fund may represent investments in a particular tranche of such fund subject to different withdrawal rights. (2) $148.8 million of investments are subject to an initial lock-up period of three years during which time no withdrawals or redemptions are allowed. Once the lock-up period ends, the investments are able to be redeemed with the frequency noted above. (3) 23% of these investments are in closed-end funds which cannot be redeemed, as distributions will be received as the underlying assets are liquidated, which is expected to be approximately six years. (4) 100% of these investments are in closed-end funds which cannot be redeemed, as distributions will be received as the underlying assets are liquidated, which is expected to be approximately seven As of December 31, 2022, the structured alternative investment solution had unfunded commitments of $90.1 million related to the investments presented in the table above. See Note 2 for additional information regarding the investments of consolidated entities. Fair Value Disclosures Fair value represents the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date (i.e., an exit price). The Company and the funds it manages hold a variety of investments, certain of which are not publicly traded or that are otherwise illiquid. Significant judgement and estimation go into the assumptions that drive the fair value of these investments. The fair value of these investments may be estimated using a combination of observed transaction prices, prices from third parties (including independent pricing services and relevant broker quotes), models or other valuation methodologies based on pricing inputs that are neither directly nor indirectly market observable. Due to the inherent uncertainty of valuations of investments that are determined to be illiquid or do not have readily ascertainable fair values, the estimates of fair value may differ from the values ultimately realized, and those differences can be material. GAAP establishes a hierarchical disclosure framework that prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is impacted by a number of factors, including the type and the specific characteristics of the financial instrument, including existence and transparency of transactions between market participants. Financial instruments with readily available actively quoted prices or for which fair value can be measured from actively-quoted prices generally will have a higher degree of market price observability and lesser degree of judgment used in measuring fair value. Financial instruments measured at fair value are classified and disclosed into one of the following categories based on the observability of inputs used in the determination of fair values: • Level I – Quoted prices that are available in active markets for identical financial instruments as of the reporting date. The types of financial instruments that would generally be included in this category are listed equities, U.S. government obligations and listed derivatives. The Company does not adjust the quoted price for these investments. • Level II – Quotations received from dealers making a market for financial instruments (“broker quotes”), valuations obtained from independent third-party pricing services, the use of models or other valuation methodologies based on pricing inputs that are either directly or indirectly observable as of the reporting date. The types of financial instruments that would generally be included in this category are certain corporate bonds and loans, certain credit default swap contracts, certain bank debt securities, certain commercial real estate debt, less liquid equity securities, forward contracts and certain over the-counter (“OTC”) derivatives where the fair value is based on observable inputs. These financial instruments exhibit higher levels of liquid market observability as compared to Level III financial instruments. • Level III – Pricing inputs that are unobservable for the financial instruments and includes situations where there is little, if any, market activity for the financial instrument. The inputs into the determination of fair value of financial instruments in this category may require significant management judgment or estimation. The fair value of these financial instruments may be estimated using a combination of observed transaction prices, independent pricing services, relevant broker quotes, models or other valuation methodologies based on pricing inputs that are neither directly or indirectly market observable (e.g., cash flows, implied yields, EBITDA multiples). The types of financial instruments that would generally be included in this category include CLOs, certain warrant liabilities, certain credit default swap contracts, certain bank debt securities, certain OTC derivatives, asset-backed securities, collateralized debt obligations and investments in affiliated credit funds. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, a financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument when the fair value is based on unobservable inputs. For financial instruments for which the Company uses independent pricing services for valuation, the Company performs analytical procedures and compares independent pricing service valuations to other vendors’ pricing as applicable. The Company also performs due diligence reviews on independent pricing services on an annual basis and performs other due diligence procedures as may be deemed necessary. Fair Value Measurements Categorized within the Fair Value Hierarchy The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis within the fair value hierarchy as of December 31, 2022: As of December 31, 2022 Level I Level II Level III NAV Total (dollars in thousands) Assets, at Fair Value Included within cash and cash equivalents: U.S. government obligations $ 19,937 $ — $ — $ — $ 19,937 Included within investments: U.S. government obligations $ 24,782 $ — $ — $ — $ 24,782 CLOs (1) $ — $ — $ 207,147 $ — $ 207,147 Included within investments of consolidated entities: U.S. government obligations $ 237,964 $ — $ — $ — $ 237,964 Investments in funds — — — 306,590 306,590 Investments of Consolidated Entities $ 237,964 $ — $ — $ 306,590 $ 544,554 Liabilities, at Fair Value Warrants $ — $ — $ 24,163 $ — $ 24,163 Liabilities of consolidated entities: Warrants $ 596 $ — $ — $ — $ 596 Notes payable $ — $ — $ 196,106 $ — $ 196,106 _______________ (1) As of December 31, 2022, investments in CLOs had contractual principal amounts of $212.0 million outstanding, which excludes the Company’s investments in subordinated tranches of the notes, as these do not have contractual principal payments. The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis within the fair value hierarchy as of December 31, 2021: As of December 31, 2021 Level I Level II Level III Total (dollars in thousands) Assets, at Fair Value Included within investments: U.S. government obligations $ 205,400 $ — $ — $ 205,400 CLOs (1) $ — $ — $ 219,510 $ 219,510 Included within restricted cash of consolidated entities: U.S. government obligations $ 234,601 $ — $ — $ 234,601 Liabilities, at Fair Value Warrants $ — $ — $ 65,287 $ 65,287 Liabilities of consolidated entities: Warrants $ — $ — $ 7,590 $ 7,590 _______________ (1) As of December 31, 2021, investments in CLOs had contractual principal amounts of $205.9 million outstanding, which excludes the Company’s investments in subordinated tranches of the notes, as these do not have contractual principal payments. Reconciliation of Fair Value Measurements Categorized within Level III Gains and losses on investments categorized within Level III, excluding those related to investments of consolidated entities and foreign currency translation adjustments, are recorded within net (losses) gains on investments in the consolidated statements of operations. Gains and losses related to foreign currency translation adjustments are recorded in the statements of comprehensive income (loss), and gains and losses related to investment of consolidated entities are recorded within net gains (losses) of consolidated entities. Amortization of premium, accretion of discount and foreign exchange gains and losses on non-U.S. dollar investments are also included within gains and losses in the tables below. Changes in fair value of warrant liabilities are included in other loss in the consolidated statements of operations. In the first quarter of 2022, the warrants of the consolidated SPAC began to trade publicly, and as such, were transferred from Level III to Level I. Changes in fair value of warrant liabilities and notes payable of the consolidated entities are included in net gains (losses) of consolidated entities in the consolidated statements of operations. The Company elected to measure its investments in CLOs, U.S. government obligations and notes payable of the consolidated fund at fair value through consolidated net (loss) income in order to simplify its accounting for these instruments. The following tables summarizes the changes in the Company’s Level III financial assets and liabilities for the periods presented: December 31, 2021 Transfers In Transfers Out Purchases / Issuances Investment Sales / Settlements Gains / (Losses) Included in Earnings Gains / (Losses) Included in Other Comprehensive Income December 31, 2022 (dollars in thousands) Assets, at Fair Value Included within investments: CLOs $ 219,510 $ — $ — $ 30,346 $ (13,021) $ (18,335) $ (11,353) $ 207,147 Investments of consolidated entities: Bank Debt $ — $ 3,603 (1) $ (30,962) (1) $ 56,425 $ (27,405) $ (1,661) $ — $ — Liabilities, at Fair Value Warrants $ 65,287 $ — $ — $ — $ — $ 41,124 $ — $ 24,163 Liabilities of consolidated entities: Warrants $ 7,590 $ — $ (3,450) (2) $ — $ — $ 4,140 $ — $ — Notes payable $ — $ — $ — $ 215,733 $ — $ 19,627 $ — $ 196,106 _______________ (1) Transfers into and out of Level III in bank debt include $2.3 million related to the consolidation (Transfers In) and $14.0 million related to the subsequent deconsolidation (Transfers Out) of a fund that the Company manages. (2) Transfers out of Level III into Level I related to warrants of consolidated entities that became publicly traded with available quoted prices during the first quarter of 2022. December 31, 2020 Purchases / Issuances Investment Sales / Settlements Gains / (Losses) Included in Earnings Gains / (Losses) Included in Other Comprehensive Income December 31, 2021 (dollars in thousands) Assets, at Fair Value Included within investments: CLOs $ 205,510 $ 41,296 $ (16,460) $ 1,019 $ (11,855) $ 219,510 Liabilities, at Fair Value Warrants $ 37,827 $ — $ — $ (27,460) $ — $ 65,287 Liabilities of consolidated entities: Warrants $ — $ 7,590 $ — $ — $ — $ 7,590 The table below summarizes the net change in unrealized gains and (losses) on the Company’s Level III financial instruments outstanding as of the reporting date: Year Ended December 31, 2022 2021 (dollars in thousands) Assets, at Fair Value Included within investments: CLOs $ (29,688) $ (10,081) Liabilities, at Fair Value Warrants $ 41,124 $ (27,460) Liabilities of consolidated entities: Notes payable $ 19,627 $ — Level III Valuation Techniques Financial instruments classified within Level III of the fair value hierarchy are comprised of CLOs, warrant liabilities and warrants and notes payable of consolidated entities. Investments in CLOs are valued using independent pricing services. The Company performs procedures over the values provided by the pricing services, as discussed above. Warrant liabilities of the Company are valued by independent pricing services using a Black-Scholes option pricing model, for which the Company’s Class A share price, warrant exercise price, risk free rate, volatility, dividend yield and term to expiry are the primary inputs to the valuation. The significant unobservable quantitative input used for the fair value measurement of the warrant liabilities of the Company, which are categorized as Level III under the fair value hierarchy, was volatility. The volatility used in the fair value measurement was 56.14% as of December 31, 2022. The warrant liabilities of the consolidated SPAC are currently valued using quoted prices. Prior to being transferred to Level I, they were valued by independent pricing services using a Monte Carlo simulation model. As noted above, the warrant liabilities of the consolidated SPAC were transferred from Level III to Level I in the first quarter of 2022. Notes payable of consolidated entities are valued using independent pricing services. The Company measures the financial liabilities of its consolidated entity based on the fair value of the financial assets of the consolidated entity, as the Company believes the fair value of the financial assets is more observable. Refer to Note 2 for additional valuation considerations of the notes payable of consolidated entities. Financial Instruments Not Measured at Fair Value As of December 31, 2022, the Company’s debt obligations had a fair value of $102.6 million and a carrying value of $124.2 million. Management estimates that the carrying value of the Company’s repurchase agreements approximated their fair value as of December 31, 2022. The fair value measurements for the Company’s debt obligations and repurchase agreements are categorized as Level III within the fair value hierarchy. The fair value measurements for the Company’s CLO Investments Loans (as defined in Note 8) and repurchase agreements were determined using independent pricing services. The fair value measurement for the Company’s 2020 Term Loan (as defined in Note 8) was determined using a discounted cash flow model. Management estimates that the carrying value of the Company’s other financial instruments approximated their fair values as of December 31, 2022. Loans Sold to CLOs Managed by the Company From time to time the Company may sell loans to CLOs managed by the Company. These loans are purchased by the Company in the open market and simultaneously sold for cash to the CLOs. The loans are accounted for as transfers of financial assets as they meet the criteria for derecognition under U.S. GAAP. No loans were sold in each of the years ended December 31, 2022 and 2021. The Company invests in senior secured and subordinated notes issued by certain CLOs to which it sold loans in the past. These investments represent retained interests to the Company and are in the form of a 5% vertical strip (i.e., 5% of each of the senior and subordinated tranches of notes issued by each CLO). The retained interests are reported within investments on the Company’s consolidated balance sheet. As of December 31, 2022 and 2021, the Company’s investments in these retained interests had a fair value of $78.6 million and $87.9 million, respectively. The Company is subject to risks associated with the performance of the underlying collateral and the market yield of the assets. The Company’s risk of loss from retained interest is limited to its investments in these interests. The Company receives quarterly payments of interest and principal, as applicable, on these retained interests. For the years ended December 31, 2022 and 2021, the Company received $3.5 million and $2.7 million, respectively, of interest and principal payments related to the retained interests. The Company may from time to time refinance its investment in CLOs. If a refinanced CLO investment is considered substantially different from the original CLO investment, the refinancing is accounted for as a sale and a new refinanced CLO investment is recognized at fair value that is used to determine the amount of gain or loss on derecognition that is presented within net (losses) gains on investments in the consolidated statements of operations. If the refinancing is not considered substantially different from the original CLO investment, a new effective interest that equates the revised cash flows to the carrying amount of the original CLO investment is calculated and applied prospectively. Additionally in 2021, the Company refinanced a CLO resulting in a sale of investment of $4.0 million and a new purchase of investment in CLOs of $3.8 million. The Company did not recognize any gains or losses on the refinancing of the CLOs in 2021. The Company uses independent pricing services to value its investments in the CLOs, including the retained interests, and therefore the only key assumption is the price provided by such service. A corresponding adverse change of 10% or 20% on price would have a corresponding impact on the fair value of the Company’s investments in CLOs. |
Variable Interest Entites
Variable Interest Entites | 12 Months Ended |
Dec. 31, 2022 | |
Variable Interest Entity, Reporting Entity Involvement, Maximum Loss Exposure, Determination Methodology and Factors [Abstract] | |
Variable Interest Entities | VARIABLE INTEREST ENTITIES In the ordinary course of business, the Company sponsors the formation of entities that are considered VIEs. In accordance with GAAP consolidation guidance, the Company consolidates certain VIEs for which it is the primary beneficiary either directly or indirectly through a consolidated entity. See Note 2 for a discussion of entities that are VIEs and the evaluation of those entities for consolidation by the Company. The table below presents the assets and liabilities of VIEs consolidated by the Company. December 31, 2022 December 31, 2021 (dollars in thousands) Assets Assets of consolidated entities: Cash and cash equivalents of consolidated entities $ 3 $ — Restricted cash and cash equivalents of consolidated entities 9,805 — Investments of consolidated entities, at fair value 306,590 — Other assets of consolidated entities 2,016 4,339 Total Assets $ 318,414 $ 4,339 Liabilities Liabilities of consolidated entities: Notes payable of consolidated entities $ 196,106 $ — Other liabilities of consolidated entities 1,601 2,603 Total Liabilities $ 197,707 $ 2,603 The assets of consolidated variable interest entities may only be used to settle obligations of these entities and are not available to creditors of the Company. The investors in these consolidated entities have no recourse against the assets of the Company. There is no recourse to the Company for the consolidated VIEs’ liabilities. The Company’s involvement with VIEs that are not consolidated is generally limited to providing asset management services and, in certain cases, insignificant investments in the VIEs. The maximum exposure to loss represents the potential loss of current investments or income and fees receivables from these entities, as well as the obligation to repay unearned revenues, primarily incentive income subject to clawback, in the event of any future fund losses, as well as unfunded commitments to certain funds that are VIEs, as discussed in Note 18. The Company does not provide, nor is it required to provide, any type of non-contractual financial or other support to its VIEs that are not consolidated other than its own capital commitments. The table below presents the net assets of unconsolidated VIEs in which the Company has variable interests along with the maximum exposure to loss as a result of the Company’s involvement with non-consolidated VIEs: December 31, 2022 December 31, 2021 (dollars in thousands) Net assets of unconsolidated VIEs in which the Company has a variable interest $ 12,738,164 $ 11,304,196 Maximum risk of loss as a result of the Company’s involvement with VIEs: Unearned income and fees 53,869 62,800 Income and fees receivable 41,890 61,273 Investments 245,583 249,104 Investments of consolidated entities 237,699 — Unfunded commitments (1) 182,797 60,474 Maximum Exposure to Loss $ 761,838 $ 433,651 _______________ (1) Includes commitments from certain employees and executive managing directors in the amounts of $65.4 million and $46.3 million as of December 31, 2022 and 2021, respectively. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | LEASES The Company has non-cancelable operating leases for its headquarters in New York and its offices in London, Hong Kong, Shanghai, and various other locations and data centers. The Company does not have renewal options for any of its current leases. The Company also subleases a portion of its office space in London and New York through the end of the lease term. In addition, the Company has finance leases for computer hardware. As of December 31, 2022, the Company has pledged collateral related to its lease obligations of $6.2 million, which is included within restricted cash in the consolidated balance sheets. In September 2021, the Company entered into a non-cancellable agreement to sublease a portion of its New York office space through the end of the original lease maturity in 2029. As a result of this agreement, the Company recognized an impairment loss on its right of use asset of $11.2 million and wrote off related leasehold improvements and fixed assets in the amount of $2.3 million. These losses were recorded in the general, administrative and other expenses within the consolidated statements of operations. The Company used a discounted cash flows method to value the right-of-use asset to determine the impairment amount. The tables below represent components of lease expense and associated cash flows: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Lease Cost Operating lease cost $ 18,612 $ 19,990 $ 20,593 Short-term lease cost 97 18 49 Finance lease cost - amortization of leased assets 409 795 728 Finance lease cost - imputed interest on lease liabilities 42 25 76 Less: Sublease income (3,199) (2,069) (1,541) Net Lease Cost $ 15,961 $ 18,759 $ 19,905 Year Ended December 31, 2022 2021 2020 (dollars in thousands) Supplemental Lease Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 20,829 $ 21,950 $ 22,521 Operating cash flows for finance leases $ 6 $ 1 $ 6 Finance cash flows for finance leases $ 318 $ 865 $ 907 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 1,079 $ 2,893 $ 6 Finance leases $ 1,016 $ — $ 745 December 31, 2022 December 31, 2021 Lease Term and Discount Rate Weighted average remaining lease term Operating leases 6.7 years 7.6 years Finance leases 4.5 years 1.3 years Weighted average discount rate Operating leases 7.8 % 7.8 % Finance leases 7.9 % 6.3 % Operating Finance (dollars in thousands) Maturity of Lease Liabilities - Contractual Payments to be Paid 2023 $ 20,134 $ 228 2024 16,532 228 2025 14,329 228 2026 15,353 228 2027 17,675 228 Thereafter 35,015 — Total Lease Payments 119,038 1,140 Imputed interest (26,993) (161) Total Lease Liabilities - Contractual Payments to be Paid $ 92,045 $ 979 Operating Leases (dollars in thousands) Sublease Rent - Contractual Payments to be Received 2023 $ 3,046 2024 1,920 2025 1,920 2026 1,920 2027 1,960 Thereafter 4,160 Total Sublease Rent - Contractual Payments to be Received $ 14,926 |
Debt Obligations and Warrants
Debt Obligations and Warrants | 12 Months Ended |
Dec. 31, 2022 | |
Debt Instruments [Abstract] | |
Debt Obligations | DEBT OBLIGATIONS AND WARRANTS 2020 Term Loan CLO Investments Loans Total (dollars in thousands) Maturity of Debt Obligations 2023 $ — $ 2,285 $ 2,285 2024 — — — 2025 — — — 2026 — — — 2027 95,000 — 95,000 Thereafter — 38,627 38,627 Total Payments 95,000 40,912 135,912 Unamortized discounts & deferred financing costs (11,538) (198) (11,736) Total Debt Obligations $ 83,462 $ 40,714 $ 124,176 2020 Credit Agreement On September 25, 2020, Sculptor Capital LP, as borrower, (the “Borrower”), and certain other subsidiaries of the Company, as guarantors, entered into a credit and guaranty agreement (the “2020 Credit Agreement”), consisting of (i) a senior secured term loan facility in an initial aggregate principal amount of $320.0 million (the “2020 Term Loan”) and (ii) a senior secured revolving credit facility in an initial aggregate principal amount of $25.0 million (the “2020 Revolving Credit Facility”). The proceeds from the 2020 Term Loan were first allocated to the full fair value of the warrants issued in connection with the 2020 Credit Agreement (which establishes both a liability and a debt discount, as described below), and the residual proceeds, net of deferred offering costs and discounts, of $275.8 million was then recognized as the initial carrying value of the 2020 Term Loan. Certain prepayments of the 2020 Term Loan are subject to a prepayment premium (the “Call Premium”) equal to (a) prior to the second anniversary of the Closing Date, a customary “make-whole” premium equal to the present value of all required interest payments that would be due from the date of prepayment through and including the second anniversary of the Closing Date plus a premium of 3.0% of the principal amount of loans prepaid, (b) on or after the second anniversary of the Closing Date but prior to the third anniversary of the Closing Date, a premium of 3.0% of the principal amount of loans prepaid, (c) on or after the third anniversary of the Closing Date but prior to the fourth anniversary of the Closing Date, a premium of 2.0% of the principal amount of loans prepaid and (d) thereafter, 0%. On June 21, 2021, the Company entered into a letter agreement amending the 2020 Credit Agreement to increase the amount of voluntary prepayments for which the Call Premium shall not apply from $175.0 million to $225.0 million in exchange for an amendment fee of $1.75 million. As such, no Call Premium was due on the first $225.0 million prepaid by the Company. The amendment fee was recorded as an additional discount to the 2020 Term Loan in the second quarter of 2021. In 2021, the Company prepaid $224.4 million of the 2020 Term Loan, resulting in an outstanding balance of $95.0 million, which is due at maturity. The Company recognized a $30.2 million loss on this retirement of debt. As a result of the $175.0 million of aggregate prepayments made through March 31, 2021, the Company is no longer subject to the cash sweep or financial maintenance covenants, other than the covenant requiring $20.0 billion minimum fee-paying Assets Under Management described below. The 2020 Term Loan and the 2020 Revolving Credit Facility mature on the seventh and sixth anniversary, respectively, of the initial funding of the 2020 Term Loan, which occurred on November 13, 2020 (the “Closing Date”). Proceeds from the 2020 Term Loan, together with cash on hand, were used to repay the Debt Securities and the 2018 Term Loan, as well as to redeem the 2019 Preferred Units in full. Borrowings under the 2020 Credit Agreement bear interest at a per annum rate equal to, at the Company’s option, the one, two, three or six-month London Inter-Bank Offered Rate (“LIBOR”) (subject to a 0.75% floor) plus 6.25%, or a base rate (subject to a 1.75% floor) plus 5.25%. The Borrower is also required to pay an undrawn commitment fee at a rate per annum equal to 0.50% of the undrawn portion of the 2020 Revolving Credit Facility. On December 20, 2022, the Company provided notice to the lender that the Company was electing to convert the applicable interest rate from LIBOR to the one-month Secured Overnight Financing Rate (“SOFR”), effective as of the date of the notice. The Company expects no material changes in its results of operations, financial position or cash flows as a result of this change in the benchmark rate. The 2020 Credit Agreement prohibits the total fee-paying Assets Under Management, subject to certain exclusions, of the Borrower, the guarantors and their consolidated subsidiaries as of the last day of any fiscal quarter to be less than $20.0 billion. The 2020 Credit Agreement contains customary events of default for a transaction of this type, after which obligations under the 2020 Credit Agreement may be declared immediately due and payable and sets forth certain types of bankruptcy or insolvency events of default involving the Borrower, the guarantors or any of the material subsidiaries of the foregoing after which the obligations under the 2020 Credit Agreement become automatically due and payable. The 2020 Credit Agreement also provided the counterparty the right to appoint an individual to a seat on the Company’s Board of Directors. Warrants In connection with the 2020 Credit Agreement, the Company has issued and outstanding warrants to purchase 4,338,015 Class A Shares. The warrants have a 10-year term from the Closing Date and an initial exercise price per share equal to $11.93. The exercise price is subject to reduction by an amount equal to any dividends paid on Class A Shares. As a result, the exercise price was $8.21 per share as of December 31, 2022. The warrants provide for customary adjustments in the event of a stock split, stock dividend, recapitalization or similar event. In lieu of making a cash payment otherwise contemplated upon exercise, the holder may exercise the warrants in whole or in part to receive a net number of Class A Shares. In addition, one of the warrants provides that, upon exercise in whole or in part by the holder, the Company may decide in its sole discretion whether the holder’s exercise of such warrant will be settled by delivery of Class A Shares (which shares may be reduced to a net number of Class A Shares in accordance with the procedure described in the preceding sentence) or by the Company’s payment to the holder of an amount in cash equal to the Black-Scholes value as provided for in the applicable warrant agreement. If the Company undergoes a change of control prior to the expiration date, the holder will have the right to require the Company to repurchase any remaining portion of the warrants not yet exercised at their Black-Scholes value as provided for in the applicable agreement. Warrants of the Consolidated SPAC At the time of IPO in December 2021, Sculptor Acquisition Corporation I (“SAC I”) issued 11.2 million warrants to the Company and 11.5 million warrants to third parties. The warrants have a 5-year term from the day of the SAC I IPO and an initial exercise price per share equal to $11.50. The warrants are subject to other customary terms common for instruments of this type. The Company eliminates the SPAC warrants it holds in consolidation. As of December 31, 2022, the warrants had a fair value of $596 thousand. Notes Payable of a Consolidated Entity In the first quarter of 2022, the Company launched a structured alternative investment solution that it consolidated, which issued notes in the aggregate principal amount of $350.0 million, of which approximately $128.0 million were acquired by the Company and eliminated in consolidation. The notes held by the Company consisted of $20.0 million of Class A, $20.0 million of Class C and $87.8 million of subordinated notes. Changes in the fair value of the notes payable of the structured alternative investment solution are presented within net gains (losses) of consolidated entities in the consolidated statements of operations. The fair value of the notes payable as of December 31, 2022, was $196.1 million. The notes payable mature in May 2037. The table below summarizes material terms of the notes payable: Class A Notes Class B Notes Class C Notes Subordinated Notes (1) (dollars in thousands) Type Senior Secured Senior Secured Mezzanine Secured Unsecured Initial principal amount $ 140,000 $ 70,000 $ 35,000 $ 105,000 Initial interest rate 4.25 % 6.00 % 6.75 % N/A Interest rate after step up and effective date (2) 6.25%; May 2028 8.00%; May 2029 9.50%; May 2025 N/A _______________ (1) Subordinated notes do not have stated interest rates or principal entitlement but instead receive net proceeds from excess cash flows remaining after periodic payments have been made to more senior notes and after fees and expenses in accordance with the priority of payments. (2) Interest rate after a one time step up in basis at the indicated effective date. See Note 2 for accounting policies for the notes payables of the consolidated entities. Credit Facility of a Consolidated Entity In the first quarter of 2022, the structured alternative investment vehicle entered into a $52.5 million credit facility which expires March 18, 2025. The credit facility is capped at $20.0 million of the total borrowing capacity per quarter. The facility is subject to a SOFR reference rate, as defined in the agreement, plus 3.00%. The facility is also subject to an annual 1.15% unused commitment fee. As of December 31, 2022, the fund has not drawn on the facility. The credit facility agreement is subject to other customary terms common for instruments of this type. The creditors of the Company’s consolidated entities have no recourse to the Company. CLO Investments Loans The Company entered into loans to finance portions of investments in certain CLOs (collectively, the “CLO Investments Loans”). In general, the Company will make interest payments on the loans at such time interest payments are received on its investments in the CLOs, and will make principal payments on the loans to the extent principal payments are received on its investments in the CLOs, with any remaining balance due upon maturity. The loans are subject to customary events of default and covenants and also include terms that require the Company’s continued involvement with the CLOs. In addition to customary events of default included in financing arrangements of this type, an event of default would also be triggered if there is an event of default at the CLO level. Prior to the relevant CLO’s maturity date, this would include certain material covenant breaches, regulatory and insolvency events for the relevant CLO issuer, as well as a payment default, where the relevant CLO is unable to make interest payments on the senior, non-deferrable interest notes issued by the CLO. The CLO Investments Loans do not have any financial maintenance covenants and are secured by the related investments in CLOs with fair values of $40.0 million and $43.1 million as of December 31, 2022 and 2021, respectively. Carrying amounts presented in the table below are net of discounts, if any, and unamortized deferred financing costs. The interest rates on the CLO Investments Loans are variable based on LIBOR or EURIBOR (subject to a floor of zero percent). The final maturity date for each CLO Investments Loan is the earlier of the contractual maturity date presented in the table below or the date at which the Company no longer holds a risk retention investment in the respective CLO. The timing of principal payments on CLO Investments Loans is contingent on principal payments made to the Company on the investments in CLOs and the CLO Investments Loans may amortize well in advance of their contractual maturity dates. Initial Borrowing Date Contractual Rate Contractual Maturity Date Carrying Value December 31, 2022 December 31, 2021 (dollars in thousands) June 7, 2017 LIBOR plus 1.48% November 16, 2029 $ 16,835 $ 17,221 August 2, 2017 LIBOR plus 1.41% January 21, 2030 21,594 21,589 October 21, 2021 EURIBOR plus 0.85% August 29, 2023 — 5,892 January 19, 2022 EURIBOR plus 1.50% December 15, 2023 2,285 — $ 40,714 $ 44,702 |
Securities Sold under Agreement
Securities Sold under Agreements to Repurchase | 12 Months Ended |
Dec. 31, 2022 | |
Transfers and Servicing of Financial Assets [Abstract] | |
Securities sold under agreements to repurchase | SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE The Company has a €200.0 million master credit facility agreement (the “CLO Financing Facility”) to finance portions of the risk retention investments in certain CLOs managed by the Company. Subject to the terms and conditions of the CLO Financing Facility, the Company and the counterparty may enter into repurchase agreements on such terms agreed upon by the parties. Each transaction entered into under the CLO Financing Facility will bear interest at a rate based on the weighted average effective interest rate of each class of securities that have been sold plus a spread to be agreed upon by the parties. As of December 31, 2022, €43.0 million of the CLO Financing Facility remained available. Each transaction entered into under the CLO Financing Facility provides for payment netting and, in the case of a default or similar event with respect to the counterparty to the CLO Financing Facility, provides for netting across transactions. Generally, upon a counterparty default, the Company can terminate all transactions under the CLO Financing Facility and offset amounts it owes in respect of any one transaction against collateral it has received in respect of any other transactions under the CLO Financing Facility; provided, however, that in the case of certain defaults, the Company may only be able to terminate and offset solely with respect to the transaction affected by the default. During the term of a transaction entered into under the CLO Financing Facility, the Company will deliver cash or additional securities acceptable to the counterparty if the securities sold are in default. In addition to customary events of default included in financing arrangements of this type, an event of default would also be triggered if there is an event of default at the CLO level. Prior to the relevant CLO’s maturity date, this would include certain material covenant breaches, regulatory and insolvency events for the relevant CLO issuer, as well as a payment default where the relevant CLO is unable to make interest payments on the senior, non-deferrable interest notes issued by the CLO. Upon termination of a transaction, the Company will repurchase the previously sold securities from the counterparty at a previously determined repurchase price. The CLO Financing Facility may be terminated at any time upon certain defaults or circumstances agreed upon by the parties. The repurchase agreements may result in credit exposure in the event the counterparty to the transaction is unable to fulfill its contractual obligations. The Company minimizes the credit risk associated with these activities by monitoring counterparty credit exposure and collateral values. Other than margin requirements, the Company is not subject to additional terms or contingencies which would expose the Company to additional obligations based upon the performance of the securities pledged as collateral. The table below presents securities sold under agreements to repurchase that are offset, if any, as well as securities transferred to the counterparty related to such transactions (capped so that the net amount presented will not be reduced below zero). No other material financial instruments were subject to master netting agreements or other similar agreements: Securities Sold under Agreements to Repurchase Gross Amounts of Recognized Liabilities Gross Amounts Offset in the Consolidated Balance Sheet Net Amounts of Liabilities in the Consolidated Balance Sheet Securities Transferred Net Amount (dollars in thousands) As of December 31, 2022 $ 166,632 $ — $ 166,632 $ 157,107 $ 9,525 As of December 31, 2021 $ 156,448 $ — $ 156,448 $ 156,448 $ — The securities sold under agreements to repurchase have a set scheduled maturity date that corresponds to the maturities of the securities sold under such transaction. The table below presents the remaining final contractual maturity of the securities sold to the counterparty under agreement to repurchase by class of collateral pledged: Investments in CLOs Securities Sold under Agreements to Repurchase Overnight and Continuous Up to 30 Days 30-90 Days Greater Than 90 Days Total (dollars in thousands) As of December 31, 2022 $ — $ — $ — $ 166,632 $ 166,632 As of December 31, 2021 $ — $ — $ — $ 156,448 $ 156,448 |
Other Assets, Net
Other Assets, Net | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets, Net | OTHER ASSETS, NET The following table presents the components of other assets, net as reported in the consolidated balance sheets: December 31, 2022 December 31, 2021 (dollars in thousands) Fixed Assets: Leasehold improvements $ 47,736 $ 47,797 Computer hardware and software 44,603 55,320 Furniture, fixtures and equipment 8,013 8,013 Accumulated depreciation and amortization (79,390) (83,371) Fixed assets, net 20,962 27,759 Redemption receivable (1) 28,721 — Goodwill 22,691 22,691 Prepaid expenses 16,698 17,095 Cloud computing costs 9,940 3,090 Other 7,430 6,456 Total Other Assets, Net $ 106,442 $ 77,091 _______________ (1) Represents amounts receivable on a redeemed investment in a fund. |
Other Liabilities
Other Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | OTHER LIABILITIES The following table presents the components of other liabilities as reported in the consolidated balance sheets: December 31, 2022 December 31, 2021 (dollars in thousands) Accrued expenses $ 20,925 $ 16,949 Uncertain tax positions 8,250 8,250 Due to funds (1) 3,854 3,017 Unused trade commissions 1,289 1,513 Other 8,731 9,061 Total Other Liabilities $ 43,049 $ 38,790 _______________ (1) To the extent that a fee-paying fund is an investor in another fee-paying fund, the Company rebates a corresponding portion of the management fees charged in the investee fund. Due to funds amounts also reflect certain incentive income and management fee waivers. |
Revenues
Revenues | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | REVENUES The following table presents management fees and incentive income recognized as revenues for the years ended December 31, 2022, 2021 and 2020: Year Ended December 31, 2022 2021 2020 Management Fees Incentive Income Management Fees Incentive Income Management Fees Incentive Income (dollars in thousands) Multi-strategy funds $ 144,027 $ 1,126 $ 154,310 $ 178,104 $ 130,297 $ 377,703 Credit Opportunistic credit funds 50,045 47,125 52,042 94,123 46,429 218,802 Institutional Credit Strategies 48,108 — 58,484 — 54,041 — Real estate funds 36,194 75,183 37,109 40,205 39,978 19,574 Other — — — — 0 8 880 Total $ 278,374 $ 123,434 $ 301,945 $ 312,432 $ 270,753 $ 616,959 The following table presents the composition of the Company’s income and fees receivable as of December 31, 2022, 2021 and 2020: December 31, 2022 December 31, 2021 December 31, 2020 (dollars in thousands) Management fees $ 25,402 $ 25,520 $ 25,937 Incentive income 30,958 168,116 513,686 Income and Fees Receivable $ 56,360 $ 193,636 $ 539,623 The Company recognizes management fees over the period in which the performance obligation is satisfied, and are generally recognized at the end of each reporting period. The Company records incentive income when it is probable that a significant reversal of income will not occur. The majority of management fees and incentive income receivable at each balance sheet date is generally collected during the following quarter. The following table presents the Company’s unearned income and fees for the years ended December 31, 2022, 2021 and 2020 : December 31, 2022 December 31, 2021 December 31, 2020 (dollars in thousands) Management fees $ 2 $ 84 $ 78 Incentive income 53,867 62,716 61,802 Unearned Income and Fees $ 53,869 $ 62,800 $ 61,880 A liability for unearned incentive income is generally recognized when the Company receives incentive income distributions from its funds, primarily its real estate funds, whereby the distributions received have not yet met the recognition threshold of being probable that a significant reversal of cumulative revenue will not occur. A liability for unearned management fees is generally recognized when management fees are paid to the Company on a quarterly basis in advance, based on the amount of Assets Under Management at the beginning of the quarter. In the years ended December 31, 2022, 2021 and 2020 the Company recognized $60.1 million, $19.4 million, and $14.2 million, respectively, of the beginning balance of unearned incentive income for each respective year. The Company recognized all of the beginning balances of unearned management fees during the respective quarter. |
Equity-Based Compensation Expen
Equity-Based Compensation Expenses | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Equity-Based Compensation Expenses | EQUITY-BASED COMPENSATION EXPENSES The Company grants equity-based compensation in the form of RSUs, RSAs, PSUs, Group A Units, Group E Units and Group P Units to its executive managing directors, employees and the independent members of the Board under the terms of the 2007 Equity Incentive Plan, the 2013 Incentive Plan and the 2022 Incentive Plan. Equity based awards granted as compensation are measured based on the grant-date fair value of the award. Vested equity based awards that do not require future service are expensed immediately. Equity based awards that only require future service are expensed over the relevant service period. Equity based awards that are also subject to market performance conditions are expensed over the requisite service period, which is the longer of the explicit or derived service period. The following table presents information regarding the impact of equity-based compensation grants on the Company’s consolidated statements of operations: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Expense recorded within compensation and benefits $ 88,041 $ 62,989 $ 80,420 Corresponding tax benefit $ 9,813 $ 13,737 $ 9,090 The following tables present activity related to the Company’s unvested equity awards for the year ended December 31, 2022: Equity-Classified RSUs Liability-Classified RSUs PSUs Unvested RSUs Weighted-Average Unvested RSUs Weighted-Average Unvested Weighted-Average December 31, 2021 2,970,876 $ 20.71 365,373 $ 33.22 800,000 $ 11.25 Granted 752,914 16.76 1,614,812 18.69 112,500 14.92 Vested (1,386,685) 22.19 (231,713) 41.38 — — Canceled or forfeited (186,652) 20.77 (5,914) 18.86 — — December 31, 2022 2,150,453 $ 18.37 1,742,558 $ 18.72 912,500 $ 11.70 Group E Units Group P Units Unvested Group E Units Weighted-Average Unvested Group P Units Weighted-Average December 31, 2021 3,144,134 $ 8.14 5,455,715 $ 12.96 Granted 5,006 7.53 — — Vested (2,885,794) 7.72 — — Canceled or forfeited — — (107,143) 13.97 December 31, 2022 263,346 $ 7.52 5,348,572 $ 12.94 Market-Based RSAs Service-Based RSAs Unvested Market-Based RSAs Weighted-Average Unvested Service-Based RSAs Weighted-Average December 31, 2021 3,679,285 $ 15.13 — $ — Granted — — 1,609,785 18.71 Canceled or forfeited (80,357) 16.19 (3,943) 18.86 December 31, 2022 3,598,928 $ 15.11 1,605,842 $ 18.71 Restricted Share Units (RSUs) The fair value of the RSUs granted by the Company is based on the grant-date fair value, which considers the public share price of the Company’s Class A shares. An RSU entitles the holder to receive a Class A Share, or cash equal to the fair value of a Class A Share at the election of the Board, upon completion of the requisite service period. All of the RSUs granted to date accrue dividend equivalents equal to the dividend amounts paid on the Company’s Class A Shares. To date, these dividend equivalents have been awarded in the form of additional RSUs that also accrue additional dividend equivalents. As a result, dividend equivalents declared on equity-classified RSUs are recorded similar to a stock dividend, resulting in (i) increases in the Company’s accumulated deficit and the accumulated deficit component of noncontrolling interests on the same pro rata basis as earnings of the Sculptor Operating Group are allocated and (ii) increases in the Company’s additional paid-in capital and the paid-in capital component of noncontrolling interests on the same pro rata basis. No compensation expense is recognized related to these dividend equivalents as they are forfeitable and the delivery of dividend equivalents on outstanding RSUs is contingent upon the vesting of the underlying RSUs. As a result of the Recapitalization, the Company modified certain RSUs provided to certain executive managing directors to cap the cumulative distributions that the RSUs would be entitled to receive during the Distribution Holiday. As the resulting fair value of the modified RSUs was lower than the original grant-date fair value, the Company continues to recognize the compensation expense that would have been previously recognized prior to the modification. The weighted-average grant-date fair value of equity-classified RSUs granted was $16.76, $18.82, and $23.11 for the years ended December 31, 2022, 2021 and 2020, respectively. As of December 31, 2022, total unrecognized compensation expense related to equity-classified RSUs totaled $16.0 million, with a weighted-average amortization period of 1.6 years. The weighted-average grant-date fair value of liability-classified RSUs granted was $18.69, $18.62 and $23.15 for the years ended December 31, 2022, 2021 and 2020, respectively. As of December 31, 2022, total unrecognized compensation expense related to liability-classified RSUs totaled $10.2 million, with a weighted-average amortization period of 1.9 years. The estimated total grant-date fair value of the RSUs is charged to compensation expense on a straight line basis over the vesting period, which is generally annual vesting over 3 years, except grants to the Company’s Board, which vest annually. The following table presents information related to the settlement of RSUs: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Fair value of RSUs settled in Class A Shares $ 19,716 $ 50,182 $ 28,202 Fair value of RSUs settled in cash $ 3,243 $ 3,472 $ 2,107 Fair value of RSUs withheld to satisfy tax withholding obligations $ 6,045 $ 2,550 $ 1,976 Number of RSUs withheld to satisfy tax withholding obligations 541,127 306,379 261,474 PSUs In 2018, the Company began granting PSUs. A PSU entitles the holder to receive a Class A Share or cash equal to the fair value of a Class A Share at the election of the Board of Directors, upon completion of the requisite service period, as well as satisfying certain market performance conditions based on achievement of targeted total shareholder return on Class A Shares (“PSU Market Conditions”). PSUs do not begin to accrue dividend equivalents until the requisite service period has been completed and the PSU Market Conditions have been achieved. In the year ended December 31, 2018, the Company granted 1,000,000 PSUs, with a weighted-average grant-date fair value of $11.82 per unit. The fair value was determined using the Monte-Carlo simulation valuation model, with the following assumptions: volatility of 35%, dividend rate of 10%, and risk-free discount rate of 2.6%. The requisite service period for these awards was estimated to be 3.1 years at the time of the grant. The Company used historical volatility in its estimate of the expected volatility. Compensation cost for these awards was recognized using an accelerated recognition method over the requisite service period for each tranche. As of December 31, 2022, all compensation expense related to these PSUs was recognized due to completion of the requisite service period being completed; however, only the first of the PSU Market Conditions, as defined below, was met, resulting in 20% of PSUs vesting, at which time they were converted into Class A shares. The PSUs granted in 2018 generally vest subject to continued and uninterrupted service (“PSU Service Condition”) until the third anniversary of the grant date and the meeting of a market performance threshold of the total shareholder return on Class A Shares of the Company (“PSU Market Conditions”). The PSU Market Conditions is defined as follows: 20% of PSUs vest if a total shareholder return of 25% is achieved; an additional 40% of PSUs vest if a total shareholder return of 50% is achieved; an additional 20% of PSUs vest if a total shareholder return of 75% is achieved; and the final 20% of PSUs vest if a total shareholder return of 125% is achieved. In each case, the PSU Market Conditions must be met for each threshold by the sixth anniversary of the grant date. If the PSU grant has not satisfied both the PSU Service Condition and the PSU Market Conditions by the sixth anniversary of the grant date, it will be forfeited and canceled immediately. In 2022, the Company granted 112,500 PSUs (“2022 PSUs”) to a certain executive managing director and cancelled an equal number of previously issued Group P Units and Market-Based RSAs, as defined below, that were forfeited, on substantially similar contractual terms. The transaction was accounted for as a modification. The cancellation of the previously issued Group P Units and Market-Based RSAs and the issuance of new 2022 PSUs resulted in no incremental fair value. Please see the “Group P Units” and “Restricted Class A Shares (RSAs)” sections below for additional details of the fair value inputs of the December 30, 2021 grants. The requisite service period for these awards was estimated to be between 2.5 years and 4.5 years, depending on tranche, at the time of the modification. The 2022 PSUs will conditionally vest upon the applicable executive managing director satisfying a service condition (the “2022 PSU Service Condition”) and certain market performance-based targets, expressed as percentages (the “2022 PSU Market Condition”). The 2022 PSU Service Condition is satisfied as to 100% of the 2022 PSUs vesting on January 1, 2024. The 2022 PSU Market Condition’s achievement is dependent on the return provided to shareholders during a specified period, with performance thresholds ranging from 25% to 108% being achieved during a seven year performance period, in each case based on a reference price of $24.00 per Class A Share. If the 2022 PSU grant has not satisfied both the 2022 PSU Service Condition and the 2022 PSU Market Conditions by the seventh anniversary of December 17, 2021, it will be forfeited and canceled immediately. As of December 31, 2022, total unrecognized compensation expense related to the 2022 PSUs totaled $1.4 million, with a weighted-average amortization period of 3 years. Group A Units The Company recognizes compensation expense for Group A Units equal to the market value of the Company’s Class A Shares at the date of grant, less a 5% discount for transfer restrictions that remain in place after vesting. The weighted-average grant-date fair value of Group A Units was $21.85 for the year ended December 31, 2017. There were no grants for the years ended December 31, 2022, 2021, and 2020. As of December 31, 2022, there were no unvested Group A Units outstanding. Group E Units As a part of the Recapitalization described in Note 3, the Company granted Group E Units. The Group E Units are not entitled to participate in distributions during the Distribution Holiday. The right of the Group E Units to participate in distributions is considered a performance condition that does not affect vesting. The Company is required to recognize compensation cost based on the grant-date fair value of Group E Units where the performance condition is probable of being met. The fair value of the Group E Units was calculated using the price of the Company’s Class A Shares at the date of grant, adjusted to reflect that Group E Units are not entitled to participate in distributions during the Distribution Holiday and for post-vesting transfer restrictions. As of December 31, 2022, total unrecognized compensation expense related to Group E units totaled $743 thousand with a weighted-average amortization period of 2.1 years. Expense for the Group E Units is recognized on an accelerated basis (i.e., each tranche will be recognized over its respective service period), as the value of the award is dependent at least in part on a performance condition. Group P Units In March 2017, the Company granted 7,185,000 Group P Units (“2017 Incentive Award”), with a weighted-average grant-date fair value of $12.50 per unit. The fair value was determined using the Monte-Carlo simulation valuation model, with the following assumptions: volatility of 36%, dividend rate of 10%, and risk-free discount rate of 2.2%. The Company used historical volatility in its estimate of the expected volatility. The requisite service period for these awards was estimated to be 3.7 years at the time of the grant. As of December 31, 2022, all compensation expense related to these units has been recognized due to completion of the requisite service period, however the Market Condition, as defined below, has not been met. The 2017 Incentive Award will conditionally vest upon the applicable executive managing directors satisfying a service condition (the “Service Condition”) and certain market performance-based targets, expressed as percentages (the “Market Condition”). The Market Condition’s achievement is dependent on the return provided to shareholders during a specified period, which is defined as follows: 20% of Group P Units vest if a total shareholder return of 25% is achieved; an additional 40% of Group P Units vest if a total shareholder return of 50% is achieved; an additional 20% of Group P Units vest if a total shareholder return of 75% is achieved; and the final 20% of Group P Units vest if a total shareholder return of 125% is achieved. In December 2021, the Company granted 4,905,715 Group P Units (“2021 Group P Unit Grant”) to certain current executive managing directors. That grant included 905,714 Group P Units issued in exchange for previously issued Group P Units that were forfeited, in addition to 4,000,001 newly issued Group P Units. The 905,714 Group P Units described above, along with 679,286 RSAs (discussed in the section below), were issued in exchange for the forfeiture of 2,820,000 previously issued Group P Units. This transaction was accounted for as a modification of previously issued Group P Units. The grant-date fair value of the cancelled Group P Units had previously already been fully expensed at the time of cancellation. The cancellation of the previously issued Group P Units and issuance of the new 2021 Group P Units and RSAs resulted in an incremental fair value of $17.0 million that is recognized as compensation expense on an accelerated basis over the modified requisite service period. The Company granted the Group P Units discussed above on December 17, 2021 and December 30, 2021 with weighted-average grant date fair values of $12.75 and $13.97, respectively. The grant-date fair value of the newly issued Group P Units was determined using the Monte-Carlo simulation valuation model, with the following assumptions: volatility of 55%, dividend rate of 6.6%, and risk-free discount rate of 1.34% and 1.44% for the units granted on December 17, 2021 and December 30, 2021, respectively. The Company used historical volatility in its estimate of the expected volatility. The requisite service period for these awards was estimated to be between 3 and 5 years, depending on tranche, at the time of the grant. As of December 31, 2022, total unrecognized compensation expense related to the 4,000,001 Group P Units issued in 2021 totaled $46.3 million with a weighted-average amortization period of 3.0 years. The Market Condition, as defined above, has not been met. The 2021 Group P Unit Grant of 4,905,715 Group P Units, inclusive of the 905,714 Group P Units exchanged for the forfeited Group P Units described above, will conditionally vest upon the applicable executive managing directors satisfying a service condition (the “Service Condition”) and certain market performance-based targets, expressed as percentages (the “Market Condition”). The Service Condition is generally satisfied as to one-third of the Group P Units vesting on each of the third, fourth and fifth anniversaries of the grant date. The Market Condition’s achievement is dependent on the return provided to shareholders during a specified period, which is defined as follows: 25% of P Units vest if a total shareholder return of 66% is achieved; an additional 25% of P Units vest if a total shareholder return of 80% is achieved; an additional 25% of P Units vest if a total shareholder return of 94% is achieved; and the final 25% of P Units vest if a total shareholder return of 108% is achieved, in each case based on a reference price of $24.00 per Class A Share. Achievement of the applicable Market Conditions earlier than estimated can materially affect the amount of equity-based compensation expense recognized by the Company in any given period. The 2021 grant of Group P Units accrue dividend equivalents equal to the dividend amounts paid on the Company’s Class A Shares. These dividend equivalents will be awarded in the form of additional Group P Units that also accrue additional dividend equivalents. No compensation expense is recognized related to these dividend equivalents. Delivery of dividend equivalents on outstanding Group P Units is contingent upon the vesting of the underlying Group P Units. Executive managing directors will be entitled to receive distributions on the 2017 Incentive Award only after satisfaction of the Service Condition and the Market Condition, from which time the executive managing director will be entitled to receive the same distributions per unit on each Group P Unit as holder. If a holder of a 2017 Incentive Award and 2021 Group P Unit Grant has not satisfied both the Service Condition and the applicable Market Condition by the six seven Upon satisfaction of the Service Condition and the Market Condition, Group P Units may be exchanged at the executive managing director’s discretion for Class A Shares (or the cash value thereof, as determined by the Board of Directors) provided that sufficient Appreciation (as defined in the Sculptor Operating Partnerships’ limited partnership agreements) has occurred for each Group P Unit to have become economically equivalent to a Group A Unit. Upon the exchange of a Group P Unit for a Class A Share (or the cash equivalent), the exchanging executive managing director will have a right to potential future payments owed to him or her under the tax receivable agreement. Restricted Class A Shares (RSAs) In 2021, the Company began granting RSAs. The RSAs granted in 2021 (“Market-Based RSAs”) vest upon the applicable executive managing directors satisfying a service condition (the “RSAs Service Condition”) and certain market performance-based targets, expressed as percentages (the “RSAs Market Condition”). The RSAs Service Condition is generally satisfied as to one-third of the RSAs vesting on each of the third, fourth and fifth anniversaries of the grant date. The RSAs Market Condition’s achievement is dependent on the return provided to shareholders during a specified period, which is defined as follows: 33.3% of RSAs vest if a total shareholder return of 25% is achieved; an additional 33.3% of RSAs vest if a total shareholder return of 39% is achieved; and the final 33.4% of RSAs vest if a total shareholder return of 53% is achieved, in each case based on a reference price of $24.00 per Class A Share. If a Class A Restricted Share has not satisfied the RSAs Market Condition by the seventh anniversary of the grant date, it will be forfeited and canceled immediately. The Market-Based RSAs granted in December 2021 are only entitled to dividends declared by the Company on Class A Shares upon satisfaction of an RSAs Market Condition. For RSAs that have satisfied an RSAs Market Condition, but have not yet achieved an RSAs Service Condition, these RSAs shall accrue dividend equivalents equal to the dividend amounts paid by the Company to Class A Shares. Upon satisfaction of both the RSAs Market Condition and RSAs Service Condition, these RSAs are entitled to dividends declared by the Company on Class A Shares. The RSA grant in December 2021 discussed above included 3,679,285 RSAs, inclusive of the 679,286 RSAs exchanged for the forfeited Group P Units described above. The RSAs were granted on December 17, 2021 and December 30, 2021 with weighted-average grant date fair values of $14.84 and $16.19, respectively. The fair value was determined using the Monte-Carlo simulation valuation model, with the following assumptions: volatility of 55%, dividend rate of 6.6%, and risk-free discount rate of 1.34% and 1.44% for the units granted on December 17, 2021 and December 30, 2021, respectively. The Company used historical volatility in its estimate of the expected volatility. The requisite service period for these awards was estimated to be 3 to 5 years at the time of the grant. As of December 31, 2022, total unrecognized compensation expense related to Market-Based RSAs totaled $40.4 million with a weighted-average amortization period of 3.0 years. In January 2022, the Company granted an additional 1,570,483 RSAs. These RSAs (“Service-Based RSAs”) are subject to a service condition; however, unlike the Market-Based RSAs granted in 2021, they are not subject to a market condition. These Service-Based RSAs had a grant-date fair value of $18.93 per unit. The fair value was based on the Company’s Class A Share price at the time of grant. The service period for these awards was 3 years at the time of the grant. As of December 31, 2022, total unrecognized compensation expense related to the Service-Based RSAs totaled $12.0 million with a weighted-average amortization period of 1.6 years. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES The Sculptor Operating Partnerships are partnerships and the Registrant is a corporation for U.S. federal income tax purposes. Generally all of the income the Registrant earns will be subject to corporate-level income taxes in the U.S. allowing the Company to realize a portion of its deferred tax assets on an accelerated basis as compared to under the Company’s prior structure. The amount of incentive income the Company earns in a given year, the resultant flow of revenues and expenses through the Company’s legal entity structure, the effect that changes in the Class A Share price may have on the ultimate deduction the Company is able to take related to the settlement of RSUs, and any change in future enacted income tax rates may have a significant impact on the Company’s income tax provision and effective income tax rate. The following table presents the components of the Company’s provision for income taxes: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Included within Income taxes on Statements of Operations Current: State and local income taxes $ 3,270 $ 2,989 $ 943 Foreign income taxes 4,829 5,302 4,873 8,099 8,291 5,816 Deferred: Federal income taxes (4,203) 13,645 59,148 State and local income taxes (8,529) (8,272) 10,759 Foreign income taxes (2,335) 41 (451) (15,067) 5,414 69,456 Total Provision for Income Taxes - Continuing Operations $ (6,968) $ 13,705 $ 75,272 Included within Other Comprehensive Income (Loss): Current: Foreign income taxes — (111) 617 — (111) 617 Deferred: Federal income taxes (770) (549) 657 State and local income taxes (428) (228) 156 (1,198) (777) 813 Total Provision for Income Taxes - Other Comprehensive Income $ (1,198) $ (888) $ 1,430 The foreign income tax provision was calculated on $9.6 million, $27.3 million and $22.5 million of pre-tax income generated in foreign jurisdictions for the years ended December 31, 2022, 2021 and 2020, respectively. Deferred income tax assets and liabilities represent the tax effects of the temporary differences between the GAAP bases and tax bases of the Company’s assets and liabilities. The following table presents the Company’s deferred income tax assets and liabilities before the impact of offsetting deferred income tax assets and liabilities within the same legal entity and tax jurisdiction: December 31, 2022 December 31, 2021 (dollars in thousands) Deferred Income Tax Assets: Net operating loss $ 133,187 $ 105,665 Tax goodwill 86,964 117,143 Investments in partnerships 25,648 12,465 Tax credit carryforwards 8,598 9,964 Employee compensation 1,118 1,522 Other 11,319 4,307 266,834 251,066 Valuation allowance (4,760) (6,178) Total Deferred Income Tax Assets $ 262,074 $ 244,888 Other 4,135 3,129 Total Deferred Income Tax Liabilities $ 4,135 $ 3,129 Net Deferred Tax Asset $ 257,939 $ 241,759 The majority of the Company’s deferred income tax assets relate to tax goodwill in the U.S. that arose in connection with the Company’s initial public offering and concurrent private Class A Share offering in 2007 (collectively, the “2007 Offerings”), as well as subsequent exchanges of Group A Units for Class A Shares, and net operating losses (“NOLs”). The tax goodwill deferred income tax assets are derived from goodwill recognized for tax purposes that are subsequently amortized and result in future taxable deductions and cash savings to the Company. The Company entered into a tax receivable agreement to pay a portion of these tax savings to the Company’s executive managing directors and Ziff Investors Partnership, L.P. II and certain of its affiliates and control persons (the “Ziffs” ). The tax goodwill amounts presented above include the increases that these tax receivable agreement payments will have on future tax goodwill. See Note 18 for additional information regarding the tax receivable agreement. The 2007 offering generated excess tax goodwill deductions resulting in NOLs. As the goodwill fully amortized in 2022, the Company expects to utilize the NOLs going forward. The following table presents changes in the Company’s deferred tax asset valuation allowance for the periods indicated: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Beginning balance $ 6,178 $ 9,797 $ 11,083 Deductions (1,418) (3,619) (1,286) Ending Balance $ 4,760 $ 6,178 $ 9,797 The Company has determined that it may not realize certain foreign income tax credits within the limited carryforward period available. Accordingly, a valuation allowance has been established for these items. For the periods presented above, additions relate to changes to the Company’s forecasted realizability of existing foreign tax credits and deductions are a result of a reduction in available foreign income tax credits. As of December 31, 2022, the Company had foreign tax credit carryforwards of approximately $8.4 million that, if not used, will expire between 2023 and 2026. As of December 31, 2022, the Company had $243.0 million of net operating losses available to offset future taxable income for federal income tax purposes that will expire between 2030 and 2037, and $251.1 million of net operating losses available to be carried forward without expiration. Additionally, $219.7 million of net operating losses are available to offset future taxable income for state income tax purposes and $215.9 million for local income tax purposes that will expire between 2035 and 2042. The following is a reconciliation of the statutory U.S. federal income tax rate to the Company’s effective income tax rate: Year Ended December 31, 2022 2021 2020 Statutory U.S. federal income tax rate 21.00 % 21.00 % 21.00 % Income passed through to noncontrolling interests -5.12 % -2.88 % -0.04 % Nondeductible amortization of Partner Equity Units -10.31 % 14.73 % 3.24 % State and local income taxes 11.94 % -23.13 % 4.13 % RSU excess deferred income tax write-off -1.88 % -1.36 % 0.89 % Foreign income taxes -6.29 % 27.91 % 1.92 % Return-to-estimate adjustment 5.04 % -0.14 % 0.03 % Nondeductible interest expense — % — % 0.70 % Foreign tax credits and deductions 1.32 % -5.86 % -0.35 % Change in fair value of warrants 21.20 % 30.12 % 0.69 % Disallowed executive compensation -20.85 % 11.88 % 0.39 % Other, net 1.54 % -0.69 % 0.13 % Effective Income Tax Rate 17.59 % 71.58 % 32.73 % The Company files income tax returns with the U.S. federal government and various state and local jurisdictions, as well as foreign jurisdictions. The income tax years under examination vary by jurisdiction. In general, the Company is not subject to U.S. federal, state and local, or foreign income tax examinations by tax authorities for years prior to 2019; however, certain subsidiaries are subject to income tax examinations starting in 2015 for state and local and 2007 for foreign jurisdictions. The Company recognizes tax benefits for amounts that are “more likely than not” to be sustained upon examination by tax authorities. For uncertain tax positions in which the benefit to be realized does not meet the “more likely than not” threshold, the Company establishes a liability, which is included within other liabilities in the consolidated balance sheets. As of December 31, 2022, the Company’s liability for unrecognized tax benefits was $8.3 million. There were no changes to the liability in the years ended December 31, 2022, 2021, or 2020. The Company did not accrue interest or penalties related to uncertain tax positions. As of December 31, 2022, the Company does not believe that there will be a significant change to the uncertain tax positions during the next 12 months. The amount of the Company’s total unrecognized tax benefits that, if recognized, would affect its effective tax rate was $4.8 million as of December 31, 2022. |
General, Administrative and Oth
General, Administrative and Other | 12 Months Ended |
Dec. 31, 2022 | |
Other Income and Expenses [Abstract] | |
General, Administrative and Other | GENERAL, ADMINISTRATIVE AND OTHER The following table presents the components of general, administrative and other expenses as reported in the consolidated statements of operations: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Professional services $ 30,831 $ 17,792 $ 22,902 Occupancy and equipment 27,801 32,090 30,267 Information processing and communications 21,370 22,480 21,342 Recurring placement and related service fees 19,428 19,583 18,502 Insurance 8,920 9,027 8,525 Business development 3,371 1,425 2,120 Impairment of right-of-use asset 1 — 11,240 — Other expenses 6,925 7,573 9,162 118,646 121,210 112,820 Legal provisions — — 119,367 Total General, Administrative and Other $ 118,646 $ 121,210 $ 232,187 _______________ |
Earnings (Loss) Per Class A Sha
Earnings (Loss) Per Class A Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
(Loss) Earnings per Class A Share | (LOSS) EARNINGS PER CLASS A SHARE Basic (loss) earnings per Class A Share is computed by dividing the net (loss) earnings attributable to Class A Shareholders by the weighted-average number of Class A Shares outstanding for the period. For the years ended December 31, 2022, 2021 and 2020 the Company included 170,432, 165,300 and 394,332 RSUs respectively, that have vested but have not been settled in Class A Shares in the weighted-average Class A Shares outstanding used to calculate basic and diluted (loss) earnings per Class A Share. When calculating dilutive (loss) earnings per Class A Share, the Company applies the treasury stock method to outstanding warrants, unvested RSUs and RSAs, which are only subject to a service condition. At the Sculptor Operating Group Level, the Company applies the if-converted method to vested Group A Units and vested Group E Units. For unvested Group A Units and unvested Group E Units, the Company applies the treasury stock method first to determine the number of incremental units that would be issuable and then applies the if-converted method to those resulting incremental units. The Company did not include unvested RSAs, Group P Units or PSUs subject to service and market conditions in the calculation of dilutive (loss) earnings per Class A Share, as the applicable market conditions had not yet been met as of the end of each reporting period presented below. The Company also did not include RSUs which will be settled in cash. The effect of dilutive securities on net (loss) earnings attributable to Class A Shareholders is presented net of tax. The following tables present the computation of basic and diluted (loss) earnings per Class A Share: Year Ended December 31, 2022 Net Loss Attributable to Class A Shareholders Weighted- Average Class A Shares Outstanding Loss Per Class A Share Number of Antidilutive Units and Warrants Excluded from Diluted Calculation (dollars in thousands, except per share amounts) Basic $ (12,008) 25,213,554 $ (0.48) Effect of dilutive securities: Group A Units — — 15,025,994 Group E Units — — 13,009,376 RSUs — — 2,555,483 Service-Based RSAs — — 1,456,519 Warrants (34,499) 1,052,086 — Diluted $ (46,507) 26,265,640 $ (1.77) Year Ended December 31, 2021 Net Loss Attributable to Class A Shareholders Weighted- Average Class A Shares Outstanding Loss Per Class A Share Number of Antidilutive Units and Warrants Excluded from Diluted Calculation (dollars in thousands, except per share amounts) Basic $ (8,605) 24,951,871 $ (0.34) Effect of dilutive securities: Group A Units (14,114) 15,858,911 — Group E Units — — 13,010,066 RSUs — — 3,434,137 Warrants — — 4,338,015 Diluted $ (22,719) 40,810,782 $ (0.56) Year Ended December 31, 2020 Net Income Attributable to Class A Shareholders Weighted- Average Class A Shares Outstanding Earnings Per Class A Share Number of Antidilutive Units and Warrants Excluded from Diluted Calculation (dollars in thousands, except per share amounts) Basic $ 170,682 22,597,829 $ 7.55 Effect of dilutive securities: Group A Units (20,850) 16,018,326 — Group E Units — 11,015,490 — RSUs — 240,433 — Warrants — — 112,383 Diluted $ 149,832 49,872,078 $ 3.00 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Due from Related Parties Amounts due from related parties relate primarily to amounts due from the funds for expenses paid on their behalf. These amounts are reimbursed to the Company on an ongoing basis. Certain Amounts Related to Tax Receivable Agreement Liability Amounts due to related parties relate primarily to future payments owed to certain former executive managing directors under the tax receivable agreement, as discussed further in Note 18. The tax receivable agreement liability was $190.2 million as of December 31, 2022, and $72.2 million of the balance was due to related parties. The Company made payments totaling $16.9 million, $7.2 million and $18.2 million under the tax receivable agreement (inclusive of interest thereon) in the years ended December 31, 2022, 2021 and 2020, respectively, of which $7.4 million, $3.9 million and $8.1 million were paid to related parties. Management Fees and Incentive Income Earned from Related Parties and Waived Fees The Company earns substantially all of its management fees and incentive income from the funds, which are considered related parties as the Company manages the operations of and makes investment decisions for these funds. As of December 31, 2022 and 2021, respectively, approximately $906.6 million and $910.5 million of the Company’s Assets Under Management represented investments by the Company, its executive managing directors, employees and certain other related parties in the Company’s funds. As of December 31, 2022 and 2021, approximately 43% and 51%, respectively, of these Assets Under Management were not charged management fees or incentive income. The following table presents management fees and incentive income charged on investments held by the Company’s executive managing directors, employees and certain other related parties: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Fees charged on investments held by related parties: Management fees $ 4,610 $ 3,548 $ 4,200 Incentive income $ 2,815 $ 3,410 $ 2,091 Commitment to Purchase Interest in BharCap Sponsor LLC. In March 2021, the Company committed to acquire a non-controlling membership interest of BharCap Sponsor LLC, an entity managed by a member of the Company’s Board of Directors, in the amount of $3.0 million out of which $55 thousand was funded and subsequently written-off. As of June 1, 2022, BharCap Acquisition Corp’s registration statement filed with the SEC lapsed and the entity was liquidated. The Company will not be funding any additional amounts in connection with the foregoing commitment. Investment in SPAC In a private placement concurrent with the initial public offering of the SPAC the Company sponsors, SAC I sold warrants to Sculptor Acquisition Sponsor I, LLC, a subsidiary of the Company, for total gross proceeds of $11.2 million. Prior to the completion of a business combination, Sculptor Acquisition Sponsor I, LLC owns the majority of the Class B ordinary shares outstanding of SAC I, and consolidates SAC I under the voting interest model, and therefore the private placement warrants and Class B ordinary shares held by the Company are eliminated upon consolidation. Refer to Note 2 for additional details on the SPAC. Investment in Structured Alternative Investment Solution In the first quarter of 2022, the Company closed on a $350.0 million structured alternative investment solution, a collateralized financing vehicle consolidated by the Company. The Company invested approximately $127.8 million in the vehicle. Refer to Notes 2 and 5 for additional details on the structured alternative investment solution. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Tax Receivable Agreement The purchase of Group A Units from current and former executive managing directors and the Ziffs with the proceeds from the 2007 Offerings, and subsequent taxable exchanges by them of Group A Units, Group E Units and Group P Units (“Partner Equity Units”) for Class A Shares on a one-for-one basis (or, at the Company’s option, a cash equivalent), resulted, and, in the case of future exchanges, are anticipated to result, in an increase in the tax basis of the assets of the Sculptor Operating Group that would not otherwise have been available. The Company anticipates that any such tax basis adjustment resulting from an exchange will be allocated principally to certain intangible assets of the Sculptor Operating Group, and the Company will derive its tax benefits principally through amortization of these intangibles over a 15-year period. Consequently, these tax basis adjustments will increase, for tax purposes, the Company’s depreciation and amortization expenses and will therefore reduce the amount of tax that Sculptor Corp and any other future corporate taxpaying entities that acquire Group B Units in connection with an exchange, if any, would otherwise be required to pay in the future. Accordingly, pursuant to the tax receivable agreement, such corporate taxpaying entities (including Sculptor Capital Management, Inc. once it became treated as a corporate taxpayer following the Company’s conversion from a partnership to a corporation for U.S. federal income tax purposes, effective April 1, 2019 (the “Corporate Classification Change”), have agreed to pay the executive managing directors and the Ziffs a percentage of the amount of cash savings, if any, in federal, state and local income taxes in the U.S. that these entities actually realize related to their units as a result of such increases in tax basis. For tax years prior to 2019, such percentage was 85% of such annual cash savings under the tax receivable agreement. In connection with the Recapitalization, the Company amended the tax receivable agreement to provide that, conditioned on Sculptor Capital Management, Inc. electing to be classified as, or converting into, a corporation for U.S. tax purposes, (i) no amounts are due or payable with respect to the 2017 tax year, (ii) only partial payments equal to 85% of the excess of such cash savings that would otherwise be due over 85% of such cash savings determined assuming that taxable income equals Economic Income are due and payable in respect of the 2018 tax year and (iii) the percentage of cash savings required to be paid with respect to the 2019 tax year and thereafter, as well as with respect to cash savings from subsequent exchanges, is reduced to 75%. In connection with the departure of certain former executive managing directors since the 2007 Offerings, the right to receive payments under the tax receivable agreement by those former executive managing directors was contributed to the Sculptor Operating Group. As a result, the Company expects to pay to the other executive managing directors and the Ziffs approximately 69% of the amount of cash savings, if any, in federal, state and local income taxes in the U.S. that the Company realizes as a result of such increases in tax basis with respect to future tax years. To the extent that the Company does not realize any cash savings, it would not be required to make corresponding payments under the tax receivable agreement. The Company recorded its initial estimate of future payments under the tax receivable agreement as a decrease to additional paid-in capital and an increase in the tax receivable agreement liability in the consolidated financial statements. Subsequent adjustments to the liability for future payments under the tax receivable agreement related to changes in estimated future tax rates or state income tax apportionment are recognized through current period earnings in the consolidated statements of operations. The estimate of the timing and the amount of future payments under the tax receivable agreement involves several assumptions that do not account for the significant uncertainties associated with these potential payments, including an assumption that Sculptor Corp will have sufficient taxable income in the relevant tax years to utilize the tax benefits that would give rise to an obligation to make payments. The actual timing and amount of any actual payments under the tax receivable agreement will vary based upon these and a number of other factors. As of December 31, 2022, the estimated future payment under the tax receivable agreement was $190.2 million, which is recorded in the tax receivable agreement liability balance on the consolidated balance sheets. The table below presents management’s estimate as of December 31, 2022, of the maximum amounts that would be payable under the tax receivable agreement assuming that the Company will have sufficient taxable income each year to fully realize the expected tax savings. In light of the numerous factors affecting the Company’s obligation to make such payments, the timing and amounts of any such actual payments may differ materially from those presented in the table. The impact of any net operating losses is included in the “Thereafter” amount in the table below. Potential Payments Under Tax Receivable Agreement (dollars in thousands) 2023 17,671 2024 18,010 2025 7,317 2026 41,922 2027 47,209 Thereafter 58,116 Total Payments $ 190,245 Litigation On August 24, 2022, a complaint under Section 220 of Delaware’s general corporation law, which allows shareholders to inspect corporate books and records, was filed by Daniel S. Och, the founder and former Chief Executive Officer (the “Founder”) of Och-Ziff Capital Management LLC and its consolidated subsidiaries (“Och-Ziff”) and four former Och-Ziff executive managing directors. In April 2022, the Founder and these former executive managing directors made a demand to inspect books and records relating to alleged corporate governance concerns in connection with the promotion of James S. Levin to Chief Executive Officer, a new executive compensation plan approved by the Board of Directors in December 2021, and other matters related to the Board’s exercise of its duties. Despite the voluntary production by the Company of extensive documentation in response to that demand, the Founder and the former executive managing directors filed the Section 220 complaint to compel additional production. On November 18, 2022, the parties announced a settlement of the matter whereby the Founder and the former executive managing directors dismissed the Section 220 complaint with prejudice and in return, among other things, the Company agreed to produce certain additional books and records as well as to issue a press release announcing the formation of a special committee of the Board, as discussed in additional detail in Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Overview—Recent Developments – Formation of Special Committee to Explore Potential Transactions. From time to time, the Company is involved in litigation and claims incidental to the conduct of the Company’s business. The Company is also subject to extensive scrutiny by regulatory agencies globally that have, or may in the future have, regulatory authority over the Company and its business activities. The Company accrues a liability for legal proceedings only when those matters present loss contingencies that it believes are both probable and reasonably estimable. As of December 31, 2022, the Company does not have any potential liability related to any current legal proceeding or claim that would individually, or in the aggregate, materially affect its results of operations, financial position or cash flows. Investment Commitments The Company has unfunded capital commitments of $182.8 million to certain funds it manages, of which $90.1 million relates to commitments of the Company’s consolidated structured alternative investment solution, which do not directly impact the cash flows related to Class A Shareholders. The remaining $92.7 million relates to commitments of the Company to unconsolidated funds. Approximately $65.4 million of the Company’s commitments will be funded by contributions to the Company from certain employees and executive managing directors. The Company expects to fund these commitments over the approximately next six years. The Company has guaranteed these commitments in the event any executive managing director fails to fund any portion when called by the fund. The Company has historically not funded any of these commitments and does not expect to in the future, as these commitments are expected to be funded by the Company’s executive managing directors individually. Other Contingencies In the normal course of business, the Company enters into contracts that provide a variety of general indemnifications. Such contracts include those with certain service providers, brokers and trading counterparties. Any exposure to the Company under these arrangements could involve future claims that may be made against the Company. Currently, no such claims exist or are expected to arise and, accordingly, the Company has not accrued any liability in connection with such indemnifications. Additionally, the Company has agreements with certain of the funds it manages to reimburse certain expenses in excess of an agreed-upon cap. During the years ended December 31, 2022, 2021 and 2020 these amounts were not material. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Dividend On February 28, 2023, the Company announced a cash dividend of $0.20 per Class A Share. The dividend is payable on March 21, 2023, to holders of record as of the close of business on March 14, 2023. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation These consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) as set forth in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”). All intercompany transactions and balances have been eliminated in consolidation. The notes are an integral part of the Company’s consolidated financial statements. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements of the Company. The most critical of these estimates are related to (i) fair value measurements of the assets and liabilities of the funds, which impacts the Company’s management fees and incentive income; (ii) the determination of whether to recognize incentive income; (iii) the determination of whether or not to consolidate a variable interest entity or a voting interest entity; (iv) the estimate of future taxable income, which impacts the carrying amount of the Company’s deferred income tax assets; (v) fair value measurements of investments in CLOs and warrant liabilities; and valuation of non-cash compensation. While management believes that the estimates utilized in preparing the consolidated financial statements are reasonable and prudent, actual results could differ materially from those estimates. |
Foreign Currency | Foreign Currency The functional currency of substantially all of the Company’s consolidated subsidiaries is the U.S. dollar, as their operations are considered extensions of the U.S. parent’s operations. Monetary assets and liabilities denominated in foreign currencies are remeasured into U.S. dollars at the closing rates of exchange on the balance sheet date. Nonmonetary assets and liabilities denominated in foreign currencies are remeasured into U.S. dollars using the historical exchange rate. As a result, no transaction gains or losses are recognized for nonmonetary assets and liabilities. The profit or loss arising from foreign currency transactions are remeasured using the rate in effect on the date of any relevant transaction. Gains and losses on transactions denominated in foreign currencies due to changes in exchange rates are recorded within general, administrative and other. Unrealized gains and losses due to changes in exchange rates related to investments held in a currency other than an entity’s functional currency are reported in net gains (losses) on investments in the consolidated statements of operations. The Company has a subsidiary whose functional currency is the Euro, and the financial statements of such entity are translated into U.S. dollars using the exchange rates prevailing at the end of each reporting period, and the statement of operations of the entity is translated using the rate in effect on the date of any relevant transaction. Gains and losses arising from the translation of monetary assets and liabilities are recorded as a currency translation adjustment in the consolidated statements of comprehensive income (loss) and are included in accumulated other comprehensive income (loss) in the consolidated balance sheets. |
Consolidation | Consolidation The Company’s multi-strategy funds, open-end opportunistic credit funds and certain other funds are generally organized using a “master-feeder” structure. Fund investors, including the Company’s executive managing directors, employees and other related parties, to the extent they invest in a given fund, generally invest directly into the feeder funds. These feeder funds are typically limited partnerships or limited companies that hold direct or indirect interests in a master fund. The master fund, together with its subsidiaries, is the primary investment vehicle for its feeder funds. The Company generally collects its management fees and incentive income from the feeder funds or subsidiaries of the feeder funds (“intermediate funds”), and generally does not collect any management fees or incentive income directly from the master funds. The Company also organizes certain funds (e.g., its real estate funds and closed-end opportunistic credit funds) without the use of a master-feeder structure. These are typically organized as limited partnerships, in which the Company is the general partner and collects management fees and incentive income directly from these entities; however, in the case of the real estate funds, the Company collects management fees directly from those funds’ investors. CLOs are collateralized financing vehicles that issue notes to investors and use those proceeds to acquire various types of credit-related investments that serve as collateral for the notes. Senior notes issued by these vehicles make periodic payments based on a stated interest rate, while the most subordinated notes have no stated interest rate but receive periodic payments from excess cash flows remaining after periodic payments have been made to the other notes and for fees and expenses due. The Company generally directs the activities of its funds through its role as general partner, investment manager, or CLO collateral manager. The Company first evaluates whether it holds a variable interest in an entity. Where the Company holds a variable interest in an entity, it is required to determine whether it should consolidate the entity. Fee arrangements are not considered variable interests when they are commensurate with the level of effort required to provide services and include only terms, conditions, or amounts that are customarily present in arrangements for similar services negotiated at arm’s length, and where the Company does not hold other interests in the entity that would absorb more than an insignificant amount of the variability of the entity. Where the Company does not have a variable interest in the entity, it will not consolidate the entity. Where the Company has a variable interest, it is required to determine whether the entity will be considered as a Variable Interest Entity (“VIE”) or Voting Interest Entity (“VOE”), the classification of which will determine the analysis that the Company is required to perform when determining whether it should consolidate the entity. The consolidated financial statements include the accounts of the Registrant and entities in which it, directly or indirectly, is determined to have a controlling financial interest under the following set of guidelines: • VIEs— The Company determines whether, if by design, an entity has any of the following characteristics: (i) equity investors who lack the characteristics of a controlling financial interest; (ii) the entity does not have sufficient equity at risk to finance its expected activities without additional subordinated financial support from other parties; or (iii) substantially all of the activities of the entity are performed on behalf of a party with disproportionately few voting rights. An entity with any one of these characteristics is a VIE. Partnerships, and similarly structured entities, will be considered as VIEs where a simple majority of third party investors with equity at risk are not able to exercise substantive kick-out or participating rights over the general partner. • VOEs— Where an entity does not have the characteristics of a VIE, it is a VOE. The determination of whether a fund or an entity is a VIE or a VOE is based on the facts and circumstances for each individual fund or entity in accordance with the guidelines described below. Classification of such entities is reassessed where there is a substantive change in the governing documents or contractual arrangements of the entity, to the capital structure of the entity or in the activities of the entity. The Company continuously reassesses whether it should consolidate a VIE or VOE. Funds that are VIEs Funds that are VIEs are generally VIEs because fund investors are deemed to lack the characteristics of a controlling financial interest or the entity does not have sufficient equity at risk. The party identified as the primary beneficiary of a VIE is required to consolidate the entity. A party is the primary beneficiary of a VIE where it has a controlling financial interest in the entity, which is defined as (i) the power to direct the activities of the entity that most significantly impact the entity’s economic performance; and (ii) the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the entity. Where the Company holds a variable interest in an entity, it is required to determine whether it should consolidate the entity. Where the Company does not have a controlling financial interest, but is part of a related party group under common control that collectively has characteristics of a controlling financial interest, the Company may be required to determine which party within the related party group is more closely associated with the VIE and would therefore consolidate a VIE. This assessment would also be performed where power is shared within a related party group that collectively has characteristics of a controlling financial interest. For the purposes of determining whether it is the primary beneficiary of a fund that is a VIE, the Company considers its indirect economic interests in a VIE held through related parties that are under common control on a proportionate basis, consistent with the way it would evaluate its indirect economic interests held through related parties that are not under common control. The types of funds that are VIEs and not consolidated are generally (i) master funds and intermediate fund vehicles for the Company’s multi-strategy funds, as well as opportunistic credit, real estate and certain other fund vehicles, as third party investors in these entities have not been granted substantive removal rights; and (ii) CLOs, as they lack sufficient equity at risk to finance their expected activities without additional subordinated financial support from other parties. The Company does not consolidate VIEs where it does not have a controlling financial interest. Consolidation of Structured Alternative Investment Solution and Other Funds In the first quarter of 2022, the Company consolidated a fund it manages as a result of an increase in the Company’s investment in the vehicle, which resulted in the Company having a controlling financial interest in the VIE; the fund was subsequently deconsolidated in the first quarter of 2022 as the Company determined it was no longer the primary beneficiary as a result of the Company’s redemption of its economic exposure to the fund. The Company recognized no gain or loss from consolidation and deconsolidation of the fund in the first quarter of 2022. Additionally, in the first quarter of 2022, the Company closed on a $350.0 million structured alternative investment solution. The vehicle is a collateralized financing vehicle that issues senior and subordinated notes to investors and uses those proceeds to invest in a diversified portfolio of funds managed by the Company. Senior and mezzanine notes issued by the vehicle make periodic payments based on a stated interest rate, while the most subordinated notes have no stated interest rate but receive periodic payments from excess cash flows remaining after periodic payments have been made to the other notes and for fees and expenses due, as prescribed by the terms of the notes. The structured alternative investment solution is a VIE since it lacks sufficient equity at risk to finance its expected activities without additional subordinated financial support from other parties, as it is financed through senior, mezzanine and subordinated notes. The Company consolidates the entity, as it has the power to direct the activities that most significantly impact the vehicle’s economic performance, and the Company has the right to receive benefits or the obligation to absorb losses of the vehicle in the form of its retained interest that could potentially be significant to the vehicle. The Company invested approximately $127.8 million in the vehicle. The collateral assets of the consolidated entity are held solely to satisfy the obligations of the entity, and the investors in the consolidated vehicle have no recourse against the Company for any losses sustained by the entity. For additional information related to the Company’s VIEs see Note 6. Funds and entities that are VOEs Funds that are corporations, or similarly structured entities, that are not VIEs would be consolidated by the Company where the Company has a majority equity investment and has control over significant operating, financial and investing decisions of the entity. The Company will generally not consolidate partnerships, or similarly structured entities, that are not VIEs where a single investor or simple majority of third party investors with equity have the ability to exercise substantive kick-out or participating rights. The types of funds that are VOEs and not consolidated by the Company are generally feeder funds of the Company’s multi-strategy funds, as third party fund investors in these entities have been granted substantive removal rights. Consolidation of SPAC On December 13, 2021, the Company’s first sponsored consolidated SPAC, Sculptor Acquisition Corporation I (“SAC I”), completed its initial public offering raising gross proceeds of $230.0 million, which included the underwriter’s full exercise of their overallotment option. Prior to the completion of a business combination, Sculptor Acquisition Sponsor I, LLC, the sponsor of SAC I, a subsidiary of the Company, owns the majority of the Class B ordinary shares outstanding of SAC I. The Company consolidates SAC I under the voting interest model and reflects the results of SAC I as a consolidated entity. The SPAC’s Class A ordinary shareholders have redemption rights that are considered to be outside of the Company’s control, and as a result, these shares are presented as redeemable noncontrolling interests on the consolidated balance sheets. Including the results of the consolidated entities may significantly increase the reported amounts of the assets, liabilities, revenues, expenses and cash flows in the accompanying consolidated financial statements; however, the consolidated entity’s results included herein have no direct effect on income attributable to Sculptor Capital Management, Inc. or shareholders’ deficit attributable to Class A shareholders. Economic ownership interests of the investors in the consolidated SPAC are reflected as redeemable non-controlling interests on the consolidated balance sheets. |
Allocations of Sculptor Operating Group Earnings and Capital | Allocations of Sculptor Operating Group Earnings and Capital Prior to the Recapitalization, the attribution of net income (loss) of each Sculptor Operating Partnership was based on the relative ownership percentages of the Group A Units (noncontrolling interests) and the Group B Units (indirectly held by the Registrant). In applying the substantive profit-sharing arrangements in the Sculptor Operating Partnership limited partnership agreements to the Company’s consolidated financial statements, for periods subsequent to the Recapitalization and for the duration of the Distribution Holiday, the Company will allocate net income of each Sculptor Operating Partnership in any fiscal year solely to the Group B Units and any net loss on a pro rata basis based on the relative ownership percentages of the Group A Units and Group B Units. To the extent a Sculptor Operating Partnership incurs a net loss in an interim period, any net income recognized in a subsequent interim period in the same fiscal year is allocated on a pro rata basis to the extent of previously allocated net loss. Conversely, to the extent a Sculptor Operating Partnership recognizes net income in an interim period, any net loss incurred in a subsequent interim period in the same fiscal year is allocated solely to the Group B Units to the extent of previously allocated net income. As of December 31, 2022, Group P Units are not participating in the earnings of the Sculptor Operating Group, as certain service and market performance conditions, as described in Note 13, have not been met as of the reporting period end. See Note 4 for additional information regarding the Company’s interest in the Sculptor Operating Group. |
Noncontrolling Interests | Noncontrolling Interests The Group A Units represent interests in the Sculptor Operating Group not held by the Company, and amounts attributable to these units are presented as noncontrolling interests in the consolidated balance sheets, and allocations to these interests are presented as net income (loss) attributable to noncontrolling interests in the consolidated statements of operations. In 2021, the Company consolidated a SPAC which issued redeemable Class A Shares. Amounts relating to these interests in the consolidated entity are presented as redeemable noncontrolling interests in the consolidated balance sheets. Profits and losses attributable to these interests are presented as net income (loss) attributable to redeemable noncontrolling interests in the consolidated statements of operations. Redeemable noncontrolling interests also included Preferred Units up until their redemption in November 2020, as described below. The redeemable noncontrolling interests related to the SPAC were initially recorded at their original issue price, net of offering costs and the initial fair value of separately traded warrants. At each balance sheet date, the carrying value of the redeemable interest is presented at the redemption amount. The Company recognizes changes in the redemption amount immediately as they occur and adjusts the carrying value of the security at the end of each reporting period through a charge against additional paid-in capital for the difference between the carrying value of the SPAC’s Class A ordinary shares, adjusted for SPAC’s earnings attributable to noncontrolling interest holders, and their redemption value. As of December 31, 2022, all 23,000,000 Class A ordinary shares of the SPAC were classified outside of permanent equity as the redemption is outside the Company’s control. See Note 4 for additional information regarding noncontrolling interests. |
Preferred Units | Preferred Units Up until their redemption in November 2020, the Company presented Preferred Units as redeemable noncontrolling interests, outside of permanent equity on the Company’s consolidated balance sheet, as the redemption of the Preferred Units have been effected in a manner not solely in control of the Company. The Company recorded the proceeds from the issuance and sale net of transactions costs. As the redemption of the Preferred Units was outside of the control of the Company, the Company carried the Preferred Units at redemption value at each period end. The change in redemption value was treated as a reduction of the common equity holders’ interests in the Sculptor Operating Group. The pro rata share of the change in redemption value that was allocable to the Registrant was treated as an adjustment to net income (loss) attributable to Class A Shareholders when calculating earnings (loss) per Class A Share. |
Revenue Recognition | Revenue Recognition The Company provides asset management services to its customers, including certain administrative services related to the funds’ operations, in exchange for management and incentive fees, which are included in the Company’s agreements with its customers. The services provided in connection with the identified performance obligations are satisfied over time. The agreements are generally automatically renewed on an annual basis unless the agreements are terminated by the general partner or directors of the respective funds. Management Fees Management fees for the Company’s multi-strategy funds typically range from 1.00% to 2.00% annually of fee-paying assets under management based on the net asset value of these funds. For the Company’s opportunistic credit funds, management fees typically range from 0.75% to 2.25% annually based on the net asset value of these funds. Management fees for Institutional Credit Strategies, which primarily relate to CLOs, generally range from 0.25% to 0.50% annually based on the par value of the collateral and cash held in the CLOs. Management fees for the Company’s real estate funds, exclusive of co-investment vehicles, generally range from 0.75% to 1.50% annually based on the amount of capital committed or invested during the investment period, and on the amount of invested capital after the investment period. Management fees are recognized over the period during which the related services are performed. Management fees are generally calculated and paid to the Company on a quarterly basis in advance, based on the amount of Assets Under Management at the beginning of the quarter. Management fees are prorated for capital inflows and redemptions during the quarter. Accordingly, changes in the Company’s management fee revenues from quarter to quarter are driven by changes in the quarterly opening balances of Assets Under Management, the relative magnitude and timing of inflows and redemptions during the respective quarter, as well as the impact of differing management fee rates charged on those inflows and redemptions. The Company considers management fees to be a form of variable consideration, as the amount earned each quarter may depend on various contingencies, such as the value of Assets Under Management, capital inflows and outflows during the period, or changes in committed or invested capital. Management fees, however, are generally recognized at the end of each reporting period and are not subject to clawback and, therefore, the value of the management fees the Company is entitled to receive at the end of each quarter is generally no longer subject to the constraint. A portion of the management fees the Company earns from its CLOs is subordinated to other obligations of the CLOs, including principal and interest on the notes issued by the CLOs. When certain overcollateralization tests are triggered, cash flows received on the underlying collateral in the CLOs that would have otherwise been distributed as subordinated management fees to the Company are redirected to pay principal and interest on the more senior obligations of the CLOs. In the event a CLO fails to satisfy one or more overcollateralization tests, the Company will stop recognizing management fees for the CLO until if and when the collateral tests are remedied and all fees are paid. Incentive Income The Company earns incentive income based on the cumulative performance of the funds over a commitment period. The Company recognizes incentive income when such amounts are probable of not significantly reversing. Incentive income is considered variable consideration, the recognition of which is subject to constraint. Incentive income is no longer constrained when it is probable that a significant reversal will not occur. Determining the amount of incentive income to record is subject to qualitative and quantitative factors including, where a fund is in its life-cycle, whether the Company has received or is entitled to receive incentive income distributions and potential sales of fund investments. The Company continuously evaluates whether there are additional considerations that could potentially impact the recognition of incentive income. To the extent that distributions have been received, but for which the recognition of incentive income is not appropriate, the Company will recognize a liability for unearned incentive income. Incentive income is typically equal to 20% of the realized and unrealized profits, net of management fees, attributable to each fund investor in the Company’s multi-strategy funds, open-end opportunistic credit funds and certain other funds. Incentive income excludes unrealized gains and losses attributable to investments that the Company, as investment manager, believes lack a readily ascertainable market value, are illiquid or should be held until the resolution of a special event or circumstance (“Special Investments”). For the Company’s closed-end opportunistic credit funds, real estate funds and certain other funds, incentive income is typically equal to 20% of the realized profits, net of management fees, attributable to each fund investor. For CLOs, incentive income is typically 20% of the excess cash flows available to the holders of the subordinated notes. The Company’s ability to earn incentive income from some of its funds may be impacted by hurdle rates, whereby the Company is not entitled to incentive income until the investment returns exceed an agreed upon benchmark. For a portion of these assets subject to hurdle rates, once the investment performance has exceeded the hurdle rate, the Company may receive a preferential “catch-up” allocation, equal to a full 20% of the net profits attributable to investors in these assets. All of the Company’s multi-strategy funds and open-end opportunistic credit funds are subject to a perpetual loss carry forward, or perpetual “high-water mark,” meaning the Company will not be able to earn incentive income with respect to positive investment performance it generates for a fund investor in any year following negative investment performance until that loss is recouped, at which point a fund investor’s investment surpasses the high-water mark. The Company earns incentive income on any profits, net of management fees, in excess of the high-water mark. The commitment period for most of the Company’s multi-strategy Assets Under Management is for a period of one year on a calendar-year basis with incentive income recognized annually on December 31. The Company may also recognize incentive income related to fund investor redemptions at other times during the year, and on Assets Under Management subject to commitment periods that are longer than one year where the commitment period expires during the year. The Company may also recognize incentive income for tax distributions that the Company is entitled to that cover estimated tax obligations of the Company related to the management of certain funds, as such distributions are not subject to clawback once distributed to the Company. See Note 12 for additional information regarding the Company’s revenues. Other Revenues Other revenues consist primarily of interest income on investments in CLOs and cash and cash equivalents and subrental income. Interest income is recognized on an effective yield basis. Subrental income is recognized on a straight-line basis over the lease term. For the years ended December 31, 2022, 2021, and 2020, the Company recognized $10.1 million, $4.8 million, and $7.0 million, respectively, of interest income. |
Compensation and Benefits | Compensation and Benefits Compensation and benefits is comprised of salaries, employee benefits, payroll taxes, and discretionary and guaranteed cash bonus expense. The Company generally recognizes compensation and benefits expenses over the related service period. Bonus Compensation On an annual basis, compensation and benefits comprise a significant portion of total expenses, with discretionary cash bonuses generally comprising a significant portion of total compensation and benefits. The Company accrues minimum annual discretionary cash bonus on a straight-line basis during the year. The total amount of discretionary cash bonuses ultimately recognized for the full year, which is determined in the fourth quarter of each year, could differ materially from the minimum amount accrued during the first three quarters of each year, as the total discretionary cash bonus is dependent upon a variety of factors, including fund performance for the year. Equity-Based Compensation Compensation expense related to equity-classified share-based payments with a service condition is based on the grant-date fair value and recognized on a straight-line basis over the requisite service period for awards with both cliff vesting and graded vesting. The Company accounts for forfeitures on share-based compensation arrangements as they occur. The Company recognizes all income tax effects of awards within consolidated net income (loss) when the awards vest or are settled. Compensation expense related to equity-classified share-based payments with market or performance conditions is based on the estimated fair value of the awards at the date of grant, using graded vesting, which separately considers and recognizes compensation expense over the requisite service period for each tranche. For awards with post-vesting performance conditions, at each reporting date, compensation expense is updated to reflect the fair value per share at the grant date, using the most probable outcome related to the underlying performance conditions. For liability-classified share-based payments, the Company recognizes compensation expense over the requisite service period and adjusts to the fair value as of the end of the reporting period. See Note 13 for additional information on the Company’s equity-based compensation plans. Profit Sharing Arrangements The Company also has profit-sharing arrangements whereby certain employees and executive managing directors are entitled to a share of incentive income distributed to the Company from its real estate funds. To the extent that the payments made by the Company to the employees and executive managing directors are probable and reasonably estimable, the Company accrues these payments as compensation expense, which may occur prior to the recognition of the related incentive income. Deferred Cash Interests (DCIs) DCIs are granted to certain employees and executive managing directors as a form of compensation. DCIs generally vest over a three year period, subject to an employee’s or executive managing director’s continued service. Upon vesting, the Company pays the employee or executive managing director an amount in cash equal to the notional investment in specified funds represented by the DCIs, as adjusted for fund performance over the service period. Except as otherwise provided in the relevant deferred cash interest plan or in an award agreement, in the event of a termination of the employee’s or executive managing director’s service, any portion of the DCIs that are unvested as of the date of termination will be forfeited. The Company recognizes the total notional investment as compensation expense, as adjusted for notional fund performance, over the related service period. |
Income Taxes | Income Taxes Deferred income tax assets and liabilities resulting from temporary differences between the GAAP and tax bases of assets and liabilities are measured at the balance sheet date using enacted income tax rates expected to apply to taxable income in the years the temporary differences are expected to reverse. The Company offsets deferred income tax assets and liabilities for presentation in its consolidated balance sheets when such assets and liabilities are within the same legal entity and related to the same taxing jurisdiction. The realization of deferred income tax assets depends upon the existence of sufficient taxable income within the carryback or carryforward periods under the enacted tax law in the applicable tax jurisdiction. A valuation allowance is established when management determines, based on available information, that it is more likely than not that deferred income tax assets will not be realized. Significant judgment is required in determining whether a valuation allowance should be established, as well as the amount of such allowance. The Company recognizes the income tax accounting effects of changes in tax law or rates (including retroactive changes) in the period of enactment . Future events such as changes in tax legislation could have an impact on the provision for income taxes and the effective income tax rate. Any such changes could significantly affect the amounts reported in the consolidated financial statements in the year these changes occur. The Company records interest and penalties related to income taxes within income taxes in the consolidated statements of operations. |
Comprehensive Income, Policy | Comprehensive Income (Loss) Comprehensive income consists of net income and other comprehensive income. The Company’s other comprehensive income is comprised of foreign currency translation adjustments associated with the Company’s Euro denominated subsidiary and related income tax effects. The Company would release income tax effects from accumulated other comprehensive income if and when the investment in the foreign entity is sold or liquidated. |
Cash and Cash Equivalents and Restricted Cash | Cash and Cash Equivalents and Restricted Cash The Company considers highly-rated liquid investments that have an original maturity of three months or less from the date of purchase to be cash equivalents. Cash equivalents (excluding investments in U.S. government obligations, as discussed below) are recorded at amortized cost plus accrued interest. Interest income from cash and cash equivalents is recorded in other revenues in the consolidated statements of operations. As of December 31, 2022, excluding investments in U.S. government obligations, substantially all of the Company’s cash and cash equivalents were held with one major financial institution, which exposes the Company to a certain degree of credit risk concentration. Restricted cash represents the security deposit on the New York office lease, as well as amounts that are restricted as to usage due to regulatory reasons. Restricted cash of consolidated entities relates to amounts held by the Company’s consolidated structured alternative investment solution which is restricted for use. |
Investments | Investments Investments in CLOs The Company elected to measure its investments in CLOs at fair value through consolidated net income (loss). Changes in fair value of these investments are included within net (losses) gains on investments in the consolidated statements of operations. The Company accrues interest income on its investments in CLOs using the effective interest method. Investments in Other Funds The Company’s equity investments in funds, where the Company exercises significant influence but for which the Company has not elected the fair value option, are accounted for under the equity method of accounting. The Company recognizes its share of earnings within net (losses) gains on investments in the consolidated statements of operations. The carrying amounts of equity method investments are recorded in investments in the consolidated balance sheets. Investments in U.S. Government Obligations The Company invests in U.S. government obligations to manage excess liquidity. These investments are carried at fair value, as the Company has elected the fair value option. Interest income on such securities is separately presented from the overall change in fair value and is recognized in other revenues in the consolidated statements of operations. Any remaining change in fair value of such securities is recognized in net (losses) gains on investments in the consolidated statements of operations. These investments are recorded in the consolidated balance sheet within cash and cash equivalents for investments with an original maturity from the date of purchase of three months or less, and within investments for those longer than three months. Interest income and changes in fair value of these investments were immaterial for the years ended December 31, 2022, 2021 and 2020. As of December 31, 2022, $238.0 million of U.S. Treasury bills held by SAC I are restricted for use, and may only be used for purposes of completing an initial business combination or redemption of public shares as set forth in SAC I’s trust agreement. These amounts are presented within investments of consolidated entities in the consolidated balance sheets. The Company invests in U.S. government obligations to manage excess liquidity. CLOs, at fair value, consist of investments in notes of unconsolidated CLOs. These investments are carried at fair value under the irrevocable fair value option election at initial recognition. Changes in fair value are recorded within net (losses) gains on investments in the consolidated statements of operations. Interest income on these investments is accrued using the effective interest method and separately presented from the overall change in fair value and is recognized in other revenue in the consolidated statement of operations. The Company’s equity method investments include investments in funds, which are not consolidated, but in which the Company exerts significant influence, but not control. The Company has not elected the fair value option and accounts for such investments under the equity method. Under the equity method of accounting, the Company recognizes its share of the underlying earnings (losses) from equity method investments within net (losses) gains on investments in the consolidated statements of operations. The carrying amounts of equity method investments are recorded in investments in the consolidated balance sheets. Refer to Note 17 for details of the related party nature of such investments. Investments of consolidated entities include both investments of the Company’s consolidated SPAC, which consists of investments in U.S. Treasury bills held in a trust account and measured at fair value, as well as investments held by the Company’s consolidated structured alternative investment solution. The investments of the consolidated structured alternative investment solution that the Company manages are generally measured at fair value using the NAV per share practical expedient. The Company may determine based on its own due diligence and investment procedures, that NAV per share does not represent fair value. In such circumstances, the Company will estimate the fair value in good faith and in a manner that it reasonably chooses in accordance with GAAP. The Company does not categorize investments where fair value is measured using the NAV practical expedient within the fair value hierarchy. |
Transfers of Financial Assets | Transfers of Financial Assets Historically, the Company purchased loans in the open market and sold the loans at cost to CLOs it manages. The Company accounted for the transfers of these loans as sales upon meeting the following requirements: (i) the transferred assets were legally isolated from the Company; (ii) holders of the notes issued by the CLO (other than the Company) had the right to sell or pledge their notes; and (iii) the Company did not maintain effective control over the transferred loans. See Note 5 for additional information. |
Leases | Leases Right-of-use assets and liabilities related to operating leases are included within operating lease assets and operating lease liabilities, respectively, in the Company’s consolidated balance sheets. Right-of-use assets and liabilities related to finance leases are included within other assets and other liabilities, respectively, in the Company’s consolidated balance sheets. The Company determines if an arrangement is a lease at inception. Right-of-use lease assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. Right-of-use lease assets represent the Company’s right to use a leased asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. The Company does not recognize right-of-use lease assets and lease liabilities for leases with an initial term of one year or less. As the Company’s leases do not provide an implicit rate, the Company uses its estimated incremental borrowing rate based on information available at the lease commencement date in determining the present value of lease payments. The determination of an appropriate incremental borrowing rate requires judgment. The Company determines its incremental borrowing rate based on publicly available data for instruments with similar characteristics, including recently issued debt, as well as other factors. The operating lease assets include any lease payments made and excludes lease incentives. Lease terms include options to extend or terminate when it is reasonably certain that the Company will exercise that option. In addition, the Company separates lease and non-lease components embedded within lease agreements, except for data center leases. |
Fixed Assets | Fixed AssetsFixed assets are recorded at cost less accumulated depreciation and amortization within other assets, net in the consolidated balance sheets. The Company evaluates fixed assets for impairment whenever events or changes in circumstances indicate that an asset’s carrying value may not be fully recovered. Depreciation and amortization of fixed assets are calculated using the straight-line method over the following depreciable lives: the shorter of the related lease term or expected useful life for leasehold improvements and 3 years to 7 years for all other fixed assets. |
Goodwill | Goodwill Goodwill is included within other assets, net in the Company’s consolidated balance sheets and relates to the Company’s 2007 acquisition of a noncontrolling interest in its real estate business. The Company tests goodwill for impairment on an annual basis or more frequently if events or circumstances justify conducting an interim test. |
Cloud Computing Costs | Cloud Computing Costs The Company entered into a certain cloud computing arrangement with a third party that provides the Company with an access to and use of certain software and services. The Company accounts for this arrangement as a service contract (“Hosting Arrangement”). The Company evaluates implementation costs for the Hosting Arrangement under the internal-use software framework. Costs related to preliminary project activities and post implementation activities are expensed as incurred, whereas costs incurred in the development stage are generally capitalized until the project is substantially complete and ready for its intended use. The Company reports the capitalized cloud computing costs in other assets, net in the consolidated balance sheets. The capitalized implementation costs will be amortized, once the project is ready for its intended use, over the expected term of the Hosting Arrangement, which includes consideration of the non-cancellable contractual term and reasonably certain renewals, and will be presented in the same line item in the consolidated statements of operations as the expense for fees for the associated Hosting Arrangement. The Company will report the amortized costs in the general, administrative and other in the consolidated statements of operations. |
Debt | Debt Obligations Debt obligations are carried at amortized cost and are reported net of any debt issuance costs, discounts and premiums. Debt issuance costs, discounts and premiums are amortized to interest expense over the life of the instrument using the effective interest method. Unamortized debt issuance costs, discounts and premiums are written off to net losses on retirement of debt in the consolidated statements of operations when the Company prepays borrowings prior to maturity. |
Warrant Liabilities | Warrant Liabilities Warrants of the Company are classified as liabilities due to the cash settlement feature in the event of a change in control specified in the warrant agreements. Warrants of the consolidated SPAC are classified as derivative liabilities as they are not |
Securities Sold Under Agreements to Repurchase | Securities Sold Under Agreements to Repurchase Securities sold under agreements to repurchase (“repurchase agreements”) are accounted for as collateralized financing transactions. The Company provides securities to counterparties to collateralize amounts borrowed under repurchase agreements on terms that permit the counterparties to repledge or resell the securities to others. Securities transferred to counterparties under repurchase agreements are included within investments in the consolidated balance sheets. Cash received under a repurchase agreement is recognized as a liability within securities sold under agreements to repurchase in the consolidated balance sheets. Interest expense is recognized on an effective yield basis and is included within interest expense in the consolidated statements of operations. See Note 9 for additional information. |
Policies of Consolidated Entities | Policies of Consolidated Entities For purposes of these consolidated financial statements, “consolidated entities” refers to funds, special purpose entities, investment vehicles and other similar structures which the Company is required to consolidate in accordance with GAAP. The funds are considered investment companies for GAAP purposes. Pursuant to specialized accounting guidance for investment companies and the retention of that guidance in the Company’s consolidated financial statements, the investments held by the consolidated funds are reflected in the consolidated financial statements at their estimated fair values. The policy applied by the Company is that a consolidated entity that is considered an investment company under GAAP will generally consolidate another investment company when it owns substantially all of the interest in that investment company. In the first quarter of 2022, the Company closed on a $350.0 million structured alternative investment solution. The vehicle is a collateralized financing vehicle that issues senior and subordinated notes to investors and uses those proceeds to invest in a diversified portfolio of funds managed by the Company. Senior and mezzanine notes issued by the vehicle make periodic payments based on a stated interest rate, while the most subordinated notes have no stated interest rate but receive periodic payments from excess cash flows remaining after periodic payments have been made to the other notes and for fees and expenses due, as prescribed by the terms of the notes. The Company measures the financial assets of the consolidated structured alternative investment solution, an investment company, at fair value using net asset value (“NAV”) per share of the underlying funds. The Company may determine, based on its own due diligence and investment procedures, that NAV per share does not represent fair value. In such circumstances, the Company will estimate the fair value in good faith and in a manner that it reasonably chooses, in accordance with the requirements of GAAP. The terms of the investments in underlying funds generally provide for minimum holding or lock-up periods, as well as redemption restrictions. Refer to Note 5 for further disclosures of investments for which fair value is measured using NAV per share. The Company has elected the fair value option for the financial liabilities of the structured alternative investment solution. The Company measures the financial liabilities of its consolidated entity based on the fair value of the financial assets of its consolidated entity, as the Company believes the fair value of the financial assets are more observable. The financial liabilities are measured as (i) the sum of the fair value of the consolidated fund assets less (ii) the sum of the fair value of any beneficial interests retained by the Company. As a result of this measurement alternative, there is no attribution of amounts to noncontrolling interest for consolidated structured alternative investment solution. In 2021, the Company consolidated a SPAC. The SPAC accrues interest income on U.S. government obligations held in a trust account, and incurs certain operational expenses related to legal, insurance and deal research costs. The Class A shares issued by the consolidated SPAC are redeemable for cash by the public shareholders in the event the SPAC is unable to complete a business combination or a tender offer provision by a set date. Therefore, the investors’ interests in the SPAC are classified within redeemable noncontrolling interests in the consolidated balance sheets. Allocations of earnings to these shares are reflected within net income (loss) attributable to redeemable noncontrolling interests in the consolidated statements of operations. Additionally, the accretion of the redeemable noncontrolling interests to redemption value is recorded within change in redemption value of redeemable noncontrolling interests in the consolidated statements of operations. The SPAC also issued warrants which are described earlier in this note. Income of Consolidated Entities Income of consolidated entities consists of interest income, dividend income and other miscellaneous items. Interest income is recognized on an effective yield basis. The consolidated entities may place debt obligations, including bank debt and other participation interests, on non-accrual status and, when necessary, reduce current interest income by charging off any interest receivable when collection of all or a portion of such accrued interest has become doubtful. The balance of non-accrual investments as of December 31, 2022, and the impact of such investments for the year ended December 31, 2022 were not material. Dividend income is recorded on the ex-dividend date, net of withholding taxes, if applicable. Premiums and discounts were amortized and accreted, respectively, to income of consolidated entities in the consolidated statements of operations. Expenses of Consolidated Entities Expenses of consolidated entities consist of interest expense, general, administrative and other miscellaneous expenses. Interest expense is recognized on an effective yield basis. Certain Assets and Liabilities of Consolidated Entities Investments of consolidated entities are carried at fair value and include the consolidated entities’ investments in securities, investment companies and other investments. Securities transactions are recorded on a trade-date basis. Realized gains and losses on sales of investments of the funds are determined on a specific identification basis and are included within net losses of consolidated entities in the consolidated statements of operations. The fair value of investments held by the consolidated entities is based on observable market prices when available. Such values are generally based on the last reported sales price as of the reporting date. In the absence of readily ascertainable market values, the determination of the fair value of investments held by the consolidated funds may require significant judgment or estimation. For information regarding the valuation of these assets, see Note 5. Assets of the consolidated structured alternative investment solution are presented within investments of consolidated entities, and liabilities due to third parties are presented within notes payable, at fair value within liabilities of consolidated entities in the consolidated balance sheets. Changes in the fair value of the vehicle’s financial assets and liabilities and related interest and other income are presented within net gains (losses) of consolidated entities, and ongoing expenses of the vehicle are presented as expenses of consolidated entities in the consolidated statements of operations. Also included within investments of consolidated entities are U.S. Treasury bills with original maturities of 90 days or more when purchased, which are held in a trust account by the Company’s consolidated SPAC. These investments are restricted for use and may only be used for purposes of completing an initial business combination or redemption of public shares as set forth in the SPAC trust agreement. |
Recently Adopted and Future Adoption of Accounting Pronouncements | Recently Adopted Accounting Pronouncements No changes to GAAP that went into effect in the year ended December 31, 2022, had a material effect on the Company’s consolidated financial statements. Future Adoption of Accounting Pronouncements No changes to GAAP that are not yet effective are expected to have a material effect on the Company’s consolidated financial statements. |
Fair Value Measures and Disclos
Fair Value Measures and Disclosures (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Investments | Investments Investments in CLOs The Company elected to measure its investments in CLOs at fair value through consolidated net income (loss). Changes in fair value of these investments are included within net (losses) gains on investments in the consolidated statements of operations. The Company accrues interest income on its investments in CLOs using the effective interest method. Investments in Other Funds The Company’s equity investments in funds, where the Company exercises significant influence but for which the Company has not elected the fair value option, are accounted for under the equity method of accounting. The Company recognizes its share of earnings within net (losses) gains on investments in the consolidated statements of operations. The carrying amounts of equity method investments are recorded in investments in the consolidated balance sheets. Investments in U.S. Government Obligations The Company invests in U.S. government obligations to manage excess liquidity. These investments are carried at fair value, as the Company has elected the fair value option. Interest income on such securities is separately presented from the overall change in fair value and is recognized in other revenues in the consolidated statements of operations. Any remaining change in fair value of such securities is recognized in net (losses) gains on investments in the consolidated statements of operations. These investments are recorded in the consolidated balance sheet within cash and cash equivalents for investments with an original maturity from the date of purchase of three months or less, and within investments for those longer than three months. Interest income and changes in fair value of these investments were immaterial for the years ended December 31, 2022, 2021 and 2020. As of December 31, 2022, $238.0 million of U.S. Treasury bills held by SAC I are restricted for use, and may only be used for purposes of completing an initial business combination or redemption of public shares as set forth in SAC I’s trust agreement. These amounts are presented within investments of consolidated entities in the consolidated balance sheets. The Company invests in U.S. government obligations to manage excess liquidity. CLOs, at fair value, consist of investments in notes of unconsolidated CLOs. These investments are carried at fair value under the irrevocable fair value option election at initial recognition. Changes in fair value are recorded within net (losses) gains on investments in the consolidated statements of operations. Interest income on these investments is accrued using the effective interest method and separately presented from the overall change in fair value and is recognized in other revenue in the consolidated statement of operations. The Company’s equity method investments include investments in funds, which are not consolidated, but in which the Company exerts significant influence, but not control. The Company has not elected the fair value option and accounts for such investments under the equity method. Under the equity method of accounting, the Company recognizes its share of the underlying earnings (losses) from equity method investments within net (losses) gains on investments in the consolidated statements of operations. The carrying amounts of equity method investments are recorded in investments in the consolidated balance sheets. Refer to Note 17 for details of the related party nature of such investments. Investments of consolidated entities include both investments of the Company’s consolidated SPAC, which consists of investments in U.S. Treasury bills held in a trust account and measured at fair value, as well as investments held by the Company’s consolidated structured alternative investment solution. The investments of the consolidated structured alternative investment solution that the Company manages are generally measured at fair value using the NAV per share practical expedient. The Company may determine based on its own due diligence and investment procedures, that NAV per share does not represent fair value. In such circumstances, the Company will estimate the fair value in good faith and in a manner that it reasonably chooses in accordance with GAAP. The Company does not categorize investments where fair value is measured using the NAV practical expedient within the fair value hierarchy. |
Fair Value Measurement, Policy | Fair Value Disclosures Fair value represents the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date (i.e., an exit price). The Company and the funds it manages hold a variety of investments, certain of which are not publicly traded or that are otherwise illiquid. Significant judgement and estimation go into the assumptions that drive the fair value of these investments. The fair value of these investments may be estimated using a combination of observed transaction prices, prices from third parties (including independent pricing services and relevant broker quotes), models or other valuation methodologies based on pricing inputs that are neither directly nor indirectly market observable. Due to the inherent uncertainty of valuations of investments that are determined to be illiquid or do not have readily ascertainable fair values, the estimates of fair value may differ from the values ultimately realized, and those differences can be material. GAAP establishes a hierarchical disclosure framework that prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is impacted by a number of factors, including the type and the specific characteristics of the financial instrument, including existence and transparency of transactions between market participants. Financial instruments with readily available actively quoted prices or for which fair value can be measured from actively-quoted prices generally will have a higher degree of market price observability and lesser degree of judgment used in measuring fair value. Financial instruments measured at fair value are classified and disclosed into one of the following categories based on the observability of inputs used in the determination of fair values: • Level I – Quoted prices that are available in active markets for identical financial instruments as of the reporting date. The types of financial instruments that would generally be included in this category are listed equities, U.S. government obligations and listed derivatives. The Company does not adjust the quoted price for these investments. • Level II – Quotations received from dealers making a market for financial instruments (“broker quotes”), valuations obtained from independent third-party pricing services, the use of models or other valuation methodologies based on pricing inputs that are either directly or indirectly observable as of the reporting date. The types of financial instruments that would generally be included in this category are certain corporate bonds and loans, certain credit default swap contracts, certain bank debt securities, certain commercial real estate debt, less liquid equity securities, forward contracts and certain over the-counter (“OTC”) derivatives where the fair value is based on observable inputs. These financial instruments exhibit higher levels of liquid market observability as compared to Level III financial instruments. • Level III – Pricing inputs that are unobservable for the financial instruments and includes situations where there is little, if any, market activity for the financial instrument. The inputs into the determination of fair value of financial instruments in this category may require significant management judgment or estimation. The fair value of these financial instruments may be estimated using a combination of observed transaction prices, independent pricing services, relevant broker quotes, models or other valuation methodologies based on pricing inputs that are neither directly or indirectly market observable (e.g., cash flows, implied yields, EBITDA multiples). The types of financial instruments that would generally be included in this category include CLOs, certain warrant liabilities, certain credit default swap contracts, certain bank debt securities, certain OTC derivatives, asset-backed securities, collateralized debt obligations and investments in affiliated credit funds. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, a financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument when the fair value is based on unobservable inputs. For financial instruments for which the Company uses independent pricing services for valuation, the Company performs analytical procedures and compares independent pricing service valuations to other vendors’ pricing as applicable. The Company also performs due diligence reviews on independent pricing services on an annual basis and performs other due diligence procedures as may be deemed necessary. |
Organization (Tables)
Organization (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Shares and Operating Group Units | The following table presents the number of shares and units of the Company and the Sculptor Operating Partnerships, respectively, that were outstanding as of December 31, 2022: As of December 31, 2022 Sculptor Capital Management, Inc. Class A Shares 23,707,228 Class B Shares 33,569,188 Restricted Class A Shares (“RSAs”) 5,204,770 Restricted Share Units (“RSUs”) 2,453,809 Performance-based RSUs (“PSUs”) 912,500 Warrants to purchase Class A Shares (Note 8) 4,338,015 Sculptor Operating Partnerships Group A Units 15,025,994 Group A-1 Units 9,244,477 Group B Units 23,707,228 Group E Units 13,014,158 Group P Units 5,348,572 |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Noncontrolling Interest [Abstract] | |
Calculation of Noncontrolling Interests Attributable to Group A Units | The table below sets forth the calculation of noncontrolling interests related to the Group A Units for each Sculptor Operating Partnership (rounding differences may occur). The blended participation percentages presented below take into account ownership changes throughout the periods presented. Year Ended December 31, 2022 2021 2020 (dollars in thousands) Sculptor Capital LP Net income (loss) $ 28,586 $ (1,922) $ (56,514) Blended participation percentage 0 % 37 % 41 % Net Loss Attributable to Group A Units $ — $ (710) $ (23,259) Sculptor Capital Advisors LP Net (loss) income $ (17,436) $ (36,803) $ 155,967 Blended participation percentage 39 % 37 % 0 % Net Loss Attributable to Group A Units $ (6,764) $ (13,589) $ — Sculptor Capital Advisors II LP Net (loss) income $ (51,070) $ 59,129 $ 128,295 Blended participation percentage 39 % 0 % 0 % Net Loss Attributable to Group A Units $ (19,812) $ — $ — Total Sculptor Operating Group Net (loss) income $ (39,920) $ 20,404 $ 227,748 Blended participation percentage 67 % -70 % -10 % Net Loss Attributable to Group A Units $ (26,576) $ (14,299) $ (23,259) |
Components of Net Loss Attributable to Noncontrolling Interests | The following table presents the components of the net loss attributable to noncontrolling interests: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Group A Units $ (26,576) $ (14,299) $ (23,259) Other 2,664 2,983 303 $ (23,912) $ (11,316) $ (22,956) |
Components of Shareholders' Equity Attributable to Noncontrolling Interests | The following table presents the components of the shareholders’ equity attributable to noncontrolling interests: December 31, 2022 December 31, 2021 (dollars in thousands) Group A Units $ 412,941 $ 431,304 Other 26,538 15,165 $ 439,479 $ 446,469 |
Redeemable Noncontrolling Interest | The following table presents the activity in redeemable noncontrolling interests for the years ended December 31, 2022, 2021 and 2020: Year Ended December 31, 2022 2021 2020 SPAC SPAC Preferred Units (dollars in thousands) Beginning balance $ 234,600 $ — $ 150,000 SPAC initial carrying value — 209,238 — Change in redemption value of Class A Shares of consolidated SPAC (4,202) 25,924 — Change in redemption value of Preferred Units — — 6,952 Redemption of 2019 Preferred Units, net of discount — — (156,952) Comprehensive income (loss) 7,466 (562) — Ending Balance $ 237,864 $ 234,600 $ — |
Investments and Fair Value Di_2
Investments and Fair Value Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Investments Summary | The following table presents the components of the Company’s investments as reported in the consolidated balance sheets: December 31, 2022 December 31, 2021 (dollars in thousands) U.S. government obligations, at fair value $ 24,782 $ 205,400 CLOs, at fair value 207,147 219,510 Equity method investments 67,130 158,712 Total Investments $ 299,059 $ 583,622 Investments of Consolidated Entities $ 544,554 $ — |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share | The following table summarizes the fair value of the investments of the structured alternative investment solution that are measured using the NAV practical expedient by strategy type and ability to redeem such investments as of December 31, 2022: Fund Type (1) Fair Value (as of December 31, 2022) Redemption Frequency (2) Redemption Notice Period (2) (dollars in thousands) Multi-strategy 68,891 Quarterly - Annually 30 days - 90 days Credit 228,936 Monthly - Annually (3) 30 days - 90 days Real estate 8,763 None (4) N/A Total $ 306,590 _______________ (1) The structured alternative investment solution invests in both open-ended and close-ended funds. The investments in each fund may represent investments in a particular tranche of such fund subject to different withdrawal rights. (2) $148.8 million of investments are subject to an initial lock-up period of three years during which time no withdrawals or redemptions are allowed. Once the lock-up period ends, the investments are able to be redeemed with the frequency noted above. (3) 23% of these investments are in closed-end funds which cannot be redeemed, as distributions will be received as the underlying assets are liquidated, which is expected to be approximately six years. (4) 100% of these investments are in closed-end funds which cannot be redeemed, as distributions will be received as the underlying assets are liquidated, which is expected to be approximately seven |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis within the fair value hierarchy as of December 31, 2022: As of December 31, 2022 Level I Level II Level III NAV Total (dollars in thousands) Assets, at Fair Value Included within cash and cash equivalents: U.S. government obligations $ 19,937 $ — $ — $ — $ 19,937 Included within investments: U.S. government obligations $ 24,782 $ — $ — $ — $ 24,782 CLOs (1) $ — $ — $ 207,147 $ — $ 207,147 Included within investments of consolidated entities: U.S. government obligations $ 237,964 $ — $ — $ — $ 237,964 Investments in funds — — — 306,590 306,590 Investments of Consolidated Entities $ 237,964 $ — $ — $ 306,590 $ 544,554 Liabilities, at Fair Value Warrants $ — $ — $ 24,163 $ — $ 24,163 Liabilities of consolidated entities: Warrants $ 596 $ — $ — $ — $ 596 Notes payable $ — $ — $ 196,106 $ — $ 196,106 _______________ (1) As of December 31, 2022, investments in CLOs had contractual principal amounts of $212.0 million outstanding, which excludes the Company’s investments in subordinated tranches of the notes, as these do not have contractual principal payments. The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis within the fair value hierarchy as of December 31, 2021: As of December 31, 2021 Level I Level II Level III Total (dollars in thousands) Assets, at Fair Value Included within investments: U.S. government obligations $ 205,400 $ — $ — $ 205,400 CLOs (1) $ — $ — $ 219,510 $ 219,510 Included within restricted cash of consolidated entities: U.S. government obligations $ 234,601 $ — $ — $ 234,601 Liabilities, at Fair Value Warrants $ — $ — $ 65,287 $ 65,287 Liabilities of consolidated entities: Warrants $ — $ — $ 7,590 $ 7,590 _______________ (1) As of December 31, 2021, investments in CLOs had contractual principal amounts of $205.9 million outstanding, which excludes the Company’s investments in subordinated tranches of the notes, as these do not have contractual principal payments. |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The following tables summarizes the changes in the Company’s Level III financial assets and liabilities for the periods presented: December 31, 2021 Transfers In Transfers Out Purchases / Issuances Investment Sales / Settlements Gains / (Losses) Included in Earnings Gains / (Losses) Included in Other Comprehensive Income December 31, 2022 (dollars in thousands) Assets, at Fair Value Included within investments: CLOs $ 219,510 $ — $ — $ 30,346 $ (13,021) $ (18,335) $ (11,353) $ 207,147 Investments of consolidated entities: Bank Debt $ — $ 3,603 (1) $ (30,962) (1) $ 56,425 $ (27,405) $ (1,661) $ — $ — Liabilities, at Fair Value Warrants $ 65,287 $ — $ — $ — $ — $ 41,124 $ — $ 24,163 Liabilities of consolidated entities: Warrants $ 7,590 $ — $ (3,450) (2) $ — $ — $ 4,140 $ — $ — Notes payable $ — $ — $ — $ 215,733 $ — $ 19,627 $ — $ 196,106 _______________ (1) Transfers into and out of Level III in bank debt include $2.3 million related to the consolidation (Transfers In) and $14.0 million related to the subsequent deconsolidation (Transfers Out) of a fund that the Company manages. (2) Transfers out of Level III into Level I related to warrants of consolidated entities that became publicly traded with available quoted prices during the first quarter of 2022. December 31, 2020 Purchases / Issuances Investment Sales / Settlements Gains / (Losses) Included in Earnings Gains / (Losses) Included in Other Comprehensive Income December 31, 2021 (dollars in thousands) Assets, at Fair Value Included within investments: CLOs $ 205,510 $ 41,296 $ (16,460) $ 1,019 $ (11,855) $ 219,510 Liabilities, at Fair Value Warrants $ 37,827 $ — $ — $ (27,460) $ — $ 65,287 Liabilities of consolidated entities: Warrants $ — $ 7,590 $ — $ — $ — $ 7,590 |
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings | The table below summarizes the net change in unrealized gains and (losses) on the Company’s Level III financial instruments outstanding as of the reporting date: Year Ended December 31, 2022 2021 (dollars in thousands) Assets, at Fair Value Included within investments: CLOs $ (29,688) $ (10,081) Liabilities, at Fair Value Warrants $ 41,124 $ (27,460) Liabilities of consolidated entities: Notes payable $ 19,627 $ — |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Variable Interest Entity, Reporting Entity Involvement, Maximum Loss Exposure [Abstract] | |
Variable Interest Entities | The table below presents the assets and liabilities of VIEs consolidated by the Company. December 31, 2022 December 31, 2021 (dollars in thousands) Assets Assets of consolidated entities: Cash and cash equivalents of consolidated entities $ 3 $ — Restricted cash and cash equivalents of consolidated entities 9,805 — Investments of consolidated entities, at fair value 306,590 — Other assets of consolidated entities 2,016 4,339 Total Assets $ 318,414 $ 4,339 Liabilities Liabilities of consolidated entities: Notes payable of consolidated entities $ 196,106 $ — Other liabilities of consolidated entities 1,601 2,603 Total Liabilities $ 197,707 $ 2,603 The table below presents the net assets of unconsolidated VIEs in which the Company has variable interests along with the maximum exposure to loss as a result of the Company’s involvement with non-consolidated VIEs: December 31, 2022 December 31, 2021 (dollars in thousands) Net assets of unconsolidated VIEs in which the Company has a variable interest $ 12,738,164 $ 11,304,196 Maximum risk of loss as a result of the Company’s involvement with VIEs: Unearned income and fees 53,869 62,800 Income and fees receivable 41,890 61,273 Investments 245,583 249,104 Investments of consolidated entities 237,699 — Unfunded commitments (1) 182,797 60,474 Maximum Exposure to Loss $ 761,838 $ 433,651 _______________ (1) Includes commitments from certain employees and executive managing directors in the amounts of $65.4 million and $46.3 million as of December 31, 2022 and 2021, respectively. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Lease Cost | The tables below represent components of lease expense and associated cash flows: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Lease Cost Operating lease cost $ 18,612 $ 19,990 $ 20,593 Short-term lease cost 97 18 49 Finance lease cost - amortization of leased assets 409 795 728 Finance lease cost - imputed interest on lease liabilities 42 25 76 Less: Sublease income (3,199) (2,069) (1,541) Net Lease Cost $ 15,961 $ 18,759 $ 19,905 Year Ended December 31, 2022 2021 2020 (dollars in thousands) Supplemental Lease Cash Flow Information Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 20,829 $ 21,950 $ 22,521 Operating cash flows for finance leases $ 6 $ 1 $ 6 Finance cash flows for finance leases $ 318 $ 865 $ 907 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 1,079 $ 2,893 $ 6 Finance leases $ 1,016 $ — $ 745 December 31, 2022 December 31, 2021 Lease Term and Discount Rate Weighted average remaining lease term Operating leases 6.7 years 7.6 years Finance leases 4.5 years 1.3 years Weighted average discount rate Operating leases 7.8 % 7.8 % Finance leases 7.9 % 6.3 % |
Maturity of Lease Liabilities | Operating Finance (dollars in thousands) Maturity of Lease Liabilities - Contractual Payments to be Paid 2023 $ 20,134 $ 228 2024 16,532 228 2025 14,329 228 2026 15,353 228 2027 17,675 228 Thereafter 35,015 — Total Lease Payments 119,038 1,140 Imputed interest (26,993) (161) Total Lease Liabilities - Contractual Payments to be Paid $ 92,045 $ 979 |
Sublease Rent Payments Receivable | Operating Leases (dollars in thousands) Sublease Rent - Contractual Payments to be Received 2023 $ 3,046 2024 1,920 2025 1,920 2026 1,920 2027 1,960 Thereafter 4,160 Total Sublease Rent - Contractual Payments to be Received $ 14,926 |
Debt Obligations and Warrants (
Debt Obligations and Warrants (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Instruments [Abstract] | |
Schedule of Maturities of Long-term Debt | 2020 Term Loan CLO Investments Loans Total (dollars in thousands) Maturity of Debt Obligations 2023 $ — $ 2,285 $ 2,285 2024 — — — 2025 — — — 2026 — — — 2027 95,000 — 95,000 Thereafter — 38,627 38,627 Total Payments 95,000 40,912 135,912 Unamortized discounts & deferred financing costs (11,538) (198) (11,736) Total Debt Obligations $ 83,462 $ 40,714 $ 124,176 |
Notes Payable, Consolidating Funds | The table below summarizes material terms of the notes payable: Class A Notes Class B Notes Class C Notes Subordinated Notes (1) (dollars in thousands) Type Senior Secured Senior Secured Mezzanine Secured Unsecured Initial principal amount $ 140,000 $ 70,000 $ 35,000 $ 105,000 Initial interest rate 4.25 % 6.00 % 6.75 % N/A Interest rate after step up and effective date (2) 6.25%; May 2028 8.00%; May 2029 9.50%; May 2025 N/A _______________ (1) Subordinated notes do not have stated interest rates or principal entitlement but instead receive net proceeds from excess cash flows remaining after periodic payments have been made to more senior notes and after fees and expenses in accordance with the priority of payments. (2) Interest rate after a one time step up in basis at the indicated effective date. |
CLO Investments Loans Table | Carrying amounts presented in the table below are net of discounts, if any, and unamortized deferred financing costs. The interest rates on the CLO Investments Loans are variable based on LIBOR or EURIBOR (subject to a floor of zero percent). The final maturity date for each CLO Investments Loan is the earlier of the contractual maturity date presented in the table below or the date at which the Company no longer holds a risk retention investment in the respective CLO. The timing of principal payments on CLO Investments Loans is contingent on principal payments made to the Company on the investments in CLOs and the CLO Investments Loans may amortize well in advance of their contractual maturity dates. Initial Borrowing Date Contractual Rate Contractual Maturity Date Carrying Value December 31, 2022 December 31, 2021 (dollars in thousands) June 7, 2017 LIBOR plus 1.48% November 16, 2029 $ 16,835 $ 17,221 August 2, 2017 LIBOR plus 1.41% January 21, 2030 21,594 21,589 October 21, 2021 EURIBOR plus 0.85% August 29, 2023 — 5,892 January 19, 2022 EURIBOR plus 1.50% December 15, 2023 2,285 — $ 40,714 $ 44,702 |
Securities Sold under Agreeme_2
Securities Sold under Agreements to Repurchase (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Transfers and Servicing of Financial Assets [Abstract] | |
Schedule of Repurchase Agreements Offsetting Disclosures | The table below presents securities sold under agreements to repurchase that are offset, if any, as well as securities transferred to the counterparty related to such transactions (capped so that the net amount presented will not be reduced below zero). No other material financial instruments were subject to master netting agreements or other similar agreements: Securities Sold under Agreements to Repurchase Gross Amounts of Recognized Liabilities Gross Amounts Offset in the Consolidated Balance Sheet Net Amounts of Liabilities in the Consolidated Balance Sheet Securities Transferred Net Amount (dollars in thousands) As of December 31, 2022 $ 166,632 $ — $ 166,632 $ 157,107 $ 9,525 As of December 31, 2021 $ 156,448 $ — $ 156,448 $ 156,448 $ — |
Schedule of Remaining Contractual Maturity of Repurchase Agreements | The securities sold under agreements to repurchase have a set scheduled maturity date that corresponds to the maturities of the securities sold under such transaction. The table below presents the remaining final contractual maturity of the securities sold to the counterparty under agreement to repurchase by class of collateral pledged: Investments in CLOs Securities Sold under Agreements to Repurchase Overnight and Continuous Up to 30 Days 30-90 Days Greater Than 90 Days Total (dollars in thousands) As of December 31, 2022 $ — $ — $ — $ 166,632 $ 166,632 As of December 31, 2021 $ — $ — $ — $ 156,448 $ 156,448 |
Other Assets, Net (Tables)
Other Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Components of Other Assets | The following table presents the components of other assets, net as reported in the consolidated balance sheets: December 31, 2022 December 31, 2021 (dollars in thousands) Fixed Assets: Leasehold improvements $ 47,736 $ 47,797 Computer hardware and software 44,603 55,320 Furniture, fixtures and equipment 8,013 8,013 Accumulated depreciation and amortization (79,390) (83,371) Fixed assets, net 20,962 27,759 Redemption receivable (1) 28,721 — Goodwill 22,691 22,691 Prepaid expenses 16,698 17,095 Cloud computing costs 9,940 3,090 Other 7,430 6,456 Total Other Assets, Net $ 106,442 $ 77,091 _______________ (1) Represents amounts receivable on a redeemed investment in a fund. |
Other Liabilities (Tables)
Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Liabilities Disclosure [Abstract] | |
Components of Other Liabilities | The following table presents the components of other liabilities as reported in the consolidated balance sheets: December 31, 2022 December 31, 2021 (dollars in thousands) Accrued expenses $ 20,925 $ 16,949 Uncertain tax positions 8,250 8,250 Due to funds (1) 3,854 3,017 Unused trade commissions 1,289 1,513 Other 8,731 9,061 Total Other Liabilities $ 43,049 $ 38,790 _______________ (1) To the extent that a fee-paying fund is an investor in another fee-paying fund, the Company rebates a corresponding portion of the management fees charged in the investee fund. Due to funds amounts also reflect certain incentive income and management fee waivers. |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Management Fees and Incentive Income Recognized | The following table presents management fees and incentive income recognized as revenues for the years ended December 31, 2022, 2021 and 2020: Year Ended December 31, 2022 2021 2020 Management Fees Incentive Income Management Fees Incentive Income Management Fees Incentive Income (dollars in thousands) Multi-strategy funds $ 144,027 $ 1,126 $ 154,310 $ 178,104 $ 130,297 $ 377,703 Credit Opportunistic credit funds 50,045 47,125 52,042 94,123 46,429 218,802 Institutional Credit Strategies 48,108 — 58,484 — 54,041 — Real estate funds 36,194 75,183 37,109 40,205 39,978 19,574 Other — — — — 0 8 880 Total $ 278,374 $ 123,434 $ 301,945 $ 312,432 $ 270,753 $ 616,959 |
Income and Fees Receivable | The following table presents the composition of the Company’s income and fees receivable as of December 31, 2022, 2021 and 2020: December 31, 2022 December 31, 2021 December 31, 2020 (dollars in thousands) Management fees $ 25,402 $ 25,520 $ 25,937 Incentive income 30,958 168,116 513,686 Income and Fees Receivable $ 56,360 $ 193,636 $ 539,623 |
Unearned Income and Fees | The following table presents the Company’s unearned income and fees for the years ended December 31, 2022, 2021 and 2020 : December 31, 2022 December 31, 2021 December 31, 2020 (dollars in thousands) Management fees $ 2 $ 84 $ 78 Incentive income 53,867 62,716 61,802 Unearned Income and Fees $ 53,869 $ 62,800 $ 61,880 |
Equity-Based Compensation Exp_2
Equity-Based Compensation Expenses (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Equity-Based Compensation Expense | The following table presents information regarding the impact of equity-based compensation grants on the Company’s consolidated statements of operations: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Expense recorded within compensation and benefits $ 88,041 $ 62,989 $ 80,420 Corresponding tax benefit $ 9,813 $ 13,737 $ 9,090 |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | The following tables present activity related to the Company’s unvested equity awards for the year ended December 31, 2022: Equity-Classified RSUs Liability-Classified RSUs PSUs Unvested RSUs Weighted-Average Unvested RSUs Weighted-Average Unvested Weighted-Average December 31, 2021 2,970,876 $ 20.71 365,373 $ 33.22 800,000 $ 11.25 Granted 752,914 16.76 1,614,812 18.69 112,500 14.92 Vested (1,386,685) 22.19 (231,713) 41.38 — — Canceled or forfeited (186,652) 20.77 (5,914) 18.86 — — December 31, 2022 2,150,453 $ 18.37 1,742,558 $ 18.72 912,500 $ 11.70 Group E Units Group P Units Unvested Group E Units Weighted-Average Unvested Group P Units Weighted-Average December 31, 2021 3,144,134 $ 8.14 5,455,715 $ 12.96 Granted 5,006 7.53 — — Vested (2,885,794) 7.72 — — Canceled or forfeited — — (107,143) 13.97 December 31, 2022 263,346 $ 7.52 5,348,572 $ 12.94 Market-Based RSAs Service-Based RSAs Unvested Market-Based RSAs Weighted-Average Unvested Service-Based RSAs Weighted-Average December 31, 2021 3,679,285 $ 15.13 — $ — Granted — — 1,609,785 18.71 Canceled or forfeited (80,357) 16.19 (3,943) 18.86 December 31, 2022 3,598,928 $ 15.11 1,605,842 $ 18.71 |
Settlement of Restricted Share Units | The following table presents information related to the settlement of RSUs: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Fair value of RSUs settled in Class A Shares $ 19,716 $ 50,182 $ 28,202 Fair value of RSUs settled in cash $ 3,243 $ 3,472 $ 2,107 Fair value of RSUs withheld to satisfy tax withholding obligations $ 6,045 $ 2,550 $ 1,976 Number of RSUs withheld to satisfy tax withholding obligations 541,127 306,379 261,474 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The following table presents the components of the Company’s provision for income taxes: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Included within Income taxes on Statements of Operations Current: State and local income taxes $ 3,270 $ 2,989 $ 943 Foreign income taxes 4,829 5,302 4,873 8,099 8,291 5,816 Deferred: Federal income taxes (4,203) 13,645 59,148 State and local income taxes (8,529) (8,272) 10,759 Foreign income taxes (2,335) 41 (451) (15,067) 5,414 69,456 Total Provision for Income Taxes - Continuing Operations $ (6,968) $ 13,705 $ 75,272 Included within Other Comprehensive Income (Loss): Current: Foreign income taxes — (111) 617 — (111) 617 Deferred: Federal income taxes (770) (549) 657 State and local income taxes (428) (228) 156 (1,198) (777) 813 Total Provision for Income Taxes - Other Comprehensive Income $ (1,198) $ (888) $ 1,430 |
Schedule of Deferred Tax Assets and Liabilities | The following table presents the Company’s deferred income tax assets and liabilities before the impact of offsetting deferred income tax assets and liabilities within the same legal entity and tax jurisdiction: December 31, 2022 December 31, 2021 (dollars in thousands) Deferred Income Tax Assets: Net operating loss $ 133,187 $ 105,665 Tax goodwill 86,964 117,143 Investments in partnerships 25,648 12,465 Tax credit carryforwards 8,598 9,964 Employee compensation 1,118 1,522 Other 11,319 4,307 266,834 251,066 Valuation allowance (4,760) (6,178) Total Deferred Income Tax Assets $ 262,074 $ 244,888 Other 4,135 3,129 Total Deferred Income Tax Liabilities $ 4,135 $ 3,129 Net Deferred Tax Asset $ 257,939 $ 241,759 |
Summary of Valuation Allowance | The following table presents changes in the Company’s deferred tax asset valuation allowance for the periods indicated: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Beginning balance $ 6,178 $ 9,797 $ 11,083 Deductions (1,418) (3,619) (1,286) Ending Balance $ 4,760 $ 6,178 $ 9,797 |
Schedule of Effective Income Tax Rate Reconciliation | The following is a reconciliation of the statutory U.S. federal income tax rate to the Company’s effective income tax rate: Year Ended December 31, 2022 2021 2020 Statutory U.S. federal income tax rate 21.00 % 21.00 % 21.00 % Income passed through to noncontrolling interests -5.12 % -2.88 % -0.04 % Nondeductible amortization of Partner Equity Units -10.31 % 14.73 % 3.24 % State and local income taxes 11.94 % -23.13 % 4.13 % RSU excess deferred income tax write-off -1.88 % -1.36 % 0.89 % Foreign income taxes -6.29 % 27.91 % 1.92 % Return-to-estimate adjustment 5.04 % -0.14 % 0.03 % Nondeductible interest expense — % — % 0.70 % Foreign tax credits and deductions 1.32 % -5.86 % -0.35 % Change in fair value of warrants 21.20 % 30.12 % 0.69 % Disallowed executive compensation -20.85 % 11.88 % 0.39 % Other, net 1.54 % -0.69 % 0.13 % Effective Income Tax Rate 17.59 % 71.58 % 32.73 % |
General, Administrative and O_2
General, Administrative and Other (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Other Income and Expenses [Abstract] | |
Components of General, Administrative and Other Expenses | The following table presents the components of general, administrative and other expenses as reported in the consolidated statements of operations: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Professional services $ 30,831 $ 17,792 $ 22,902 Occupancy and equipment 27,801 32,090 30,267 Information processing and communications 21,370 22,480 21,342 Recurring placement and related service fees 19,428 19,583 18,502 Insurance 8,920 9,027 8,525 Business development 3,371 1,425 2,120 Impairment of right-of-use asset 1 — 11,240 — Other expenses 6,925 7,573 9,162 118,646 121,210 112,820 Legal provisions — — 119,367 Total General, Administrative and Other $ 118,646 $ 121,210 $ 232,187 _______________ |
Earnings (Loss) Per Class A S_2
Earnings (Loss) Per Class A Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings (Loss) Per Class A Share | The following tables present the computation of basic and diluted (loss) earnings per Class A Share: Year Ended December 31, 2022 Net Loss Attributable to Class A Shareholders Weighted- Average Class A Shares Outstanding Loss Per Class A Share Number of Antidilutive Units and Warrants Excluded from Diluted Calculation (dollars in thousands, except per share amounts) Basic $ (12,008) 25,213,554 $ (0.48) Effect of dilutive securities: Group A Units — — 15,025,994 Group E Units — — 13,009,376 RSUs — — 2,555,483 Service-Based RSAs — — 1,456,519 Warrants (34,499) 1,052,086 — Diluted $ (46,507) 26,265,640 $ (1.77) Year Ended December 31, 2021 Net Loss Attributable to Class A Shareholders Weighted- Average Class A Shares Outstanding Loss Per Class A Share Number of Antidilutive Units and Warrants Excluded from Diluted Calculation (dollars in thousands, except per share amounts) Basic $ (8,605) 24,951,871 $ (0.34) Effect of dilutive securities: Group A Units (14,114) 15,858,911 — Group E Units — — 13,010,066 RSUs — — 3,434,137 Warrants — — 4,338,015 Diluted $ (22,719) 40,810,782 $ (0.56) Year Ended December 31, 2020 Net Income Attributable to Class A Shareholders Weighted- Average Class A Shares Outstanding Earnings Per Class A Share Number of Antidilutive Units and Warrants Excluded from Diluted Calculation (dollars in thousands, except per share amounts) Basic $ 170,682 22,597,829 $ 7.55 Effect of dilutive securities: Group A Units (20,850) 16,018,326 — Group E Units — 11,015,490 — RSUs — 240,433 — Warrants — — 112,383 Diluted $ 149,832 49,872,078 $ 3.00 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Management Fees and Incentive Income Earned from Related Parties | The following table presents management fees and incentive income charged on investments held by the Company’s executive managing directors, employees and certain other related parties: Year Ended December 31, 2022 2021 2020 (dollars in thousands) Fees charged on investments held by related parties: Management fees $ 4,610 $ 3,548 $ 4,200 Incentive income $ 2,815 $ 3,410 $ 2,091 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Estimated Future Maximum Payments Under Tax Receivable Agreement | The table below presents management’s estimate as of December 31, 2022, of the maximum amounts that would be payable under the tax receivable agreement assuming that the Company will have sufficient taxable income each year to fully realize the expected tax savings. In light of the numerous factors affecting the Company’s obligation to make such payments, the timing and amounts of any such actual payments may differ materially from those presented in the table. The impact of any net operating losses is included in the “Thereafter” amount in the table below. Potential Payments Under Tax Receivable Agreement (dollars in thousands) 2023 17,671 2024 18,010 2025 7,317 2026 41,922 2027 47,209 Thereafter 58,116 Total Payments $ 190,245 |
Organization - Additional Infor
Organization - Additional Information (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Feb. 07, 2019 shares | Dec. 31, 2022 USD ($) $ / shares shares | |
Class of Stock | ||
Ratio of Group A Units Recapitalized as Group A-1 Units | 0.35 | |
Ratio of Group A Units Recapitalized as Group A Units | 0.65 | |
Number of Group A Units forfeited in connection with Recapitalization | shares | 749,813 | |
Stock Repurchase Program, Authorized Amount | $ 100,000 | |
Stock Repurchased During Period, Value | 32,525 | |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 67,500 | |
Class A Shares | ||
Class of Stock | ||
Treasury Stock, Shares | shares | 3,022,380 | |
Treasury Stock, Shares, Acquired | shares | 3,022,380 | |
Stock Repurchased During Period, Value | $ 32,500 | |
Average price per treasury share purchased | $ / shares | $ 10.75 |
Organization - Schedule of Shar
Organization - Schedule of Shares and Operating Group Units (Detail) - shares | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Class of Stock | ||||
Warrants outstanding | 4,338,015 | |||
Class A Shares | ||||
Class of Stock | ||||
Common stock and operating group units outstanding | 23,707,228 | 25,668,987 | 22,903,571 | 21,284,945 |
Class B Shares | ||||
Class of Stock | ||||
Common stock and operating group units outstanding | 33,569,188 | 33,613,023 | 32,824,538 | 29,208,952 |
Restricted Class A Shares (“RSAs”) | ||||
Class of Stock | ||||
Common stock and operating group units outstanding | 5,204,770 | |||
Restricted Share Units (“RSUs”) | ||||
Class of Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 2,453,809 | |||
Performance-based RSUs (“PSUs”) | ||||
Class of Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 912,500 | |||
Group A Units | ||||
Class of Stock | ||||
Common stock and operating group units outstanding | 15,025,994 | |||
Group A-1 Units | ||||
Class of Stock | ||||
Common stock and operating group units outstanding | 9,244,477 | |||
Group B Units | ||||
Class of Stock | ||||
Common stock and operating group units outstanding | 23,707,228 | |||
Group E Units | ||||
Class of Stock | ||||
Common stock and operating group units outstanding | 13,014,158 | |||
Group P Units | ||||
Class of Stock | ||||
Common stock and operating group units outstanding | 5,348,572 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Line Items] | |||
Notes payable, at fair value | $ 196,106 | $ 0 | |
Investments | $ 299,059 | 583,622 | |
Incentive Income Rate | 20% | ||
U.S. government obligations | $ 24,782 | 205,400 | |
Restricted cash and cash equivalents of consolidated entities | 9,805 | 234,601 | $ 0 |
Interest income | $ 10,100 | 4,800 | $ 7,000 |
Minimum | |||
Accounting Policies [Line Items] | |||
Useful Life of Fixed Assets | 3 years | ||
Minimum | Real estate funds | |||
Accounting Policies [Line Items] | |||
Management Fee Rate | 0.75% | ||
Minimum | Multi-Strategy Funds [Member] | |||
Accounting Policies [Line Items] | |||
Management Fee Rate | 1% | ||
Minimum | Opportunistic credit funds | |||
Accounting Policies [Line Items] | |||
Management Fee Rate | 0.75% | ||
Minimum | Institutional Credit Strategies | |||
Accounting Policies [Line Items] | |||
Management Fee Rate | 0.25% | ||
Maximum | |||
Accounting Policies [Line Items] | |||
Useful Life of Fixed Assets | 7 years | ||
Maximum | Real estate funds | |||
Accounting Policies [Line Items] | |||
Management Fee Rate | 1.50% | ||
Maximum | Multi-Strategy Funds [Member] | |||
Accounting Policies [Line Items] | |||
Management Fee Rate | 2% | ||
Maximum | Opportunistic credit funds | |||
Accounting Policies [Line Items] | |||
Management Fee Rate | 2.25% | ||
Maximum | Institutional Credit Strategies | |||
Accounting Policies [Line Items] | |||
Management Fee Rate | 0.50% | ||
Structured Alternative Investment Solution | |||
Accounting Policies [Line Items] | |||
Notes payable, at fair value | $ 350,000 | ||
Investments | 127,800 | ||
SPAC | |||
Accounting Policies [Line Items] | |||
U.S. government obligations | $ 238,000 | ||
SPAC | Sculptor Acquisition Corp I | |||
Accounting Policies [Line Items] | |||
Gross proceeds form consolidated SPAC IPO | $ 230,000 | ||
SPAC | Sculptor Acquisition Corp I | Class A Shares | |||
Accounting Policies [Line Items] | |||
Class A Shares of consolidated SPAC | 23,000,000 |
Recapitalization - Additional D
Recapitalization - Additional Details (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Feb. 07, 2019 | Dec. 31, 2022 | Dec. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | |
Recapitalization [Abstract] | |||||
Amount of 2016 Preferred Units Restructured as Debt Securities | $ 200,000 | ||||
Amount of 2016 Preferred Units restructured as 2019 Preferred Units | 200,000 | ||||
Fair Value of Debt Securities Recognized as a Result of the Recapitalization | $ 167,800 | ||||
Percent of Group A Units reallocated in connection with Recapitalization | 35% | ||||
Number of Group A Units forfeited in connection with Recapitalization | 749,813 | ||||
Change in Additional Paid in Capital as a Result of the Recapitalization | $ 37,800 | ||||
Reduction in Noncontrolling Interest as a Result of Equity Reallocation During the Recapitalization | (39,100) | ||||
Number of days after the last day of the first quarter of achievement of the Distribution Holiday Economic Income target | 45 days | ||||
Distribution Holiday Economic Income target | $ 600,000 | ||||
Maximum distribution adjusted for Group P Units and credited on certain RSUs during Distribution Holiday | $ 4 | ||||
Noncontrolling Interest [Line Items] | |||||
Redeemable Noncontrolling Interests | $ 237,864 | $ 234,600 | |||
Preferred Units | |||||
Noncontrolling Interest [Line Items] | |||||
Redeemable Noncontrolling Interests | $ 150,000 | $ 0 |
Noncontrolling Interests - Calc
Noncontrolling Interests - Calculation of Noncontrolling Interests Attributable to Group A Units (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Noncontrolling Interest [Line Items] | |||
Net Income (Loss) | $ (16,210) | $ 17,319 | $ 177,634 |
Net Income (Loss) Attributable to Noncontrolling Interests | (23,912) | (11,316) | (22,956) |
Sculptor Capital LP | |||
Noncontrolling Interest [Line Items] | |||
Net Income (Loss) | 28,586 | (1,922) | (56,514) |
Sculptor Advisors LP | |||
Noncontrolling Interest [Line Items] | |||
Net Income (Loss) | (17,436) | (36,803) | 155,967 |
Sculptor Advisors II LP | |||
Noncontrolling Interest [Line Items] | |||
Net Income (Loss) | (51,070) | 59,129 | 128,295 |
Sculptor Operating Group | |||
Noncontrolling Interest [Line Items] | |||
Net Income (Loss) | (39,920) | 20,404 | 227,748 |
Group A Units | |||
Noncontrolling Interest [Line Items] | |||
Net Income (Loss) Attributable to Noncontrolling Interests | $ (26,576) | $ (14,299) | $ (23,259) |
Group A Units | Sculptor Capital LP | |||
Noncontrolling Interest [Line Items] | |||
Blended Participation Percentage | 0% | 37% | 41% |
Net Income (Loss) Attributable to Noncontrolling Interests | $ 0 | $ (710) | $ (23,259) |
Group A Units | Sculptor Advisors LP | |||
Noncontrolling Interest [Line Items] | |||
Blended Participation Percentage | 39% | 37% | 0% |
Net Income (Loss) Attributable to Noncontrolling Interests | $ (6,764) | $ (13,589) | $ 0 |
Group A Units | Sculptor Advisors II LP | |||
Noncontrolling Interest [Line Items] | |||
Blended Participation Percentage | 39% | 0% | 0% |
Net Income (Loss) Attributable to Noncontrolling Interests | $ (19,812) | $ 0 | $ 0 |
Group A Units | Sculptor Operating Group | |||
Noncontrolling Interest [Line Items] | |||
Blended Participation Percentage | 67% | (70.00%) | (10.00%) |
Net Income (Loss) Attributable to Noncontrolling Interests | $ (26,576) | $ (14,299) | $ (23,259) |
Noncontrolling Interests - Comp
Noncontrolling Interests - Components of Net Loss Attributable to Noncontrolling Interests (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Noncontrolling Interest [Line Items] | |||
Net Income (Loss) Attributable to Noncontrolling Interests | $ (23,912) | $ (11,316) | $ (22,956) |
Group A Units | |||
Noncontrolling Interest [Line Items] | |||
Net Income (Loss) Attributable to Noncontrolling Interests | (26,576) | (14,299) | (23,259) |
Other | |||
Noncontrolling Interest [Line Items] | |||
Net Income (Loss) Attributable to Noncontrolling Interests | $ 2,664 | $ 2,983 | $ 303 |
Noncontrolling Interests - Co_2
Noncontrolling Interests - Components of Shareholders' Equity Attributable to Noncontrolling Interests (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Noncontrolling Interest [Line Items] | ||
Shareholders’ equity attributable to noncontrolling interests | $ 439,479 | $ 446,469 |
Group A Units | ||
Noncontrolling Interest [Line Items] | ||
Shareholders’ equity attributable to noncontrolling interests | 412,941 | 431,304 |
Other | ||
Noncontrolling Interest [Line Items] | ||
Shareholders’ equity attributable to noncontrolling interests | $ 26,538 | $ 15,165 |
Noncontrolling Interests - Rede
Noncontrolling Interests - Redeemable Noncontrolling Interest (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Increase (Decrease) in Redeemable Noncontrolling Interest [Roll Forward] | |||
Redeemable Noncontrolling Interests | $ 234,600 | ||
Change in redemption value of Class A Shares of consolidated SPAC | 4,202 | $ (25,924) | |
Less: Net (income) loss attributable to redeemable noncontrolling interests | 7,466 | (562) | $ 0 |
Redeemable Noncontrolling Interests | 237,864 | 234,600 | |
Preferred Units | |||
Increase (Decrease) in Redeemable Noncontrolling Interest [Roll Forward] | |||
Redeemable Noncontrolling Interests | 0 | 150,000 | |
SPAC initial carrying value | 0 | ||
Change in redemption value of Class A Shares of consolidated SPAC | 6,952 | ||
Redemption of 2019 Preferred Units, net of discount | (156,952) | ||
Less: Net (income) loss attributable to redeemable noncontrolling interests | 0 | ||
Redeemable Noncontrolling Interests | 0 | ||
SPAC | |||
Increase (Decrease) in Redeemable Noncontrolling Interest [Roll Forward] | |||
Redeemable Noncontrolling Interests | 234,600 | 0 | |
SPAC initial carrying value | 0 | 209,238 | |
Change in redemption value of Class A Shares of consolidated SPAC | (4,202) | 25,924 | |
Redemption of 2019 Preferred Units, net of discount | 0 | 0 | |
Less: Net (income) loss attributable to redeemable noncontrolling interests | 7,466 | (562) | |
Redeemable Noncontrolling Interests | $ 237,864 | $ 234,600 | $ 0 |
Noncontrolling Interest - Addit
Noncontrolling Interest - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Noncontrolling Interest [Line Items] | |||
Cash Paid for Units Exchanged | $ 11,100 | ||
Exchange Ratio of Group A Units exchanged for Class A Shares | 80% | ||
Change In Tax Receivable Agreement Liability | $ 11,266 | $ 9,238 | $ 2,554 |
Exchange of Group A Units for Class A Shares | (8,072) | ||
Additional Paid in Capital | |||
Noncontrolling Interest [Line Items] | |||
Exchange of Group A Units for Class A Shares | (3,964) | ||
Shareholders’ Equity Attributable to Noncontrolling Interests | |||
Noncontrolling Interest [Line Items] | |||
Exchange of Group A Units for Class A Shares | $ (4,098) | ||
Sculptor Operating Group | Sculptor Capital Management, Inc | |||
Noncontrolling Interest [Line Items] | |||
Noncontrolling Interest, Ownership Percentage by Parent | 45.80% | 47.80% | |
Group A Units | |||
Noncontrolling Interest [Line Items] | |||
Units Exchanged | 993,512 | ||
Group A Units exchanged for Class A Shares | 397,404 | ||
Group A Units Exchanged For Cash | 596,108 | ||
Average price per treasury share purchased | $ 18.62 | ||
Group A Units Canceled Upon Preferential Exchange | 993,512 | ||
Class A Shares | |||
Noncontrolling Interest [Line Items] | |||
Shares Exchanged for Group A Units | 313,847 | ||
Average price per treasury share purchased | $ 10.75 | ||
Change In Tax Receivable Agreement Liability | $ 3,400 | ||
Increase (Decrease) in Deferred Income Taxes | $ 6,500 | ||
Group A-1 Units | |||
Noncontrolling Interest [Line Items] | |||
Units Exchanged | 534,969 | ||
Group B Units | |||
Noncontrolling Interest [Line Items] | |||
Units Exchanged | 1,345,574 |
Investments and Fair Value Di_3
Investments and Fair Value Disclosures - Schedule of Investments (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Fair Value Disclosures [Abstract] | ||
U.S. government obligations, at fair value | $ 24,782 | $ 205,400 |
CLOs, at fair value | 207,147 | 219,510 |
Equity method investments | 67,130 | 158,712 |
Total Investments | 299,059 | 583,622 |
Investments of Consolidated Entities | $ 544,554 | $ 0 |
Investments and Fair Value Di_4
Investments and Fair Value Disclosures - Fair Value Option (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |
Investments Measured at NAV | $ 306,590 |
Lock Up Period of Certain Investments Measured At NAV | 3 years |
Investments Measured At NAV Subject To Initial Lock Up Period | $ 148,800 |
Unfunded Commitments Of Structured Alternative Investment Solution Into Investments Measured At NAV | 90,100 |
Multi-strategy | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |
Investments Measured at NAV | 68,891 |
Opportunistic credit funds | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |
Investments Measured at NAV | $ 228,936 |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share, Redemption Restriction, Percentage | 23% |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share, Redemption Restriction Period | 6 years |
Real estate | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |
Investments Measured at NAV | $ 8,763 |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share, Redemption Restriction, Percentage | 100% |
Minimum | Multi-strategy | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |
Redemption Notice Period | 30 days |
Redemption Frequency | Quarterly |
Minimum | Opportunistic credit funds | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |
Redemption Notice Period | 30 days |
Redemption Frequency | Monthly |
Minimum | Real estate | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share, Redemption Restriction Period | 7 years |
Maximum | Multi-strategy | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |
Redemption Notice Period | 90 days |
Redemption Frequency | Annually |
Maximum | Opportunistic credit funds | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |
Redemption Notice Period | 90 days |
Redemption Frequency | Annually |
Maximum | Real estate | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items] | |
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share, Redemption Restriction Period | 9 years |
Investments and Fair Value Di_5
Investments and Fair Value Disclosures - Schedule of Investments Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Included within investments: | ||||
U.S. government obligations, at fair value | $ 24,782 | $ 205,400 | ||
CLOs, at fair value | 207,147 | 219,510 | ||
Restricted cash and cash equivalents of consolidated entities | 9,805 | 234,601 | $ 0 | |
Included within investments of consolidated entities: | ||||
Investments of Consolidated Entities | 544,554 | 0 | ||
Liabilities, at Fair Value | ||||
Warrant liabilities, at fair value | 24,163 | 65,287 | ||
Warrant Liabilities, At Fair Value, Of Consolidated SPAC | 596 | 7,590 | ||
Notes payable, at fair value | 196,106 | 0 | ||
SPAC | ||||
Included within investments: | ||||
U.S. government obligations, at fair value | 238,000 | |||
Structured Alternative Investment Solution | ||||
Liabilities, at Fair Value | ||||
Notes payable, at fair value | 350,000 | |||
CLOs | ||||
Liabilities, at Fair Value | ||||
Contractual principal on investments in CLOs | 212,000 | 205,900 | ||
Fair Value, Measurements, Recurring | ||||
Included within cash and cash equivalents: | ||||
U.S. government obligations | 19,937 | |||
Included within investments: | ||||
U.S. government obligations, at fair value | 24,782 | |||
CLOs, at fair value | [1] | 219,510 | ||
Included within investments of consolidated entities: | ||||
Investments of Consolidated Entities | 544,554 | |||
Liabilities, at Fair Value | ||||
Warrant liabilities, at fair value | 24,163 | 65,287 | ||
Fair Value, Measurements, Recurring | SPAC | ||||
Included within investments: | ||||
Restricted cash and cash equivalents of consolidated entities | 234,601 | |||
Included within investments of consolidated entities: | ||||
U.S. Government Obligations Included In Investments Of Consolidated Entities | 237,964 | |||
Liabilities, at Fair Value | ||||
Warrant Liabilities, At Fair Value, Of Consolidated SPAC | 596 | 7,590 | ||
Fair Value, Measurements, Recurring | Structured Alternative Investment Solution | ||||
Included within investments of consolidated entities: | ||||
Investments in funds | 306,590 | |||
Liabilities, at Fair Value | ||||
Notes payable, at fair value | 196,106 | |||
Fair Value, Measurements, Recurring | CLOs | ||||
Included within investments: | ||||
U.S. government obligations, at fair value | 205,400 | |||
CLOs, at fair value | [2] | 207,147 | ||
Fair Value, Measurements, Recurring | Level I | ||||
Included within cash and cash equivalents: | ||||
U.S. government obligations | 19,937 | |||
Included within investments: | ||||
U.S. government obligations, at fair value | 24,782 | |||
CLOs, at fair value | [1] | 0 | ||
Included within investments of consolidated entities: | ||||
Investments of Consolidated Entities | 237,964 | |||
Liabilities, at Fair Value | ||||
Warrant liabilities, at fair value | 0 | 0 | ||
Fair Value, Measurements, Recurring | Level I | SPAC | ||||
Included within investments: | ||||
Restricted cash and cash equivalents of consolidated entities | 234,601 | |||
Included within investments of consolidated entities: | ||||
U.S. Government Obligations Included In Investments Of Consolidated Entities | 237,964 | |||
Liabilities, at Fair Value | ||||
Warrant Liabilities, At Fair Value, Of Consolidated SPAC | 596 | 0 | ||
Fair Value, Measurements, Recurring | Level I | Structured Alternative Investment Solution | ||||
Included within investments of consolidated entities: | ||||
Investments in funds | 0 | |||
Liabilities, at Fair Value | ||||
Notes payable, at fair value | 0 | |||
Fair Value, Measurements, Recurring | Level I | CLOs | ||||
Included within investments: | ||||
U.S. government obligations, at fair value | 205,400 | |||
CLOs, at fair value | [2] | 0 | ||
Fair Value, Measurements, Recurring | Level II | ||||
Included within cash and cash equivalents: | ||||
U.S. government obligations | 0 | |||
Included within investments: | ||||
U.S. government obligations, at fair value | 0 | |||
CLOs, at fair value | [1] | 0 | ||
Included within investments of consolidated entities: | ||||
Investments of Consolidated Entities | 0 | |||
Liabilities, at Fair Value | ||||
Warrant liabilities, at fair value | 0 | 0 | ||
Fair Value, Measurements, Recurring | Level II | SPAC | ||||
Included within investments: | ||||
Restricted cash and cash equivalents of consolidated entities | 0 | |||
Included within investments of consolidated entities: | ||||
U.S. Government Obligations Included In Investments Of Consolidated Entities | 0 | |||
Liabilities, at Fair Value | ||||
Warrant Liabilities, At Fair Value, Of Consolidated SPAC | 0 | 0 | ||
Fair Value, Measurements, Recurring | Level II | Structured Alternative Investment Solution | ||||
Included within investments of consolidated entities: | ||||
Investments in funds | 0 | |||
Liabilities, at Fair Value | ||||
Notes payable, at fair value | 0 | |||
Fair Value, Measurements, Recurring | Level II | CLOs | ||||
Included within investments: | ||||
U.S. government obligations, at fair value | 0 | |||
CLOs, at fair value | [2] | 0 | ||
Fair Value, Measurements, Recurring | Level III | ||||
Included within cash and cash equivalents: | ||||
U.S. government obligations | 0 | |||
Included within investments: | ||||
U.S. government obligations, at fair value | 0 | |||
CLOs, at fair value | [1] | 219,510 | ||
Included within investments of consolidated entities: | ||||
Investments of Consolidated Entities | 0 | |||
Liabilities, at Fair Value | ||||
Warrant liabilities, at fair value | 24,163 | 65,287 | ||
Fair Value, Measurements, Recurring | Level III | SPAC | ||||
Included within investments: | ||||
Restricted cash and cash equivalents of consolidated entities | 0 | |||
Included within investments of consolidated entities: | ||||
U.S. Government Obligations Included In Investments Of Consolidated Entities | 0 | |||
Liabilities, at Fair Value | ||||
Warrant Liabilities, At Fair Value, Of Consolidated SPAC | 0 | 7,590 | ||
Fair Value, Measurements, Recurring | Level III | Structured Alternative Investment Solution | ||||
Included within investments of consolidated entities: | ||||
Investments in funds | 0 | |||
Liabilities, at Fair Value | ||||
Notes payable, at fair value | 196,106 | |||
Fair Value, Measurements, Recurring | Level III | CLOs | ||||
Included within investments: | ||||
U.S. government obligations, at fair value | $ 0 | |||
CLOs, at fair value | [2] | 207,147 | ||
Fair Value, Measurements, Recurring | NAV | ||||
Included within cash and cash equivalents: | ||||
U.S. government obligations | 0 | |||
Included within investments: | ||||
U.S. government obligations, at fair value | 0 | |||
Included within investments of consolidated entities: | ||||
Investments of Consolidated Entities | 306,590 | |||
Liabilities, at Fair Value | ||||
Warrant liabilities, at fair value | 0 | |||
Fair Value, Measurements, Recurring | NAV | SPAC | ||||
Included within investments of consolidated entities: | ||||
U.S. Government Obligations Included In Investments Of Consolidated Entities | 0 | |||
Liabilities, at Fair Value | ||||
Warrant Liabilities, At Fair Value, Of Consolidated SPAC | 0 | |||
Fair Value, Measurements, Recurring | NAV | Structured Alternative Investment Solution | ||||
Included within investments of consolidated entities: | ||||
Investments in funds | 306,590 | |||
Liabilities, at Fair Value | ||||
Notes payable, at fair value | 0 | |||
Fair Value, Measurements, Recurring | NAV | CLOs | ||||
Included within investments: | ||||
CLOs, at fair value | $ 0 | |||
[1]As of December 31, 2021, investments in CLOs had contractual principal amounts of $205.9 million outstanding, which excludes the Company’s investments in subordinated tranches of the notes, as these do not have contractual principal payments[2]As of December 31, 2022, investments in CLOs had contractual principal amounts of $212.0 million outstanding, which excludes the Company’s investments in subordinated tranches of the notes, as these do not have contractual principal payments |
Investments and Fair Value Di_6
Investments and Fair Value Disclosures - Schedule of Changes in Company's Level III Investments (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Warrants | ||
Liabilities, at Fair Value | ||
Beginning balance, Liability | $ 65,287 | $ 37,827 |
Purchases / Issuances | 0 | |
Investment Sales / Settlements | 0 | |
Gains / (Losses) Included in Earnings | (27,460) | |
Gains / (Losses) Included in Other Comprehensive Income | 0 | |
Ending balance, Liability | 65,287 | |
Warrants | Management Company | ||
Liabilities, at Fair Value | ||
Beginning balance, Liability | 65,287 | |
Transfers In | 0 | |
Transfers Out | 0 | |
Purchases / Issuances | 0 | |
Investment Sales / Settlements | 0 | |
Gains / (Losses) Included in Earnings | 41,124 | |
Gains / (Losses) Included in Other Comprehensive Income | 0 | |
Ending balance, Liability | 24,163 | 65,287 |
Warrants | SPAC | ||
Liabilities, at Fair Value | ||
Beginning balance, Liability | 7,590 | 0 |
Transfers In | 0 | |
Transfers Out | (3,450) | |
Purchases / Issuances | 0 | 7,590 |
Investment Sales / Settlements | 0 | 0 |
Gains / (Losses) Included in Earnings | 4,140 | 0 |
Gains / (Losses) Included in Other Comprehensive Income | 0 | 0 |
Ending balance, Liability | 0 | 7,590 |
Notes Payable, Other Payables | Structured Alternative Investment Solution | ||
Liabilities, at Fair Value | ||
Beginning balance, Liability | 0 | |
Transfers In | 0 | |
Transfers Out | 0 | |
Purchases / Issuances | 215,733 | |
Investment Sales / Settlements | 0 | |
Gains / (Losses) Included in Earnings | 19,627 | |
Gains / (Losses) Included in Other Comprehensive Income | 0 | |
Ending balance, Liability | 196,106 | 0 |
CLOs | Management Company | ||
Assets, at Fair Value | ||
Beginning balance, Asset | 219,510 | 205,510 |
Transfers In | 0 | |
Transfers Out | 0 | |
Purchases / Issuances | 30,346 | 41,296 |
Investment Sales / Settlements | (13,021) | (16,460) |
Gains / (Losses) Included in Earnings | (18,335) | 1,019 |
Gains / (Losses) Included in Other Comprehensive Income | (11,353) | (11,855) |
Ending balance, Asset | 207,147 | 219,510 |
Bank Debt | Consolidated Entities | ||
Assets, at Fair Value | ||
Beginning balance, Asset | 0 | |
Transfers In | 3,603 | |
Transfers Out | (30,962) | |
Purchases / Issuances | 56,425 | |
Investment Sales / Settlements | (27,405) | |
Gains / (Losses) Included in Earnings | (1,661) | |
Gains / (Losses) Included in Other Comprehensive Income | 0 | |
Ending balance, Asset | 0 | $ 0 |
Liabilities, at Fair Value | ||
Transfers Into Level 3 As A Result of Consolidation | 2,300 | |
Transfers Out Of Level 3 As A Result of Deconsolidation | $ 14,000 |
Investments and Fair Value Di_7
Investments and Fair Value Disclosures - Schedule of Net Unrealized Gains (Losses) on Company's Level III Assets and Liabilities (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Warrants | Management company related | ||
Liabilities, at Fair Value | ||
Fair Value, Asset (Liability), Recurring Basis, Still Held, Unrealized Gain (Loss) | $ 41,124 | $ (27,460) |
Notes payable | Structured Alternative Investment Solution | ||
Liabilities, at Fair Value | ||
Fair Value, Asset (Liability), Recurring Basis, Still Held, Unrealized Gain (Loss) | 19,627 | 0 |
CLOs | Management company related | ||
Assets, at Fair Value | ||
Fair Value, Asset, Recurring Basis, Still Held, Unrealized Gain (Loss) | $ (29,688) | $ (10,081) |
Investments and Fair Value Di_8
Investments and Fair Value Disclosures - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2022 USD ($) $ / shares | Dec. 31, 2021 USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis | ||
Cash flows from retained interests | $ 3,500,000 | $ 2,700,000 |
Debt Obligations, Fair Value Disclosure | 102,600,000 | |
Debt obligations | 124,176,000 | 126,474,000 |
Loans sold to CLOs | $ 0 | 0 |
Risk retention percentage | 5% | |
Fair value of investments in retained interests | $ 78,600,000 | 87,900,000 |
Measurement Input, Price Volatility | Shareholders’ Deficit Attributable to Class A Shareholders | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis | ||
Warrants and Rights Outstanding, Measurement Input | $ / shares | 0.5614 | |
Refinancing [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis | ||
Cash flows from retained interests | 4,000,000 | |
Purchase of retained interests | $ 3,800,000 |
Variable Interest Entities - As
Variable Interest Entities - Assets and Liabilities of Funds that are VIEs and Consolidated by Company (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Assets of consolidated entities: | |||
Cash and cash equivalents | $ 3 | $ 0 | $ 0 |
Restricted cash and cash equivalents of consolidated entities | 9,805 | 234,601 | $ 0 |
Investments of Consolidated Entities | 544,554 | 0 | |
Other assets of consolidated entities | 2,579 | 5,304 | |
Total Assets | 1,652,206 | 1,627,855 | |
Liabilities of consolidated entities: | |||
Other liabilities of consolidated entities | 9,669 | 10,817 | |
Total Liabilities | 1,027,759 | 1,014,972 | |
Variable Interest Entity, Primary Beneficiary | |||
Liabilities of consolidated entities: | |||
Total Liabilities | 197,707 | 2,603 | |
Variable Interest Entity, Primary Beneficiary | Consolidated Entities | |||
Assets of consolidated entities: | |||
Cash and cash equivalents | 3 | 0 | |
Restricted cash and cash equivalents of consolidated entities | 9,805 | 0 | |
Investments of Consolidated Entities | 306,590 | 0 | |
Other assets of consolidated entities | 2,016 | 4,339 | |
Total Assets | 318,414 | 4,339 | |
Liabilities of consolidated entities: | |||
Notes payable of consolidated entities | 196,106 | 0 | |
Other liabilities of consolidated entities | $ 1,601 | $ 2,603 |
Variable Interest Entities - _2
Variable Interest Entities - Assets and Liabilities Related to VIEs that are Not Consolidated (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Maximum risk of loss as a result of the Company’s involvement with VIEs: | |||
Income and fees receivable | $ 56,360 | $ 193,636 | $ 539,623 |
Investments of Consolidated Entities | 544,554 | 0 | |
Other commitments | 182,800 | ||
Unfunded Commitments From Employees to VIEs | 65,400 | 46,300 | |
Variable Interest Entity, Not Primary Beneficiary | |||
Variable Interest Entity [Line Items] | |||
Net assets of unconsolidated VIEs in which the Company has a variable interest | 12,738,164 | 11,304,196 | |
Maximum risk of loss as a result of the Company’s involvement with VIEs: | |||
Unearned income and fees | 53,869 | 62,800 | |
Income and fees receivable | 41,890 | 61,273 | |
Investments | 245,583 | 249,104 | |
Investments of Consolidated Entities | 237,699 | 0 | |
Other commitments | 182,797 | 60,474 | |
Maximum Exposure to Loss | $ 761,838 | $ 433,651 |
Leases - Lease Cost (Detail)
Leases - Lease Cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Lease collateral | $ 6,200 | ||
Operating lease cost | 18,612 | $ 19,990 | $ 20,593 |
Short-term lease cost | 97 | 18 | 49 |
Finance lease cost - amortization of leased assets | 409 | 795 | 728 |
Finance lease cost - imputed interest on lease liabilities | 42 | 25 | 76 |
Less: Sublease income | (3,199) | (2,069) | (1,541) |
Net Lease Cost | $ 15,961 | $ 18,759 | $ 19,905 |
Leases - Supplemental Lease Cas
Leases - Supplemental Lease Cash Flow Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Operating cash flows for operating leases | $ 20,829 | $ 21,950 | $ 22,521 |
Operating cash flows for finance leases | 6 | 1 | 6 |
Finance cash flows for finance leases | 318 | 865 | 907 |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | 1,079 | 2,893 | 6 |
Right-of-Use Asset Obtained in Exchange for Finance Lease Liability | 1,016 | 0 | 745 |
Impairment of Right-of-Use Asset | $ 0 | 11,240 | $ 0 |
Tangible asset impairment charges | $ 2,300 |
Leases - Lease Term and Discoun
Leases - Lease Term and Discount Rate (Detail) | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Operating Lease, Weighted Average Remaining Lease Term | 6 years 8 months 12 days | 7 years 7 months 6 days |
Finance Lease, Weighted Average Remaining Lease Term | 4 years 6 months | 1 year 3 months 18 days |
Operating Lease, Weighted Average Discount Rate, Percent | 7.80% | 7.80% |
Finance Lease, Weighted Average Discount Rate, Percent | 7.90% | 6.30% |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Operating Leases | ||
2023 | $ 20,134 | |
2024 | 16,532 | |
2025 | 14,329 | |
2026 | 15,353 | |
2027 | 17,675 | |
Thereafter | 35,015 | |
Total Lease Payments | 119,038 | |
Imputed interest | $ (26,993) | |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Other liabilities | |
Operating lease liabilities | $ 92,045 | $ 104,753 |
Finance Leases | ||
2023 | 228 | |
2024 | 228 | |
2025 | 228 | |
2026 | 228 | |
2027 | 228 | |
Thereafter | 0 | |
Total Lease Payments | 1,140 | |
Imputed interest | (161) | |
Finance lease liabilities | 979 | |
Lessor, Lease, Description [Line Items] | ||
2023 | 3,046 | |
2024 | 1,920 | |
2025 | 1,920 | |
2026 | 1,920 | |
2027 | 1,960 | |
Thereafter | 4,160 | |
Total Sublease Rent - Contractual Payments to be Received | $ 14,926 |
Debt Obligations and Warrants -
Debt Obligations and Warrants - Schedule of Debt Principal Payments (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Maturity of Debt Obligations | |||
2023 | $ 2,285 | ||
2024 | 0 | ||
2025 | 0 | ||
2026 | 0 | ||
2027 | 95,000 | ||
Thereafter | 38,627 | ||
Total Payments | 135,912 | ||
Unamortized discounts & deferred financing costs | (11,736) | ||
Debt obligations | 124,176 | $ 126,474 | |
2020 Term Loan | |||
Maturity of Debt Obligations | |||
2023 | 0 | ||
2024 | 0 | ||
2025 | 0 | ||
2026 | 0 | ||
2027 | 95,000 | ||
Thereafter | 0 | ||
Total Payments | 95,000 | ||
Unamortized discounts & deferred financing costs | (11,538) | ||
Debt obligations | 83,462 | $ 275,800 | |
CLO Investments Loans | |||
Maturity of Debt Obligations | |||
2023 | 2,285 | ||
2024 | 0 | ||
2025 | 0 | ||
2026 | 0 | ||
2027 | 0 | ||
Thereafter | 38,627 | ||
Total Payments | 40,912 | ||
Unamortized discounts & deferred financing costs | (198) | ||
Debt obligations | $ 40,714 | $ 44,702 |
Debt Obligations and Warrants_2
Debt Obligations and Warrants - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | |
Debt Instruments and Warrants [Line Items] | ||||||
Debt obligations | $ 124,176 | $ 126,474 | ||||
Total Payments | 135,912 | |||||
Net losses on retirement of debt | $ 0 | (30,198) | $ (5,011) | |||
Warrants, Term | 10 years | |||||
Warrants, Exercise price | $ 8.21 | $ 11.93 | ||||
Warrants outstanding | 4,338,015 | |||||
Investments | $ 299,059 | 583,622 | ||||
Notes payable, at fair value | 196,106 | 0 | ||||
Warrant Liabilities, At Fair Value, Of Consolidated SPAC | 596 | 7,590 | ||||
Investments | 299,059 | $ 583,622 | ||||
Structured Alternative Investment Solution | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Investments | 128,000 | |||||
Notes payable, at fair value | 196,100 | |||||
Investments | $ 128,000 | |||||
Structured Alternative Investment Solution | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Undrawn commitment fee | 1.15% | |||||
Investments | $ 127,800 | |||||
Line of Credit Facility, Commitment Fee Amount | 52,500 | |||||
Line of Credit Facility, Maximum Amount Outstanding During Period | $ 20,000 | |||||
Line of Credit Facility, Interest Rate at Period End | 3% | |||||
Notes payable, at fair value | $ 350,000 | |||||
Investments | $ 127,800 | |||||
Class A Shares | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Warrants, Number of shares issuable | 4,338,015 | |||||
Sculptor Acquisition Corp I | SPAC | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Warrants, Term | 5 years | |||||
Warrants, Exercise price | $ 11.50 | |||||
Warrants outstanding | 11,500,000 | |||||
Warrant Liabilities, At Fair Value, Of Consolidated SPAC | $ 596 | |||||
Sculptor Acquisition Corp I | Management Company | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Warrants outstanding | 11,200,000 | |||||
2020 Term Loan | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Debt Instrument, Face Amount | $ 320,000 | |||||
Debt obligations | $ 83,462 | 275,800 | ||||
Call Premium due in addition to make-whole premium on prepayment occurring prior to second anniversary of Closing Date | 3% | |||||
Call Premium on prepayment occurring on or after second anniversary, but prior to third anniversary of Closing Date | 3% | |||||
Call Premium on prepayment occurring on or after fourth anniversary of Closing Date | 0% | |||||
Call Premium on prepayment occurring on or after third anniversary, but prior to fourth anniversary of Closing Date | 2% | |||||
Repayment Of Debt Amount For Which Prepayment Premium Is Not Charged - Beginning Of Range | $ 175,000 | |||||
Amount Of Debt Prepayment For Which Prepayment Premium Is Not Charged, As Amended | 225,000 | |||||
Unamortized Loan Commitment and Origination Fees and Unamortized Discounts or Premiums | 1,750 | |||||
Total Payments | 95,000 | |||||
Net losses on retirement of debt | $ 30,200 | |||||
Minimum amount of fee-paying assets under management covenant | $ 20,000,000 | |||||
2020 Revolving Credit Facility | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Repurchase agreements credit facility borrowing capacity | $ 25,000 | |||||
Repayments of Debt | $ 175,000 | $ 224,400 | $ 225,000 | |||
Undrawn commitment fee | 0.50% | |||||
CLO Investments Loans | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Debt obligations | $ 40,714 | 44,702 | ||||
Total Payments | 40,912 | |||||
Collateral on CLO Investments Loans | 40,000 | $ 43,100 | ||||
Class A Notes | Structured Alternative Investment Solution | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Investments | 20,000 | |||||
Investments | 20,000 | |||||
Subordinated Notes | Structured Alternative Investment Solution | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Investments | 87,800 | |||||
Investments | 87,800 | |||||
Class C Notes | Structured Alternative Investment Solution | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Investments | 20,000 | |||||
Investments | $ 20,000 | |||||
LIBOR | 2020 Term Loan | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Debt Instrument, Floor on Variable Rate | 0.75% | |||||
Debt Instrument, Basis Spread on Variable Rate | 6.25% | |||||
Base Rate | 2020 Term Loan | ||||||
Debt Instruments and Warrants [Line Items] | ||||||
Debt Instrument, Floor on Variable Rate | 1.75% | |||||
Debt Instrument, Basis Spread on Variable Rate | 5.25% |
Debt Obligations and Warrants_3
Debt Obligations and Warrants - Notes Payable (Details) - Structured Alternative Investment Solution - USD ($) $ in Thousands | May 31, 2029 | May 31, 2028 | May 31, 2025 | Dec. 31, 2022 |
Class A Notes | Senior Secured | ||||
Debt Instruments and Warrants [Line Items] | ||||
Debt Instrument, Face Amount | $ 140,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 4.25% | |||
Class A Notes | Senior Secured | Forecast | ||||
Debt Instruments and Warrants [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 6.25% | |||
Class B Notes | Senior Secured | ||||
Debt Instruments and Warrants [Line Items] | ||||
Debt Instrument, Face Amount | $ 70,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 6% | |||
Class B Notes | Senior Secured | Forecast | ||||
Debt Instruments and Warrants [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | |||
Class C Notes | Mezzanine Secured | ||||
Debt Instruments and Warrants [Line Items] | ||||
Debt Instrument, Face Amount | $ 35,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 6.75% | |||
Class C Notes | Mezzanine Secured | Forecast | ||||
Debt Instruments and Warrants [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | |||
Subordinated Notes | Unsecured | ||||
Debt Instruments and Warrants [Line Items] | ||||
Debt Instrument, Face Amount | $ 105,000 |
Debt Obligations and Warrants_4
Debt Obligations and Warrants - Schedule of CLO Investments Loans (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Instruments and Warrants [Line Items] | ||
Debt obligations | $ 124,176 | $ 126,474 |
CLO Investments Loans | ||
Debt Instruments and Warrants [Line Items] | ||
Debt obligations | $ 40,714 | 44,702 |
CLO Investments Loans | June 07, 2017 | ||
Debt Instruments and Warrants [Line Items] | ||
Maturity date | Nov. 16, 2029 | |
Debt obligations | $ 16,835 | 17,221 |
CLO Investments Loans | June 07, 2017 | LIBOR | ||
Debt Instruments and Warrants [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.48% | |
CLO Investments Loans | August 02, 2017 | ||
Debt Instruments and Warrants [Line Items] | ||
Maturity date | Jan. 21, 2030 | |
Debt obligations | $ 21,594 | 21,589 |
CLO Investments Loans | August 02, 2017 | LIBOR | ||
Debt Instruments and Warrants [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.41% | |
CLO Investments Loans | October 21, 2021 - CLO Loan | ||
Debt Instruments and Warrants [Line Items] | ||
Maturity date | Aug. 29, 2023 | |
Debt obligations | $ 0 | 5,892 |
CLO Investments Loans | October 21, 2021 - CLO Loan | EURIBOR | ||
Debt Instruments and Warrants [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.85% | |
CLO Investments Loans | January 19, 2022 - CLO Loan | ||
Debt Instruments and Warrants [Line Items] | ||
Maturity date | Dec. 15, 2023 | |
Debt obligations | $ 2,285 | $ 0 |
CLO Investments Loans | January 19, 2022 - CLO Loan | EURIBOR | ||
Debt Instruments and Warrants [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.50% |
Securities Sold under Agreeme_3
Securities Sold under Agreements to Repurchase - Additional Details (Details) - Repurchase agreements credit facility € in Millions | Dec. 31, 2022 EUR (€) |
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | |
Repurchase agreements credit facility borrowing capacity | € 200 |
Repurchase agreements credit facility undrawn balance | € 43 |
Securities Sold under Agreeme_4
Securities Sold under Agreements to Repurchase - Balance Sheet Offsetting (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Transfers and Servicing of Financial Assets [Abstract] | ||
Gross Amounts of Recognized Liabilities | $ 166,632 | $ 156,448 |
Gross Amounts Offset in the Consolidated Balance Sheet | 0 | 0 |
Net Amounts of Liabilities in the Consolidated Balance Sheet | 166,632 | 156,448 |
Securities Transferred | 157,107 | 156,448 |
Net Amount | $ 9,525 | $ 0 |
Securities Sold under Agreeme_5
Securities Sold under Agreements to Repurchase - Remaining Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Net Amounts of Liabilities in the Consolidated Balance Sheet | $ 166,632 | $ 156,448 |
CLOs | ||
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Net Amounts of Liabilities in the Consolidated Balance Sheet | 166,632 | 156,448 |
CLOs | Overnight and Continuous | ||
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Net Amounts of Liabilities in the Consolidated Balance Sheet | 0 | 0 |
CLOs | Up to 30 Days | ||
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Net Amounts of Liabilities in the Consolidated Balance Sheet | 0 | 0 |
CLOs | 30-90 Days | ||
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Net Amounts of Liabilities in the Consolidated Balance Sheet | 0 | 0 |
CLOs | Greater Than 90 Days | ||
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items] | ||
Net Amounts of Liabilities in the Consolidated Balance Sheet | $ 166,632 | $ 156,448 |
Other Assets, Net - Components
Other Assets, Net - Components of Other Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Other Assets Disclosure [Abstract] | ||
Leasehold improvements | $ 47,736 | $ 47,797 |
Computer hardware and software | 44,603 | 55,320 |
Furniture, fixtures and equipment | 8,013 | 8,013 |
Accumulated depreciation and amortization | (79,390) | (83,371) |
Fixed assets, net | 20,962 | 27,759 |
Redemption Receivable | 28,721 | 0 |
Goodwill | 22,691 | 22,691 |
Prepaid expenses | 16,698 | 17,095 |
Cloud computing costs | 9,940 | 3,090 |
Other | 7,430 | 6,456 |
Other Assets, Total | $ 106,442 | $ 77,091 |
Other Liabilities - Components
Other Liabilities - Components of Other Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Other Liabilities Disclosure [Abstract] | ||
Accrued expenses | $ 20,925 | $ 16,949 |
Uncertain tax positions | 8,250 | 8,250 |
Due to funds | 3,854 | 3,017 |
Unused trade commissions | 1,289 | 1,513 |
Other | 8,731 | 9,061 |
Total Other Liabilities | $ 43,049 | $ 38,790 |
Revenues - Management Fees and
Revenues - Management Fees and Incentive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Management fees | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | $ 278,374 | $ 301,945 | $ 270,753 |
Incentive income | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 123,434 | 312,432 | 616,959 |
Multi-Strategy Funds [Member] | Management fees | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 144,027 | 154,310 | 130,297 |
Multi-Strategy Funds [Member] | Incentive income | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 1,126 | 178,104 | 377,703 |
Opportunistic credit funds | Management fees | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 50,045 | 52,042 | 46,429 |
Opportunistic credit funds | Incentive income | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 47,125 | 94,123 | 218,802 |
Institutional Credit Strategies | Management fees | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 48,108 | 58,484 | 54,041 |
Institutional Credit Strategies | Incentive income | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 0 | 0 | 0 |
Real estate funds | Management fees | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 36,194 | 37,109 | 39,978 |
Real estate funds | Incentive income | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 75,183 | 40,205 | 19,574 |
Other | Management fees | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 0 | 0 | 8 |
Other | Incentive income | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | $ 0 | $ 0 | $ 880 |
Revenues - Income and Fees Rece
Revenues - Income and Fees Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Income and Fees Receivable [Line Items] | |||
Income and fees receivable | $ 56,360 | $ 193,636 | $ 539,623 |
Management fees | |||
Income and Fees Receivable [Line Items] | |||
Income and fees receivable | 25,402 | 25,520 | 25,937 |
Incentive income | |||
Income and Fees Receivable [Line Items] | |||
Income and fees receivable | $ 30,958 | $ 168,116 | $ 513,686 |
Revenues - Unearned Income and
Revenues - Unearned Income and Fees (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Unearned Income and Fees [Line Items] | |||
Unearned income and fees | $ 53,869 | $ 62,800 | $ 61,880 |
Management fees | |||
Unearned Income and Fees [Line Items] | |||
Unearned income and fees | 2 | 84 | 78 |
Incentive income | |||
Unearned Income and Fees [Line Items] | |||
Unearned income and fees | $ 53,867 | $ 62,716 | $ 61,802 |
Revenues - Additional Details (
Revenues - Additional Details (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Revenues | $ 419,002 | $ 626,068 | $ 897,020 |
Customer Concentration Risk | Revenue Benchmark | Sculptor Real Estate Fund IV | |||
Disaggregation of Revenue [Line Items] | |||
Concentration Risk, Percentage | 11% | ||
Incentive income | |||
Disaggregation of Revenue [Line Items] | |||
Unearned incentive recognized of the beginning unearned balance | $ 60,100 | 19,400 | 14,200 |
Investment management revenues | 123,434 | 312,432 | 616,959 |
Management fees | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 278,374 | $ 301,945 | $ 270,753 |
Management fees | Sculptor Master Fund | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | 137,100 | ||
Management fees | Sculptor Real Estate Fund IV | |||
Disaggregation of Revenue [Line Items] | |||
Investment management revenues | $ 29,500 | ||
Management fees | Customer Concentration Risk | Revenue Benchmark | Sculptor Master Fund | |||
Disaggregation of Revenue [Line Items] | |||
Concentration Risk, Percentage | 49% |
Equity-Based Compensation Exp_3
Equity-Based Compensation Expenses - Equity-Based Compensation Expense Summary (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-Based Payment Arrangement [Abstract] | |||
Expense recorded within compensation and benefits | $ 88,041 | $ 62,989 | $ 80,420 |
Corresponding tax benefit | 9,813 | 13,737 | 9,090 |
Net Income (Loss) Attributable to Class A Shareholders | $ (12,008) | $ (8,605) | $ 170,682 |
Weighted-average Class A Shares outstanding - basic | 25,213,554 | 24,951,871 | 22,597,829 |
Earnings Per Share, Basic | $ (0.48) | $ (0.34) | $ 7.55 |
Net Income (Loss) Attributable to Class A Shareholders, Diluted | $ (46,507) | $ (22,719) | $ 149,832 |
Weighted-average Class A Shares outstanding - diluted | 26,265,640 | 40,810,782 | 49,872,078 |
Earnings Per Share, Diluted | $ (1.77) | $ (0.56) | $ 3 |
Equity-Based Compensation Exp_4
Equity-Based Compensation Expenses - Activity Related to Unvested Equity Awards (Detail) - $ / shares | 12 Months Ended | |||||
Jan. 31, 2022 | Dec. 30, 2021 | Dec. 17, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Equity-classified RSUs | ||||||
Unvested Units | ||||||
Unvested Units, Beginning of Year | 2,970,876 | |||||
Granted | 752,914 | |||||
Unvested Units, Vested | (1,386,685) | |||||
Unvested Units, Canceled or Forfeited | (186,652) | |||||
Unvested Units, End of Reporting Period | 2,150,453 | 2,970,876 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted-Average Grant-Date Fair Value, Beginning of Year | $ 20.71 | |||||
Weighted Average Grant Date Fair Value | 16.76 | $ 18.82 | $ 23.11 | |||
Weighted-Average Grant-Date Fair Value, Vested | 22.19 | |||||
Weighted-Average Grant-Date Fair Value, Canceled or Forfeited | 20.77 | |||||
Weighted-Average Grant-Date Fair Value, End of Reporting Period | $ 18.37 | $ 20.71 | ||||
Liability-classified RSUs | ||||||
Unvested Units | ||||||
Unvested Units, Beginning of Year | 365,373 | |||||
Granted | 1,614,812 | |||||
Unvested Units, Vested | (231,713) | |||||
Unvested Units, Canceled or Forfeited | (5,914) | |||||
Unvested Units, End of Reporting Period | 1,742,558 | 365,373 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted-Average Grant-Date Fair Value, Beginning of Year | $ 33.22 | |||||
Weighted Average Grant Date Fair Value | 18.69 | $ 18.62 | $ 23.15 | |||
Weighted-Average Grant-Date Fair Value, Vested | 41.38 | |||||
Weighted-Average Grant-Date Fair Value, Canceled or Forfeited | 18.86 | |||||
Weighted-Average Grant-Date Fair Value, End of Reporting Period | $ 18.72 | $ 33.22 | ||||
Performance-based RSUs (“PSUs”) | ||||||
Unvested Units | ||||||
Unvested Units, Beginning of Year | 800,000 | |||||
Granted | 112,500 | |||||
Unvested Units, Vested | 0 | |||||
Unvested Units, Canceled or Forfeited | 0 | |||||
Unvested Units, End of Reporting Period | 912,500 | 800,000 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted-Average Grant-Date Fair Value, Beginning of Year | $ 11.25 | |||||
Weighted Average Grant Date Fair Value | 14.92 | |||||
Weighted-Average Grant-Date Fair Value, Vested | 0 | |||||
Weighted-Average Grant-Date Fair Value, Canceled or Forfeited | 0 | |||||
Weighted-Average Grant-Date Fair Value, End of Reporting Period | $ 11.70 | $ 11.25 | ||||
Group E Units | ||||||
Unvested Units | ||||||
Unvested Units, Beginning of Year | 3,144,134 | |||||
Granted | 5,006 | |||||
Unvested Units, Vested | (2,885,794) | |||||
Unvested Units, Canceled or Forfeited | 0 | |||||
Unvested Units, End of Reporting Period | 263,346 | 3,144,134 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted-Average Grant-Date Fair Value, Beginning of Year | $ 8.14 | |||||
Weighted Average Grant Date Fair Value | 7.53 | |||||
Weighted-Average Grant-Date Fair Value, Vested | 7.72 | |||||
Weighted-Average Grant-Date Fair Value, Canceled or Forfeited | 0 | |||||
Weighted-Average Grant-Date Fair Value, End of Reporting Period | $ 7.52 | $ 8.14 | ||||
Group P Units | ||||||
Unvested Units | ||||||
Unvested Units, Beginning of Year | 5,455,715 | |||||
Granted | 0 | |||||
Unvested Units, Vested | 0 | |||||
Unvested Units, Canceled or Forfeited | (107,143) | |||||
Unvested Units, End of Reporting Period | 5,348,572 | 5,455,715 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted-Average Grant-Date Fair Value, Beginning of Year | $ 12.96 | |||||
Weighted Average Grant Date Fair Value | 0 | |||||
Weighted-Average Grant-Date Fair Value, Vested | 0 | |||||
Weighted-Average Grant-Date Fair Value, Canceled or Forfeited | 13.97 | |||||
Weighted-Average Grant-Date Fair Value, End of Reporting Period | $ 12.94 | $ 12.96 | ||||
Market-Based RSAs | ||||||
Unvested Units | ||||||
Unvested Units, Beginning of Year | 3,679,285 | |||||
Granted | 0 | 3,679,285 | ||||
Unvested Units, Canceled or Forfeited | (80,357) | |||||
Unvested Units, End of Reporting Period | 3,598,928 | 3,679,285 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted-Average Grant-Date Fair Value, Beginning of Year | $ 15.13 | |||||
Weighted Average Grant Date Fair Value | $ 16.19 | $ 14.84 | 0 | |||
Weighted-Average Grant-Date Fair Value, Canceled or Forfeited | 16.19 | |||||
Weighted-Average Grant-Date Fair Value, End of Reporting Period | $ 15.11 | $ 15.13 | ||||
Service-Based RSAs | ||||||
Unvested Units | ||||||
Unvested Units, Beginning of Year | 0 | |||||
Granted | 1,570,483 | 1,609,785 | ||||
Unvested Units, Canceled or Forfeited | (3,943) | |||||
Unvested Units, End of Reporting Period | 1,605,842 | 0 | ||||
Weighted-Average Grant Date Fair Value | ||||||
Weighted-Average Grant-Date Fair Value, Beginning of Year | $ 0 | |||||
Weighted Average Grant Date Fair Value | $ 18.93 | 18.71 | ||||
Weighted-Average Grant-Date Fair Value, Canceled or Forfeited | 18.86 | |||||
Weighted-Average Grant-Date Fair Value, End of Reporting Period | $ 18.71 | $ 0 |
Equity-Based Compensation Exp_5
Equity-Based Compensation Expenses - Settlement of RSUs (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Restricted Share Units (“RSUs”) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value of RSUs settled in Class A Shares | $ 19,716 | $ 50,182 | $ 28,202 |
Fair value of RSUs settled in cash | 3,243 | 3,472 | 2,107 |
Fair value of RSUs withheld to satisfy tax withholding obligations | $ 6,045 | $ 2,550 | $ 1,976 |
Number of RSUs withheld to satisfy tax withholding obligations | 541,127 | 306,379 | 261,474 |
Liability-classified RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 3 years | ||
Granted | 1,614,812 | ||
Weighted Average Grant Date Fair Value | $ 18.69 | $ 18.62 | $ 23.15 |
Equity-Based Compensation Exp_6
Equity-Based Compensation Expenses - Additional Information (Detail) - USD ($) | 12 Months Ended | |||||||
Jan. 31, 2022 | Dec. 30, 2021 | Dec. 17, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Expense recorded within compensation and benefits | $ 88,041,000 | $ 62,989,000 | $ 80,420,000 | |||||
Equity-classified RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 16.76 | $ 18.82 | $ 23.11 | |||||
Unrecognized Compensation Expense | $ 16,000,000 | |||||||
Weighted-Average Amortization Period | 1 year 7 months 6 days | |||||||
Granted | 752,914 | |||||||
Liability-classified RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 18.69 | $ 18.62 | $ 23.15 | |||||
Unrecognized Compensation Expense | $ 10,200,000 | |||||||
Weighted-Average Amortization Period | 1 year 10 months 24 days | |||||||
Granted | 1,614,812 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 3 years | |||||||
Performance-based RSUs (“PSUs”) | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 14.92 | |||||||
Granted | 112,500 | |||||||
2018 PSUs [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 11.82 | |||||||
Granted | 1,000,000 | |||||||
Expected Volatility Rate | 35% | |||||||
Expected Dividend Rate | 10% | |||||||
Risk Free Interest Rate | 2.60% | |||||||
Expected Term | 3 years 1 month 6 days | |||||||
% of award vested | 20% | |||||||
2018 PSUs [Member] | Performance Threshold - 25% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 20% | |||||||
2018 PSUs [Member] | Performance Threshold - 50% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 40% | |||||||
2018 PSUs [Member] | Performance Threshold - 75% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 20% | |||||||
2018 PSUs [Member] | Performance Threshold - 125% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 20% | |||||||
2018 PSUs [Member] | Incremental 20% Vest, Total 20% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 25% | |||||||
2018 PSUs [Member] | Incremental 40% Vest, Total 60% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 50% | |||||||
2018 PSUs [Member] | Incremental 20% Vest, Total 80% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 75% | |||||||
2018 PSUs [Member] | Incremental 20% Vest, Total 100% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 125% | |||||||
2022 PSUs [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unrecognized Compensation Expense | $ 1,400,000 | |||||||
Weighted-Average Amortization Period | 3 years | |||||||
Reference Price For Performance Condition of 2022 PSUs | $ 24 | |||||||
2022 PSUs [Member] | Minimum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Expected Term | 2 years 6 months | |||||||
Percent Of Performance Condition For Units Vesting | 25% | |||||||
2022 PSUs [Member] | Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Expected Term | 4 years 6 months | |||||||
Percent Of Performance Condition For Units Vesting | 108% | |||||||
Group A Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 21.85 | |||||||
Discount for Post-vesting Restrictions | 5% | |||||||
Group E Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 7.53 | |||||||
Unrecognized Compensation Expense | $ 743,000 | |||||||
Weighted-Average Amortization Period | 2 years 1 month 6 days | |||||||
Granted | 5,006 | |||||||
Group P Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 0 | |||||||
Granted | 0 | |||||||
Share-based Payment Arrangement, Plan Modification, Incremental Cost | $ 17,000,000 | |||||||
2017 Group Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 12.50 | |||||||
Granted | 7,185,000 | |||||||
Expected Volatility Rate | 36% | |||||||
Expected Dividend Rate | 10% | |||||||
Risk Free Interest Rate | 2.20% | |||||||
Expected Term | 3 years 8 months 12 days | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Number of Shares | 2,820,000 | |||||||
Number Of Years Of Award Expiration From Grant Date | 6 years | |||||||
2017 Group Units | Performance Threshold - 25% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 20% | |||||||
2017 Group Units | Performance Threshold - 50% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 40% | |||||||
2017 Group Units | Performance Threshold - 75% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 20% | |||||||
2017 Group Units | Performance Threshold - 125% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 20% | |||||||
2017 Group Units | Incremental 20% Vest, Total 20% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 25% | |||||||
2017 Group Units | Incremental 40% Vest, Total 60% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 50% | |||||||
2017 Group Units | Incremental 20% Vest, Total 80% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 75% | |||||||
2017 Group Units | Incremental 20% Vest, Total 100% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 125% | |||||||
2021 Group P Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 13.97 | $ 12.75 | ||||||
Unrecognized Compensation Expense | $ 46,300,000 | |||||||
Weighted-Average Amortization Period | 3 years | |||||||
Granted | 4,905,715 | |||||||
Expected Volatility Rate | 55% | |||||||
Expected Dividend Rate | 6.60% | |||||||
Risk Free Interest Rate | 1.44% | 1.34% | ||||||
RSAs Issued In Exchange For P Units | 905,714 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 4,000,001 | |||||||
Reference Price for Performance Condition of Group P Units | $ 24 | |||||||
New Group P Units Issued in Exchange for Previously Issued P Units | 905,714 | |||||||
Number Of Years Of Award Expiration From Grant Date | 7 years | |||||||
2021 Group P Units | Minimum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Expected Term | 3 years | |||||||
2021 Group P Units | Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Expected Term | 5 years | |||||||
2021 Group P Units | Performance Threshold - 66% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 25% | |||||||
2021 Group P Units | Performance Threshold - 80% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 25% | |||||||
2021 Group P Units | Performance Threshold - 94% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 25% | |||||||
2021 Group P Units | Performance Threshold - 108% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 25% | |||||||
2021 Group P Units | Incremental 25% vest, Total 25% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 66% | |||||||
2021 Group P Units | Incremental 25% vest, Total 50% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 80% | |||||||
2021 Group P Units | Incremental 25% vest, Total 75% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 94% | |||||||
2021 Group P Units | Incremental 25% vest, Total 100% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 108% | |||||||
Market-Based RSAs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 16.19 | $ 14.84 | $ 0 | |||||
Unrecognized Compensation Expense | $ 40,400,000 | |||||||
Weighted-Average Amortization Period | 3 years | |||||||
Granted | 0 | 3,679,285 | ||||||
Expected Volatility Rate | 55% | 55% | ||||||
Expected Dividend Rate | 6.60% | 6.60% | ||||||
Risk Free Interest Rate | 1.44% | 1.34% | ||||||
Reference Price for Performance Condition of RSAs | $ 24 | |||||||
RSAs Issued In Exchange For P Units | 679,286 | |||||||
Market-Based RSAs | Minimum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Expected Term | 3 years | |||||||
Market-Based RSAs | Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Expected Term | 5 years | |||||||
Market-Based RSAs | Performance Threshold - 25% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 33.30% | |||||||
Market-Based RSAs | Performance threshold - 39% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 33.30% | |||||||
Market-Based RSAs | Performance threshold - 53% | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Incremental Percent Of Units Vested Once Performance Threshold Is Met | 33.40% | |||||||
Market-Based RSAs | Incremental 33.3% Vest, Total 33.3% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 25% | |||||||
Market-Based RSAs | Incremental 33.3% Vest, Total 66.6% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 39% | |||||||
Market-Based RSAs | Incremental 33.4% Vest, Total 100% Vest | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Percent Of Performance Condition For Units Vesting | 53% | |||||||
Service-Based RSAs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Weighted Average Grant Date Fair Value | $ 18.93 | $ 18.71 | ||||||
Unrecognized Compensation Expense | $ 12,000,000 | |||||||
Weighted-Average Amortization Period | 1 year 7 months 6 days | |||||||
Granted | 1,570,483 | 1,609,785 | ||||||
Expected Term | 3 years |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
State and local income taxes, Current | $ 3,270 | $ 2,989 | $ 943 |
Foreign income taxes, Current | 4,829 | 5,302 | 4,873 |
Current Income Tax Expense (Benefit) | 8,099 | 8,291 | 5,816 |
Federal income taxes, Deferred | (4,203) | 13,645 | 59,148 |
State and local income taxes, Deferred | (8,529) | (8,272) | 10,759 |
Foreign income taxes, Deferred | (2,335) | 41 | (451) |
Deferred income taxes | (15,067) | 5,414 | 69,456 |
Income taxes | (6,968) | 13,705 | 75,272 |
Income Tax Effects Allocated Directly to Equity, Current Foreign | 0 | (111) | 617 |
Income Tax Effects Allocated Directly to Equity, Current | 0 | (111) | 617 |
Income Tax Effects Allocated Directly to Equity, Deferred Federal | (770) | (549) | 657 |
Income Tax Effects Allocated Directly to Equity, Deferred State and Local | (428) | (228) | 156 |
Income Tax Effects Allocated Directly to Equity, Deferred | (1,198) | (777) | 813 |
Total Provision for Income Taxes - Other Comprehensive Income | $ (1,198) | $ (888) | $ 1,430 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Income Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred Income Tax Assets: | ||||
Net operating loss | $ 133,187 | $ 105,665 | ||
Tax goodwill | 86,964 | 117,143 | ||
Investments in partnerships | 25,648 | 12,465 | ||
Tax credit carryforwards | 8,598 | 9,964 | ||
Employee compensation | 1,118 | 1,522 | ||
Other | 11,319 | 4,307 | ||
Deferred Tax Assets, Gross | 266,834 | 251,066 | ||
Valuation allowance | (4,760) | (6,178) | $ (9,797) | $ (11,083) |
Total Deferred Income Tax Assets | 262,074 | 244,888 | ||
Deferred Income Tax Liabilities | ||||
Other | 4,135 | 3,129 | ||
Total Deferred Income Tax Liabilities | 4,135 | 3,129 | ||
Deferred income tax assets | $ 257,939 | $ 241,759 |
Income Taxes - Summary of Valua
Income Taxes - Summary of Valuation Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Valuation Allowance [Line Items] | ||||
Deferred Tax Assets, Valuation Allowance | $ 4,760 | $ 6,178 | $ 9,797 | $ 11,083 |
Deductions | $ (1,418) | $ (3,619) | $ (1,286) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory U.S. Federal Income Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Statutory U.S. federal income tax rate | 21% | 21% | 21% |
Income passed through to noncontrolling interests | (5.12%) | (2.88%) | (0.04%) |
Nondeductible amortization of Partner Equity Units | (10.31%) | 14.73% | 3.24% |
State and local income taxes | 11.94% | (23.13%) | 4.13% |
RSU excess income tax benefit or expense | (1.88%) | (1.36%) | 0.89% |
Foreign income taxes | (6.29%) | 27.91% | 1.92% |
Return-to-estimate adjustment | 5.04% | (0.14%) | 0.03% |
Nondeductible interest expense | 0% | 0% | 0.70% |
Foreign tax credits and deductions | 1.32% | (5.86%) | (0.35%) |
Change in fair value of warrants | 21.20% | 30.12% | 0.69% |
Disallowed executive compensation | (20.85%) | 11.88% | 0.39% |
Other, net | 1.54% | (0.69%) | 0.13% |
Effective Income Tax Rate | 17.59% | 71.58% | 32.73% |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Benefits Roll Forward (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Income Tax Disclosure [Abstract] | |||
Unrecognized Tax Benefits | $ 8.3 | $ 8.3 | $ 8.3 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards | |||
Unrecognized Tax Benefits | $ 8.3 | $ 8.3 | $ 8.3 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | $ 4.8 | ||
Open Tax Year | 2019 | ||
Pre-tax income generated in foreign jurisdictions | $ 9.6 | $ 27.3 | $ 22.5 |
Foreign Country | |||
Operating Loss Carryforwards | |||
Open Tax Year | 2007 | ||
State and Local Jurisdiction | |||
Operating Loss Carryforwards | |||
Open Tax Year | 2015 | ||
Minimum | State and Local Jurisdiction | |||
Operating Loss Carryforwards | |||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2035 | ||
Minimum | Internal Revenue Service (IRS) | |||
Operating Loss Carryforwards | |||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2030 | ||
Tax credit carryforwards expiration date | Dec. 31, 2023 | ||
Maximum | State and Local Jurisdiction | |||
Operating Loss Carryforwards | |||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2042 | ||
Maximum | Internal Revenue Service (IRS) | |||
Operating Loss Carryforwards | |||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2037 | ||
Tax credit carryforwards expiration date | Dec. 31, 2026 | ||
Internal Revenue Service (IRS) | |||
Operating Loss Carryforwards | |||
Tax credit carryforwards | $ 8.4 | ||
Operating loss carryforwards, subject to expiration | 243 | ||
Operating loss carryforwards, not subject to expiration | 251.1 | ||
State Income Tax | |||
Operating Loss Carryforwards | |||
Operating loss carryforwards, subject to expiration | 219.7 | ||
Local Income Tax | |||
Operating Loss Carryforwards | |||
Operating loss carryforwards, subject to expiration | $ 215.9 |
General, Administrative and O_3
General, Administrative and Other - Components of General, Administrative and Other Expenses (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Other Income and Expenses [Abstract] | |||
Professional services | $ 30,831 | $ 17,792 | $ 22,902 |
Occupancy and equipment | 27,801 | 32,090 | 30,267 |
Information processing and communications | 21,370 | 22,480 | 21,342 |
Recurring Placement And Related Service Fees | 19,428 | 19,583 | 18,502 |
Insurance | 8,920 | 9,027 | 8,525 |
Business Development | 3,371 | 1,425 | 2,120 |
Impairment of Right-of-Use Asset | 0 | 11,240 | 0 |
Other expenses | 6,925 | 7,573 | 9,162 |
General And Administrative Expense Before Legal Provision If Any | 118,646 | 121,210 | 112,820 |
Legal provisions | 0 | 0 | 119,367 |
Total General, Administrative and Other | $ 118,646 | $ 121,210 | $ 232,187 |
Earnings (Loss) Per Class A S_3
Earnings (Loss) Per Class A Share - Additional Information (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
RSUs | |||
Earnings Per Share [Line Items] | |||
Vested RSUs included in weighted-average Class A Shares outstanding | 170,432 | 165,300 | 394,332 |
Loss Per Class A Share - Comput
Loss Per Class A Share - Computation of Basic and Diluted Earnings (Loss) Per Class A Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Line Items] | |||
Net Income (Loss) Attributable to Class A Shareholders | $ (12,008) | $ (8,605) | $ 170,682 |
Net Income (Loss) Attributable to Class A Shareholders, Diluted | $ (46,507) | $ (22,719) | $ 149,832 |
Weighted-average Class A Shares outstanding - basic | 25,213,554 | 24,951,871 | 22,597,829 |
Weighted-average Class A Shares outstanding - diluted | 26,265,640 | 40,810,782 | 49,872,078 |
(Loss) Earnings per Class A Share - basic | $ (0.48) | $ (0.34) | $ 7.55 |
(Loss) Earnings per Class A Share - diluted | $ (1.77) | $ (0.56) | $ 3 |
Group A Units | |||
Earnings Per Share [Line Items] | |||
Net Income (Loss) Attributable to Class A Shareholders, Effect of dilutive securities | $ 0 | $ (14,114) | $ (20,850) |
Weighted-Average Class A Shares Outstanding, Effect of dilutive securities (in shares) | 0 | 15,858,911 | 16,018,326 |
Number of Antidilutive Units and Warrants Excluded from Diluted Calculation | 15,025,994 | 0 | 0 |
Group E Units | |||
Earnings Per Share [Line Items] | |||
Net Income (Loss) Attributable to Class A Shareholders, Effect of dilutive securities | $ 0 | $ 0 | $ 0 |
Weighted-Average Class A Shares Outstanding, Effect of dilutive securities (in shares) | 0 | 0 | 11,015,490 |
Number of Antidilutive Units and Warrants Excluded from Diluted Calculation | 13,009,376 | 13,010,066 | 0 |
RSUs | |||
Earnings Per Share [Line Items] | |||
Net Income (Loss) Attributable to Class A Shareholders, Effect of dilutive securities | $ 0 | $ 0 | $ 0 |
Weighted-Average Class A Shares Outstanding, Effect of dilutive securities (in shares) | 0 | 0 | 240,433 |
Number of Antidilutive Units and Warrants Excluded from Diluted Calculation | 2,555,483 | 3,434,137 | 0 |
Restricted Class A Shares (“RSAs”) | |||
Earnings Per Share [Line Items] | |||
Net Income (Loss) Attributable to Class A Shareholders, Effect of dilutive securities | $ 0 | ||
Weighted-Average Class A Shares Outstanding, Effect of dilutive securities (in shares) | 0 | ||
Number of Antidilutive Units and Warrants Excluded from Diluted Calculation | 1,456,519 | ||
Warrants | |||
Earnings Per Share [Line Items] | |||
Net Income (Loss) Attributable to Class A Shareholders, Effect of dilutive securities | $ (34,499) | $ 0 | $ 0 |
Weighted-Average Class A Shares Outstanding, Effect of dilutive securities (in shares) | 1,052,086 | 0 | 0 |
Number of Antidilutive Units and Warrants Excluded from Diluted Calculation | 0 | 4,338,015 | 112,383 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Related Party Transaction [Line Items] | |||
Tax receivable agreement liability | $ 190,245 | $ 195,752 | |
Payments under Tax Receivable Agreement | 16,900 | 7,200 | $ 18,200 |
Purchase of warrants from the consolidated SPAC, eliminated in consolidation | 98,082 | 384,655 | 340,334 |
Notes payable, at fair value | 196,106 | 0 | |
Investments | 299,059 | 583,622 | |
Structured Alternative Investment Solution | |||
Related Party Transaction [Line Items] | |||
Notes payable, at fair value | 350,000 | ||
Investments | 127,800 | ||
Executive Managing Directors, Employees and Other Related Parties | Payments Under Tax Receivable Agreement | |||
Related Party Transaction [Line Items] | |||
Tax receivable agreement liability | 72,200 | ||
Payments under Tax Receivable Agreement | 7,400 | 3,900 | $ 8,100 |
Executive Managing Directors, Employees and Other Related Parties | Amount of Related Party Assets Under Management | |||
Related Party Transaction [Line Items] | |||
Assets under management | $ 906,600 | $ 910,500 | |
Executive Managing Directors, Employees and Other Related Parties | Percent of Related Party Assets Under Management Not Charged Fees | |||
Related Party Transaction [Line Items] | |||
Percent of assets under management not charged management and incentive fees | 43% | 51% | |
Director | |||
Related Party Transaction [Line Items] | |||
Commitment to purchase investment | $ 3,000 | ||
Funded amount of the commitment to purchase investment | 55 | ||
SPAC | |||
Related Party Transaction [Line Items] | |||
Purchase of warrants from the consolidated SPAC, eliminated in consolidation | $ 11,200 |
Related Party Transactions - Ma
Related Party Transactions - Management Fees and Incentive Income Earned from Related Parties and Waived Fees (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Management fees | |||
Related Party Transaction [Line Items] | |||
Investment management revenues | $ 278,374 | $ 301,945 | $ 270,753 |
Incentive income | |||
Related Party Transaction [Line Items] | |||
Investment management revenues | 123,434 | 312,432 | 616,959 |
Fees charged on investments held by related parties: | Management fees | Executive Managing Directors, Employees and Other Related Parties | |||
Related Party Transaction [Line Items] | |||
Investment management revenues | 4,610 | 3,548 | 4,200 |
Fees charged on investments held by related parties: | Incentive income | Executive Managing Directors, Employees and Other Related Parties | |||
Related Party Transaction [Line Items] | |||
Investment management revenues | $ 2,815 | $ 3,410 | $ 2,091 |
Commitments and Contingencies -
Commitments and Contingencies - Estimated Potential Payments Under Tax Receivable Agreement (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Potential Payments Under Tax Receivable Agreement | ||
2023 | $ 17,671 | |
2024 | 18,010 | |
2025 | 7,317 | |
2026 | 41,922 | |
2027 | 47,209 | |
Thereafter | 58,116 | |
Total Payments | $ 190,245 | $ 195,752 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2019 |
Loss Contingencies [Line Items] | |||
Percentage of tax savings to be paid under tax receivable agreement | 85% | ||
Percentage of tax savings to be paid under tax receivable agreement to remaining EMDs and Ziffs | 69% | ||
Tax receivable agreement liability | $ 190,245 | $ 195,752 | |
Unfunded capital commitments of the Company to funds managed | 182,800 | ||
Unfunded capital commitments by EMDs | 65,400 | ||
Consolidated Entities | |||
Loss Contingencies [Line Items] | |||
Unfunded capital commitments of the Company to funds managed | 90,100 | ||
Management company related | |||
Loss Contingencies [Line Items] | |||
Unfunded capital commitments of the Company to funds managed | $ 92,700 | ||
Tax Year 2018 | |||
Loss Contingencies [Line Items] | |||
Percentage of tax savings to be paid under tax receivable agreement | 85% | ||
Tax Year 2019 | |||
Loss Contingencies [Line Items] | |||
Percentage of tax savings to be paid under tax receivable agreement | 75% |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event | Feb. 28, 2023 $ / shares |
Subsequent Event [Line Items] | |
Dividends announcement date | Feb. 28, 2023 |
Cash dividend (in dollars per share) | $ 0.20 |
Dividends payable date | Mar. 21, 2023 |
Dividends record date | Mar. 14, 2023 |
Uncategorized Items - scu-20221
Label | Element | Value |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents | $ 245,439,000 |